Ford

Plaintiffs-Appellees, certain creditors and former business partners of Sheldon Baroff (“Baroff’), the debtor, filed an action under Section 523 of the Bankruptcy Code, 11 U.S.C. § 523 , contending that their claims against the debtor were nondisehargeable because the debtor had obtained the loans by fraud and because Baroff committed fraud while acting in a fiduciary capacity. Baroff successfully defended the nondisehargeability action in part on the grounds that a settlement agreement between the parties pre-eluded proof of the allegedly fraudulent loans.

Baroff filed a motion for attorney fees, relying on a clause in the settlement agreement which provided that the losing party would pay the prevailing party’s attorney fees in an action to enforce the agreement. The bankruptcy court denied Baroffs motion, and the district court affirmed. Baroff appeals. We reverse and remand.

I.

Baroff and an associate entered into an agreement to purchase 80% of the stock of plaintiffs-appellees’, Smart’s and Meador’s, car dealership. After a dispute over the dealership’s financial condition, the parties entered into a settlement agreement entitled “Addendum to Stock Purchase Agreement”…