To establish a breach of fiduciary duty in Pennsylvania, a party must first demonstrate the existence of a fiduciary relationship. A fiduciary relationship exists between two parties when one of them is under a duty to act for or to give advice for the benefit of another upon matters within the scope of the relationship. Restatement (Second) of Torts § 874, cmt. a (1979).
The Court in Edelstein & Diamond, L.L.P. v. Orloff, 2005 WL 1648191, at *2 (Pa. Com. Pl. June 29, 2005) held that Plaintiff failed to demonstrate a fiduciary relationship with Defendant because it had merely hired Defendant to manage files. A fiduciary relationship must go beyond “mere reliance on a superior skill”, but rather be a relationship characterized by “overmastering influence” on one side and “weakness, dependence, or trust, justifiably reposed” on the other side. Fiduciary relationships are marked by a disparity in power which could give rise to a potential abuse of said power. The Court found no such relationship in this case, as Defendant was not in a position of power over Plaintiff.