Summary
denying a motion for reconsideration that "merely reiterate[d] arguments raised in the briefing of the original motions"
Summary of this case from Cipollaro v. N.Y.C. Transit Auth.Opinion
No. 02 Civ. 5328 (LTS)(JCF)
November 12, 2003
ORDER
Plaintiffs seek reconsideration of the portion of the Court's October 10, 2003, Opinion and Order dismissing certain of Plaintiffs' claims with prejudice or, in the alternative, entry of final judgment pursuant to Federal Rule of Civil Procedure 54(b) as to those claims. For the following reasons, Plaintiffs' motion is denied.
Plaintiffs, although purporting to set forth controlling legal precedents and factual considerations overlooked by the Court, merely reiterate arguments raised in the briefing of Defendants' motions or at oral argument. The Court considered thoroughly those arguments and related submissions in reaching its decision. P.T. Bank Central Asia v. ABN Amro Bank N.V., 754 N.Y.S.2d 245 (1st Dep't 2003), which Plaintiffs contend the Court failed to acknowledge, involved alleged fraud in the sale of a commodity by one party to another, as did the cases analyzed by the Court at pages 24-25 of the October 10, 2003, decision. Specifically, P.T. Bank involved the sale by a bank of a loan participation to another bank that was not a party to the original credit agreement. The court's recognition of the potential applicability of the "Special Facts" doctrine in that case, thus, arose not in connection with potential liability of a bank in its role as administrative agent with respect to a loan facility but, rather, in connection with misrepresentations allegedly made in a secondary transaction in which the defendant bank sold the plaintiff a participation in the credit it had previously extended to the defaulting borrower. Cf. Opinion at 26 n. 1 (discussing difference in structure between syndicated credit facilities and loan participations). Plaintiffs also quibble with the "counterparty"/"third party" nomenclature used by the Court to explain the distinction between the peculiar knowledge cases cited by Plaintiffs and the facts presented here, arguing that the Court overlooked facts because the defendants banks were parties to agreements at issue in this case. As the Court's Opinion makes abundantly clear, the Court was well aware that the defendant banks were parties to the credit facility agreements. The term "third party" was used in reference to the absence of a borrower/lender role on the part of those entities with respect to the credit relationship at issue here, i.e., Plaintiffs' agreement to extend credit to Enron and/or its affiliates.
Plaintiffs further assert that the Court overlooked the various indemnification provisions of the relevant agreements, which exclude protection for gross negligence or intentional wrongdoing by the defendant banks. This argument begs the very question at issue with respect to the dismissed claims: did the defendant banks have a duty to disclose information about Enron's financial condition to the participant banks such that a failure to do so would constitute wrongdoing? Plaintiffs' invocation of the indemnification provisions amounts simply to disagreeing with the Court's decision. Plaintiffs' remaining arguments are similarly meritless.
Plaintiffs have failed to present binding precedent or other matters overlooked by the Court in reaching its October 10th decision; accordingly, Plaintiffs' request for reconsideration is denied. Moreover, even if the Court were to reconsider its decision with respect to the dismissed claims, it would nonetheless adhere to its decision to dismiss those claims with prejudice, for the reasons set forth in the October 10, 2003, Opinion and Order.
Plaintiffs also seek, pursuant to Rule 54(b) of the Federal Rules of Civil Procedure, entry of final judgment with respect to the dismissed claims. Rule 54(b) provides in pertinent part that, "[w]hen more than one claim for relief is presented in an action . . . the court may direct the entry of a final judgment as to one or more but fewer than all of the claims or parties only upon an express determination that there is no just reason for delay[.]" The circumstances of this case do not warrant Rule 54(b) certification. The dismissed and remaining claims here arise from essentially the same factual allegations; judicial economy will best be served if multiple appellate panels do not have to familiarize themselves with this case in piecemeal appeals. Cullen v. Margiotta, 618 F.2d 226, 228 (2d Cir. 1980). Furthermore, Plaintiffs have not shown any "danger of hardship or injustice through delay which would be alleviated by immediate appeal." Citizens Accord. Inc. v. The Town of Rochester. 235 F.3d 126, 128 (2d Cir. 2000) (internal quotation marks and citation omitted). Accordingly, Plaintiffs' request for Rule 54(b) certification is denied.
CONCLUSION
For the foregoing reasons, Plaintiffs' motion for reconsideration and Rule 54(b) certification is denied.SO ORDERED.