General Re Life Corporation v. Lincoln National Life Insurance Co.
ORDER denying 57 Motion for Reconsideration ; denying 57 Motion for Clarification. Please see attached Order. Signed by Judge Victor A. Bolden on 7/18/2017. (Chen, C.)
UNITED STATES DISTRICT COURT
DISTRICT OF CONNECTICUT
GENERAL RE LIFE CORPORATION,
No. 15-cv-1860 (VAB)
LINCOLN NATIONAL LIFE INSURANCE
RULING AND ORDER
General Re Life Corporation (“General Re” or “Plaintiff”) has timely moved for
reconsideration or clarification, ECF No. 57, of the Court’s March 31, 2017 order, ECF No. 56,
denying General Re’s motion to confirm the final arbitration award and vacate the arbitrators’
clarification of the final award, ECF No. 1; granting Lincoln National Life Insurance Company’s
(“Lincoln” or “Defendant”) cross-petition to confirm the arbitration award as clarified, ECF No.
22; and granting Lincoln’s motion for judgment, ECF No. 45.
For the reasons that follow, General Re’s motion for reconsideration is DENIED and the
motion for clarification, ECF No.57, is DENIED as moot. Specifically, there is no basis for the
Court to reconsider and amend its earlier order. In granting the cross-petition to confirm the
arbitration award as clarified and granting Lincoln’s motion for judgment, the Court did not –
indeed, it could not, as a matter of law – issue a judgment for a sum certain.1 Because the Court
lacked the authority to issue a judgment for a sum certain, there is no need for the Court to
General Re’s motion requests that the Court take one of two approaches and either (1) “reconsider and amend” the
original order “to the extent [it] may be interpreted to direct entry of judgment in Lincoln’s favor in an amount
certain,” or (2) clarify that judgment should enter in Lincoln’s favor confirming the [Clarification], but that
judgment should not enter at this time in an amount certain.” Motion for Clarif. At 1, ECF No. 57.
clarify whether it did – it did not and could not – thus, the motion for clarification is denied as
The factual background of this case is explained in greater detail in the Court’s previous
order. See Ruling and Order at 1-8, ECF No. 56.
This case arises out of a dispute regarding whether the Court should confirm a Final
Arbitration Award (the “Final Award”) that a panel of arbitrators issued on July 1, 2015 or the
subsequent Clarification of Final Arbitration Award (the “Clarification”) that the same panel of
arbitrators, with a different majority, issued on November 19, 2015. The parties in this case each
requested that the Court confirm either one of the Final Award or the Clarification and to vacate
the other under Sections 9 and 10 of the Federal Arbitration Act (“FAA”).
The Court’s previous order denied General Re’s motion to confirm the Final Award and
vacate the Clarification, granted Lincoln’s cross-petition to confirm the Clarification, and
granted Lincoln’s motion for judgment in its favor. Id. at 1, 29. The Clarification describes the
methodology for how recapture payments should be calculated, but does not contain calculations
or specify a sum certain that is due from one party to another. See generally Clarification, ECF
No. 7-19. The Clarification further provides that the arbitrators “shall continue to retain
jurisdiction over this matter to the extent necessary to resolve any remaining dispute over the
calculation and payment of the amounts related to recapture.” Id. at 4.
Lincoln’s motion for judgment had, in addition to requesting that the Court affirm the
Clarification, requested that the Court enter judgment in the amount of $18,349,338 due from
General Re to Lincoln. See Unredacted Motion for Judgment at 1, ECF No. 46. Lincoln
supported its request for judgment in a sum certain with a declaration that indicated that a
Lincoln employee had performed analysis and calculations indicating that the Clarification
would require General Re to pay such an amount, but without detailing the calculations and
analysis resulting in this number. See generally Stankiewicz Decl., ECF No. 46-2. General Re’s
opposition to Lincoln’s motion for judgment indicated that, in the event that the Court affirmed
the Clarification instead of the original Final Award, General Re also disagreed with Lincoln’s
calculation of the sum certain that would be due to Lincoln. See Oppos. at 2, ECF No. 49. The
Court’s previous order granted Lincoln’s motion for judgment, but did not specify that judgment
should be for any sum certain. See generally Ruling and Order.
General Re now moves for reconsideration or clarification of the Court’s previous order.
Specifically, General Re requests that, “to the extent that the Court’s Order may be interpreted to
direct entry of judgment in Lincoln’s favor in an amount certain, the Court . . . amend this
portion of its Order to deny Lincoln’s Motion without prejudice” or, in the alternative, that the
“Court should clarify that judgment should enter in Lincoln’s favor confirming the
[Clarification], but that judgment should not enter at this time in an amount certain.” Motion for
Clarif. At 1, ECF No. 57.
STANDARD OF REVIEW
The standard for granting a motion for reconsideration is strict. See Shrader v. CSX
Transp., Inc., 70 F.3d 255, 257 (2d Cir.1995). It is well-settled that a motion for reconsideration
is “not a vehicle for relitigating old issues, presenting the case under new theories, securing a
rehearing on the merits, or otherwise taking a ‘second bite at the apple.’” Analytical Surveys,
Inc. v. Tonga Partners, L.P., 684 F.3d 36, 52 (2d Cir.2012) (internal quotation marks and citation
omitted); see also Stoner v. Young Concert Artists, Inc., No. 11–CV–7279, 2013 WL 2425137, at
*1 (S.D.N.Y. May 20, 2013) (“‘A motion for reconsideration is an extraordinary remedy, and
this Court will not reconsider issues already examined simply because [a party] is dissatisfied
with the outcome of his case. To do otherwise would be a waste of judicial resources.’”)
(alteration in original) (quoting Matura v. United States, 189 F.R.D. 86, 90 (S.D.N.Y.1999)).
“A motion for reconsideration should be granted only when the defendant identifies ‘an
intervening change of controlling law, the availability of new evidence, or the need to correct a
clear error or prevent manifest injustice.’” Kolel Beth Yechiel Mechil of Tartikov, Inc. v. YLL
Irrevocable Trust, 729 F.3d 99, 104 (2d Cir.2013) (quoting Virgin Atl. Airways, Ltd. v. Nat'l
Mediation Bd., 956 F.2d 1245, 1255 (2d Cir.1992)). “[R]econsideration will generally be denied
unless the moving party can point to controlling decisions or data that the court overlooked
matters, in other words, that might reasonably be expected to alter the conclusion reached by the
court.” Shrader, 70 F.3d at 257.
Lincoln’s unredacted motion for judgment, ECF No. 46, requested that the Court enter
judgment in Lincoln’s favor, both by affirming the Clarification as well as entering judgment in
Lincoln’s favor against General Re in the amount of $18,349,338. The Court’s previous order,
ECF No. 56, which granted the motion for judgment in that the Clarification was affirmed
instead of the original Final Award, did not enter judgment in Lincoln’s favor in an amount
certain. It did not because the Court lacks the authority to do so.
Because the parties moved to confirm either the original Final Award or the Clarification
under Section 9 of the FAA, Sections 10, and 11 of the FAA provide the exclusive grounds for
this Court’s vacatur or modification of the Clarification as written by the arbitrators. See Hall St.
Assocs., L.L.C. v. Mattel, Inc., 552 U.S. 576, 586-87 (2008) (explaining that where courts review
arbitration awards under Section 9 of the FAA the statute “compels a reading of the §§ 10 and 11
categories as exclusive”). Section 9 of the FAA provides, in relevant part, that:
If the parties in their agreement have agreed that a judgment of the court shall be
entered upon the award made pursuant to the arbitration, and shall specify the
court, then at any time within one year after the award is made any party to the
arbitration may apply to the court so specified for an order confirming the award,
and thereupon the court must grant such an order unless the award is vacated,
modified, or corrected as prescribed in [9 U.S.C. §§ 10 and 11].
9 U.S.C. § 9. Section 11 lays out the exclusive, narrow instances in which a district court “may
make an order modifying or correcting the award,” none of which are relevant here. 9 U.S.C. §
While a Court “must grant . . . an order” confirming an arbitration award unless it is
“vacated, modified, or corrected,” 9 U.S.C. § 9, under the exclusive and narrow grounds allowed
in Sections 10 and 11 of the FAA, the Court cannot go beyond the text of an award, in this case
the Clarification, to enter judgment in a sum certain if the arbitrators’ award does not provide for
one. See Rich v. Spartis, 516 F.3d 75, 83 (2d Cir. 2008) (holding that to the extent that an
arbitration award is ambiguous the district court should remand it “to the arbitration panel for
clarification”); Porzig v. Dresdner, Kleinwort, Benson, N. Am. LLC, 497 F.3d 133, 138 (2d Cir.
2007) (explaining that the Second Circuit “has repeatedly recognized the strong deference
appropriately due arbitral awards and the arbitral process, and has limited its review of
arbitration awards in obeisance to that process”).
Because the Clarification, which the Court confirmed in the previous order, ECF No. 56,
does not provide for any sum certain to be due from General Re to Lincoln, or Lincoln to
General Re, the Court had no authority to do so in the arbitrators’ stead. Thus, while judgment
entered in Lincoln’s favor, the confirmation of the Clarification, instead of the original Final
Award, is not a judgment for a sum certain.
In any event, the record before the Court provided no basis for the Court to resolve the
factual disputes between General Re and Lincoln regarding the proper calculation of the amounts
that were due under the Clarification. See Pl.’s Br. at 1-2, ECF No.59. While Lincoln and
General Re had both set forth the numbers they believed were ultimately owed by General Re to
Lincoln under the recapture methodology outlined in the arbitrators’ Clarification, the only
information offered in support of both figures were bare-bones declarations from an employee of
each party that did not provide detailed information as to the calculations and analysis that
supported either amount, nor the specific reasons why the two parties’ calculations differed. See
generally Stankiewicz Decl.; Greenwood Decl., ECF No. 49-1. As a result, on this record, the
Court could not enter judgment for a sum certain.
For the foregoing reasons, General Re’s motion for reconsideration is DENIED and the
motion for clarification is DENIED as moot. The judgment in this case enters in Lincoln’s
favor, in that the Court confirms the arbitrators’ Clarification, but the judgment is not for a sum
The Clerk of the Court is directed to enter judgment accordingly and to close this case.
SO ORDERED at Bridgeport, Connecticut, this 18th day of July, 2017.
/s/ Victor A. Bolden
Victor A. Bolden
United States District Judge
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