Celtic Marine Corporation v. James C. Justice Companies, Inc.

Filing 144

ORDER & REASONS: ORDERED that Celtic Marine Corporation's Motion to Alter or Amend (Rec. Doc. 123) is hereby GRANTED IN PART AND DENIED IN PART as set forth in document. The Court will issue a second amended partial final judgment in accordance with this order. Signed by Judge Carl Barbier on 2/28/14.(sek, )

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF LOUISIANA
CELTIC MARINE CORPORATION

CIVIL ACTION

VERSUS

NO: 11-3005

JAMES C. JUSTICE COMPANIES,
INC.

SECTION: “J”(2)

ORDER & REASONS
Before the Court is Plaintiff Celtic Marine Corp. ("Celtic")'s
Motion to Alter or Amend Partial Final Judgment (Rec. Doc. 123),
Defendant James C. Justice Companies, Inc. ("Justice")'s opposition
(Rec. Doc. 133), and Justice 's supplemental briefing (Rec. Doc.
142). Celtic's motion was set for hearing on January 29, 2014, on
the briefs. Having considered the motions and memoranda of counsel,
the record, and the applicable law, the Court finds that Celtic's
motion should be GRANTED IN PART

for the reasons set forth more

fully below.
FACTS AND PROCEDURAL HISTORY
On December 7, 2011, Celtic filed suit against Justice for
breach of Guarantor's Agreements. Specifically, Celtic alleged that
Justice guaranteed all obligations owed to it by Kentucky Fuels
Corporation ("KFC"). Celtic asserts that KFC failed to fulfill its
obligations under a 2011 Service Agreement and a 2011 Spot Contract
and, therefore, by virtue of the Guarantor's Agreements, Justice is
responsible for past due freight, shortfall and liquidated damages,
demurrage, and other costs owed to Celtic.

On January 27, 2012, the parties advised the Court that they
had

reached

a

settlement

agreement

("February

Settlement

Agreement"), and the Court issued an order of dismissal on February
7, 2012 which allowed the parties to seek enforcement of the
compromise upon a showing of good cause if the compromise was not
consummated within 120 days. Because of difficulties enforcing the
agreement,

Celtic

asked

for,

and

the

Court

granted,

extensions of this 120-day deadline. In October 2012,

several

the parties

entered into a second settlement ("October Settlement Agreement"),
and the Court granted the parties 100 days to seek enforcement of
the same.
The record shows that Justice paid the full amount ($2.2
million) contemplated in the October Settlement Agreement, but did
not follow the installment schedule set forth therein. Accordingly,
on January 11, 2013, Celtic Marine filed a

motion to reopen

litigation and a motion for summary judgment. The Court granted
both motions, noting that, though it was clear that the October
Settlement Agreement was breached, which allows Celtic to demand
amounts owed under the February Settlement Agreement, it was
unclear what amount was owed. Once the case was re-opened, Celtic
filed a Motion for Entry of Judgment which the Court granted in
part and denied in part. (Rec. Doc. 104) Consequently, on September
18, 2013, the Court entered a partial final judgment in favor of
Celtic in the amount of $3,913,073.68. (Rec. Doc. 105) Justice
filed a motion to alter or amend the original judgment on October

16, 2013, which the Court granted. (Rec. Doc. 120). The Court then
entered an amended partial final judgment in favor of Celtic in the
amount of $1,451,128.08. (Rec. Doc. 121). Celtic then filed the
instant motion to alter or amend, and Justice opposed the motion.
(Rec. Docs. 123, 133). On January 27, 2014, the Court ordered the
parties to submit briefing on any and all remaining objections to
the partial amended final judgment, and Justice filed such briefing
on February 11, 2014. (Rec. Docs. 136, 142) Celtic did not submit
any supplemental briefing.
LEGAL STANDARD
Altering or amending a judgment under Rule 59(e) is an
"extraordinary remedy" used "sparingly" by the courts.
Hydrochem, Inc., 367 F.3d 473, 479 (5th Cir. 2004).

Templet v.
A motion to

alter or amend calls into question the correctness of a judgment
and is permitted only in narrow situations, "primarily to correct
manifest errors of law or fact or to present newly discovered
evidence." Id.; see also Schiller v. Physicians Res. Grp. Inc., 342
F.3d 563, 567 (5th Cir. 2003). Manifest error is defined as
"‘[e]vident to the senses, especially to the sight, obvious to the
understanding, evident to the mind, not obscure or hidden, and is
synonymous with open, clear, visible, unmistakable, indubitable,
indisputable, evidence, and self-evidence.'" In Re Energy Partners,
Ltd., 2009 WL 2970393, at *6 (Bankr. S.D. Tex. Sept. 15, 2009)
(citations omitted); see also Pechon v. La. Dep't of Health &
Hosp., 2009 WL 2046766, at *4 (E.D. La. July 14, 2009) (manifest

error is one that "‘is plain and indisputable, and that amounts to
a complete disregard of the controlling law'") (citations omitted).
The Fifth Circuit has noted that "such a motion is not the
proper vehicle for rehashing evidence, legal theories, or arguments
that could have been offered or raised before entry of judgment."
Templet, 367 F.3d at 478-79. Nor should it be used to "re-litigate
prior matters that ... simply have been resolved to the movant's
dissatisfaction." Voisin v. Tetra Technologies, Inc., 2010 WL
3943522, at *2 (E.D. La. Oct. 6, 2010).

Thus, to prevail on a

motion under Rule 59(e), the movant must clearly establish at least
one of three factors: (1) an intervening change in the controlling
law, (2) the availability of new evidence not previously available,
or (3) a manifest error in law or fact. Schiller, 342 F.3d at 567;
Ross v. Marshall, 426 F.3d 745, 763 (5th Cir. 2005) (to win a Rule
59(e) motion, the movant "must clearly establish either a manifest
error of law or fact or must present newly discovered evidence").
DISCUSSION
Celtic moves the Court to make two amendments to the Amended
Partial Final Judgment dated November 26, 2013. First, it seeks to
amend the amount of the money judgment based on an error in
calculating the credit attributable to Justice for payments already
received. Additionally, Celtic seeks to clarify the language in the
judgment which summarizes the issues that Celtic and Justice may
further litigate in future proceedings.

A. Amendment to the Money Judgment
It is agreed for the purposes of this motion only that,
pursuant to the Court's Order and Reasons dated November 22, 2013
(Rec.

Doc.

120)

and

the

corresponding

Amended

Partial

Final

Judgment dated November 26, 2013 (Rec. Doc. 121), Justice owes the
following amounts:

+

$
$
$
$
$

965,317.76
2,625,000.00
34,263.50
26,546.82
3,651,128.08

in freight charges
in shortfall
in interest
in attorney's fees
TOTAL

The parties further agree that Justice paid $2.2 million to
Celtic in connection with the October 2012 Settlement Agreement.
The parties disagree, however, as to how the $2.2 million payment
should be credited to any amounts owed as a result of this
litigation. When the Court entered its first partial final judgment
in

this

matter,

it

failed

to

apply

the

credit

in

any

way;

therefore, Justice moved the Court to amend its first judgment. The
Court granted the motion, finding that it erred in not applying the
credit, and reduced the award by $2.2 million. Specifically, in
arriving

at

the

amount

listed

in

the

amended

partial

final

judgment, the Court added the aforementioned amounts that Justice
owed and deducted $2.2 million from the final amount:

+
-

$
$
$
$
$
$
$

965,317.76
2,625,000.00
34,263.50
26,546.82
3,651,128.08
2,200,000.00
1,451,128.08

in
in
in
in

freight charges
shortfall
interest
attorney's fees

credit
TOTAL

Now, in its instant motion to alter or amend the judgment,
Celtic argues that the Court erred in deducting the entire credit
amount "off the top" of

amount owed by Justice. Instead, Celtic

argues that the Court should have deducted the credit from each
individual amount owed in accordance with how Celtic internally
allocated Justice's $2.2 million payment to the various debts that
are at issue in this litigation.

Specifically, Celtic advocates

for the following computation:
Amended
Judgment
denied award
$965,317.76
$2,625,000.00+
denied award

Credit
Applied

Total Due

n/a
$965,317.76
$208,133.49
n/a

$0
$0
$2,416,866.51
$0

denied award

n/a

$0

Interest

$34,263.50

$0

$34,263.50

Attorneys'
Fees
TOTAL

$26,546.82

$0

$26,546.82

$3,651,128.08

$1,173,451.25

$2,477,676.83

Demurrage
Freight
Shortfall
Cover/Clea
ning
Discount

Using this calculation, $1,026,548.75 of the $2.2 million,
which

amount

reflects

Celtic's

allocation

of

the

credit

to

outstanding debts arising from cover charges and demurrage, would
not be credited because the Court has not issued a judgment on
cover charges and demurrage. In fact, in the instant litigation,
Celtic only demands $672,000 in demurrage because it has already
credited $1,025,700.00 of the settlement payment to the total

amount of demurrage that claims it is owed. Celtic points out that
the Court has already ruled that its imputation of payment was
proper; therefore, if the Court simply takes the $2.2 million off
the top of the outstanding sums encompassed in the amended partial
final judgment, without regard to how the credit was applied to the
debts, the Court would be operating against its ruling that the
imputation was proper. On the other hand, Justice argues that
Celtic already advanced this argument and that the Court rejected
it by deciding to deduct the entirety of the $2.2 million.
The Court finds that it improperly deducted the entire $2.2
million when it failed to consider that: (1) the Court already
ruled that Celtic's imputation of payment was proper, and (2) that
Celtic's $672,000 demand for demurrage already reflects the credit.
To apply the credit in full at this time would essentially "double
credit" Justice for certain sums. Therefore, the amended partial
final judgment will be vacated and a second amended partial
judgment1 will be entered to reflect this error.
B. Amendment of Language Concerning the February and October
Settlement Agreements
Celtic also moves the Court to state more precisely in the
Amended Partial Final Judgment that it may, in the future, advance
its claims arising from the breach of the February and October
Settlement Agreements. In support of this contention, Celtic points
1

In its supplemental brief, Justice argues that the partial judgment
should not be certified as a final judgment pursuant to Federal Rule of Civil
Procedure 54(b). The Court rejects Justice's arguments, however, and the
second amended partial final judgment will be expressly certified as a final,
appealable judgment.

out that the Court stated in its March 26, 2013 Order and Reasons
that the Court found that Justice must pay all remaining amounts
owed under the February Settlement Agreement and related contracts.
Justice argues that including a specific reference to a breach of
the February Settlement Agreement would alter the Court's ruling in
its September 2013 Order and Reasons (Rec. Doc. 104), which has not
been amended by the Court. Specifically, Justice notes that the
Court reserved ruling on the effect of Justice's breach of the
October Settlement Agreement's acceleration clause and stating in
the

judgment

the

Justice

breached

the

February

Agreement

is

unwarranted.
The Court finds that the current language of the judgment is
sufficiently clear and does not amount to a mistake of fact or law.
The underlying basis for Celtic's claims is rooted in the Court's
finding that the October Settlement Agreement was breached, and the
current

language

represents

this

basis;

therefore,

the

Court

declines to amend the judgment in this respect.
Accordingly,
Celtic Marine Corporation's Motion to Alter or Amend (Rec.
Doc. 123) is hereby GRANTED IN PART AND DENIED IN PART.

The Court

will issue a second amended partial final judgment in accordance
with this order.

New Orleans, Louisiana, this 28th day of February, 2014.

___________________________
CARL J. BARBIER
UNITED STATES DISTRICT JUDGE