Loren Data Corp v. GXS, Inc.
Filing
30
MEMORANDUM OPINION. Signed by Chief Judge Deborah K. Chasanow on 8/30/11. (sat, Chambers)
IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MARYLAND
:
LOREN DATA CORP.
:
v.
:
Civil Action No. DKC 10-3474
:
GXS, INC.
:
MEMORANDUM OPINION
Presently
pending
and
ready
for
resolution
in
this
antitrust case are the motions for clarification (ECF No. 24)
and for reconsideration (ECF No. 26) filed by Plaintiff Loren
Data Corp.
The issues have been briefed and the court now
rules, no hearing being deemed necessary.
See Local Rule 105.6.
For the following reasons, Plaintiff’s motions will be denied.
I.
Background1
Plaintiff
Loren
Data
Corp.
filed
suit
against
Defendant
GXS, Inc., on December 13, 2010, alleging federal and state
antitrust
violations
as
well
as
two
state
law
claims
for
tortious interference with business relationships and breach of
contract.
(ECF
No.
1).
Defendant
complaint on February 3, 2011.
1
moved
to
(ECF No. 9).
dismiss
the
In response,
The background of this case is discussed at greater length
in the court’s earlier memorandum opinion granting the motion to
dismiss filed by Defendant GXS, Inc.
See Loren Data v. GXS,
Inc., No. DKC 10-3474, 2011 WL 3511003, at *1-2 (D.Md. Aug. 9,
2011).
Plaintiff amended its complaint to add a supplemental statement
of facts, otherwise incorporating the claims from its original
complaint, and opposed Defendant’s motion to dismiss.
13, 14).2
2011,
(ECF Nos.
Defendant’s motion to dismiss was granted on August 9,
with
Plaintiff’s
antitrust
and
tortious
interference
claims dismissed for failure to state a claim, and the breach of
contract claim dismissed without prejudice for lack of subject
matter jurisdiction.
On
“motion
August
for
19,
(ECF No. 21).
2011,
clarification”
Plaintiff
to
filed
determine
a
motion
whether
entitled
the
order
dismissing its antitrust and tortious interference claims “was
with prejudice to further amendment.”
(ECF No. 24, at 3).
Four
days later, Plaintiff filed another motion entitled “protective
motion for reconsideration and to amend order or, alternatively,
to extend time for appeal” (“motion for reconsideration”).
(ECF
No. 26).3
2
The parties later stipulated that Defendant’s motion to
dismiss and Plaintiff’s opposition would apply to Plaintiff’s
first amended complaint. (ECF No. 16).
3
Within this second motion, Plaintiff alternatively moved
to extend the time for appeal until the later of 30 days after
entry of judgment or 14 days after disposition of Plaintiff’s
motion for clarification. (ECF No. 26). This request need not
be addressed, however, because Federal Rule of Appellate
Procedure 4(4)(A)(iv) explicitly provides that the filing of a
motion to alter or amend a judgment, as Plaintiff’s pending
motions will be construed, tolls the 30-day window for filing an
appeal until after disposition of that motion.
2
II.
Motions to Alter or Amend a Judgment
A.
Standard of Review
Plaintiff
Procedure
it
does
not
relies
specify
upon
which
in
Federal
bringing
clarification and reconsideration.4
its
Rule
of
motions
Civil
for
Where a party submits a
motion that “does not refer to a specific Federal Rule of Civil
Procedure, the courts have considered that motion either a Rule
59(e) motion to alter or amend a judgment, or a Rule 60(b)
motion for relief from a judgment or order.”
CNF Constructors,
Inc. v. Donohoe Constr. Co., 57 F.3d 395, 400 (4th Cir. 1995).
Motions filed within 28 days of the entry of judgment and either
“call[ing] into question the correctness of that judgment” or
seeking minor alterations thereto constitute Rule 59(e) motions.
See Fed.R.Civ.P. 59(e) (stating that a party
must file a motion
to alter or amend a judgment within 28 days following the entry
of judgment); MLC Auto., LLC v. Town of S. Pines, 532 F.3d 269,
280
(4th
district
Cir.
2008)
court’s
(reasoning
abstention
that
from
a
motion
granting
challenging
summary
a
judgment
constituted a Rule 59(e) motion because the party filed the
motion in the appropriate time period and therein questioned the
4
In its motion for reconsideration, Plaintiff does request
that the court “alter or amend [its] order under Rules 59 and 60
of the Federal Rules of Civil Procedure,” but Plaintiff does not
specify which of these Rules should apply to that motion. (ECF
No. 26, at 1).
One part of Plaintiff’s motion for
reconsideration references Rule 60(a), but as explained below,
Plaintiff’s motions properly fall under Rule 59(e).
3
court’s legal basis for abstention); Barry v. Bowen, 825 F.2d
1324, 1328 n.1 (9th Cir. 1987) (classifying a motion to clarify
whether the court would award benefits or conduct additional
proceedings as a request for “minor alterations in the judgment”
and concluding that the moving party had filed it within the
then-existing
10-day
window,
thereby
triggering
Rule
59(e)),
overruled on other grounds by 884 F.2d 442 (9th Cir. 1989).5
Here,
motions.
Plaintiff’s
Plaintiff
motions
filed
its
both
qualify
motions
for
as
Rule
59(e)
clarification
and
reconsideration on August 19 and August 23, 2011, respectively,
both well within 28 days of this court’s August 9, 2011 order
dismissing the case.
Similar to the motion in Barry, where the
moving party sought only a “minor alteration in the judgment”,
Plaintiff’s motion for clarification seeks to ascertain whether
the
court’s
order
dismissed
its
antitrust
interference claims with or without prejudice.
and
tortious
Additionally,
Plaintiff’s subsequent motion for reconsideration, which appears
to
concede
that
the
order
dismissing
these
claims
was
with
prejudice, challenges the correctness of that order, much like
5
In Barry, the United States Court of Appeals for the Ninth
Circuit expressly declined to classify the motion as “one to
correct a ‘clerical error’ under Rule 60(a),” where the motion
merely sought additional instruction regarding the contours of
the district court’s judgment.
825 F.2d at 1328 n.1.
Under
similar logic, Plaintiff’s motions here, which initially seek
clarification about the contours of the court’s dismissal order,
do not fall under Rule 60(a).
4
the motion in MLC Automotive, and expressly references amending
the order.
Both of Plaintiff’s motions thus constitute motions
to alter or amend a judgment under Rule 59(e).6
“In general, ‘reconsideration of a judgment after its entry
is an extraordinary remedy which should be used sparingly.’”
Pacific Ins. Co. v. Am. Nat'l Fire Ins. Co., 148 F.3d 396, 403
(4th Cir. 1998), cert. denied, 538 U.S. 1012 (2003) (quoting 11
Wright, Miller, & Kane, Federal Practice and Procedure § 2810.1,
at 124 (2d ed. 1995)).
As a result, courts have recognized only
three limited grounds for granting Rule 59(e) motions: (1) to
accommodate an intervening change in controlling law, (2) to
account
for
new
evidence
not
available
at
trial,
or
(3)
correct a clear error of law or prevent manifest injustice.
to
See
United States ex rel. Becker v. Westinghouse Savannah River Co.,
305 F.3d 284, 290 (4th Cir. 2002) (citing Pacific Ins. Co., 148
F.3d
at
403).
A
Rule
59(e)
6
motion
“may
not
be
used
to
Plaintiff’s suggestion that the order dismissing its case
may not constitute a “judgment” under Federal Rule of Civil
Procedure 58 is erroneous.
The United States Court of Appeals
for the Fourth Circuit has previously explained that a judgment
“includes any order . . . from which an appeal lies,” Caperton
v. Beatrice Pocahontas Coal Co., 585 F.2d 683, 688 n.12 (4th Cir.
1978), including an order dismissing a case for failure to state
a claim, Cedar Coal Co. v. United Mine Workers of Am., 560 F.2d
Additionally, the order, issued
1153, 1161 (4th Cir. 1977).
separately from the related memorandum opinion, satisfies Rule
58’s “separate document” requirement. See Caperton, 585 F.2d at
689 (holding that a notation within a district court’s
memorandum opinion did not constitute a “separate document” for
purposes of Rule 58 and noting the absence of an order issued
“apart from the memorandum itself” in reaching this conclusion).
5
relitigate
evidence
old
that
matters,
could
or
have
to
been
raise
arguments
raised
prior
to
or
the
present
entry
of
judgment.” Id. (quoting 11 Wright, et al., supra, § 2810.1, at
127–28).
B.
Analysis
Plaintiff’s
motion
for
clarification
initially
requests
instruction regarding whether the order dismissing its antitrust
and
tortious
without
interference
prejudice.
claims
(ECF
No.
was
made
24).
As
with
prejudice
Plaintiff
seems
or
to
acknowledge in its motion for reconsideration, the dismissal of
these claims was with prejudice.
included
the
phrase
“with
dismissing
Plaintiff’s
claims,
did
it
While the order may not have
prejudice”
antitrust
expressly
following
and
instruct
tortious
the
court
the
language
interference
clerk
to
close
Plaintiff’s case, thereby indicating that the dismissal was with
prejudice.
Indeed, “[a] district court’s dismissal under Rule
12(b)(6) is, of course, with prejudice unless it specifically
orders dismissal without prejudice.”
Carter v. Norfolk Cmty.
Hosp. Ass’n, 761 F.2d 970, 974 (4th Cir. 1985).
Anticipating
this
outcome,
Plaintiff’s
motions
for
clarification and reconsideration seek to convince the court to
dismiss its antitrust and tortious interference claims without
prejudice in order for Plaintiff subsequently to request leave
to amend its complaint.
Plaintiff, however, wholly fails to
6
address the three limited grounds for reconsideration under Rule
59(e), and none of them is applicable here.
In fact, Plaintiff
suggests only two arguments for granting its motions, neither of
which is persuasive.
Plaintiff first suggests that the court should grant its
motions because it recently obtained new counsel.
24 at ¶ 5).
(See ECF No.
This argument fails to fit within the limited
grounds on which a court may grant a Rule 59(e) motion.
United
Virginia
States
District
persuasively
Fisherman’s
Wharf
(E.D.Va. 1999).
Court
for
rejected
Fillet,
a
Inc.,
the
similar
83
Eastern
District
argument
F.Supp.2d
The
in
651,
In
of
re
656-57
Reasoning that “[o]ne cannot voluntarily choose
an attorney and then avoid the consequences of the attorney’s
acts or omissions,” the district court refused to reconsider its
grant of summary judgment against a claimant simply because the
conduct of the claimant’s prior attorney may have fallen below
professional standards and the claimant had since obtained new
counsel.
Id. at 656-60 (quoting In re Walters, 868 F.2d 665,
668-69 (4th Cir. 1989)).
claimant’s
contention
In so doing, the court rejected the
that
manifest
injustice
would
occur
without reconsideration of the order granting the motion for
summary judgment.
Id.
The same logic applies to any suggestion
that the court should amend the present judgment to dismiss
7
Plaintiff’s claims without prejudice simply because Plaintiff
recently engaged new counsel.
Plaintiff’s next argument has more merit in the abstract,
but
it,
too,
motions.
ultimately
fails
when
applied
to
Plaintiff’s
Without saying so, Plaintiff would seem to rely on the
third basis for Rule 59(e) relief – correcting a clear error of
law.
In support, Plaintiff contends that the court “did not
hold that Loren Data could not with more precision state [valid
claims]” and that courts generally only prevent amendment when
doing so would be futile, prejudicial, or in bad faith.
No.
27,
at
2).
While
both
of
these
statements
(ECF
may
be
independently true, they are grossly insufficient to demonstrate
that
a
clear
Plaintiff’s
error
antitrust
of
and
law
results
tortious
from
the
interference
dismissal
claims
of
with
prejudice.
When determining whether to dismiss a claim with or without
prejudice, courts apply “the same standard as if a motion for
leave to amend [had] been filed.”
Schwarzer et al., Federal
Civil Procedure Before Trial, § 9.287.10 (rev. ed. 2011).
That
is, although a dismissal is presumed to be with prejudice where
the court does not specifically order otherwise, Caperton, 761
F.2d at 974, such a dismissal should generally only occur where
amendment would be futile, prejudicial, or in bad faith, Matrix
Capital Mgmt. Fund, LP v. BearingPoint, Inc., 576 F.3d 172, 193
8
(4th Cir. 2009).
The former ground is dispositive in the present
case; therefore, there is no need to address whether permitting
Plaintiff to amend would either result in prejudice to Defendant
or suggest bad faith on Plaintiff’s part.
An amendment is futile if it would fail to withstand a
motion to dismiss.
Perkins v. United States, 55 F.3d 910, 917
(4th
Two
Cir.
1995).
Plaintiff’s
claims
facts
without
here
suggest
prejudice,
and
that
dismissing
thereby
enabling
Plaintiff to amend its complaint, would be futile under this
standard.
First,
complaint.
Plaintiff
(ECF No. 13).
has
previously
amended
its
When it did so, Plaintiff added a
supplemental statement of facts for the court to consider when
evaluating the sufficiency of its claims against Defendant GXS’
motion to dismiss, and these additional facts were nonetheless
insufficient
amendment
futile.
to
state
itself
a
suggests
claim.
that
This
further
prior
unsuccessful
amendment
would
be
See Glaser v. Enzo Biochem, Inc., 464 F.3d 474 (4th Cir.
2006) (citing plaintiffs’ failure to state a claim in prior
amended
complaints
as
one
ground
for
upholding
a
district
court’s denial of plaintiff’s motion for leave to amend).
Additionally, Plaintiff fails in both of its motions to set
forth
any
allegations
demonstrating
that
dismissal
without
prejudice, and the corresponding ability for Plaintiff to amend
its complaint, would be fruitful.
9
Indeed, Plaintiff suggests
only
that
its
new
counsel’s
“extensive
antitrust
experience”
would enable it to state a claim “with more precision.”
No. 24 ¶ 5).
(ECF
Such innuendo, however, does not entitle Plaintiff
to a third bite at the apple, and it distinguishes Plaintiff’s
motions from Fourth Circuit cases concluding that the district
court erred in denying a plaintiff’s Rule 59(e) motion.
See,
e.g., Matrix Capital Mgmt. Fund, LP, 576 F.3d at 195 (emphasis
added)
(finding
that
plaintiffs
an
plaintiffs
provided
the
opportunity
district
to
specific
court
amend
their
allegations
consider in ruling on their motion).
erred
in
denying
complaint
for
the
where
court
to
“Simply put, Rule 59(e)
does not provide a party with a mechanism to just keep filing
[complaints] . . . until it gets it right.”
Hanover Ins. Co. v.
Corrpro Cos., 221 F.R.D. 458, 460 (E.D.Va. 2004).
III. Conclusion
For
the
clarification
foregoing
and
for
reasons,
Plaintiff’s
reconsideration
will
be
motions
denied.
separate Order will follow.
/s/
DEBORAH K. CHASANOW
United States District Judge
10
for
A
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