MSC Pipeline, LLC v. MSC Pipeline, LLC et al

Filing 175

ORDER denying 167 Defendants' Motion for Reconsideration. Signed by Senior Judge Neal B. Biggers on 3/13/2015. (llw)

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF MISSISSIPPI
OXFORD DIVISION
MSC PIPELINE, LLC, a Mississippi
Limited Liability Company

PLAINTIFF

V.

CIVIL ACTION NO. 3:13CV152

MSC PIPELINE, LLC, an Arkansas
Limited Liability Company, now known
as LONGHORN CONSTRUCTION, LLC, et al.

DEFENDANTS

ORDER
Presently before the court is Defendants’ motion for reconsideration of the court’s
February 9, 2015 order granting in part and denying in part Plaintiff’s motion for partial
summary judgment. Upon due consideration, the court finds the motion is not well taken and
should be denied.
Pursuant to Rule 59(e), a party may make a motion to alter or amend a judgment within
twenty-eight days after the entry of the judgment. Fed. R. Civ. P. 59(e). A motion for
reconsideration is not “intended to give an unhappy litigant one additional chance to sway the
judge.” Atkins v. Marathon LeTourneau Co., 130 F.R.D. 625, 626 (S.D. Miss. 1990). The
motion may only be granted when the movant has clearly established “either a manifest error or
law or fact” or has presented “newly discovered evidence.” Rosenzweig v. Azurix Corp., 332
F.3d 854, 863 (5th Cir. 2003). A motion for reconsideration “cannot be used to raise arguments
which could, and should, have been made before the judgment was issued.” Id. at 864.
Defendants first contend the court was incorrect in its memorandum opinion regarding
whether Defendants objected to the final adjusted balance sheet. Defendants contend that they
did in fact object within fifteen days as required by the APA. Defendants, however, are
mistaken. Plaintiff finalized and sent the adjusted balance sheet on April 2, 2013. The sheet was

delivered on April 5, 2013. The APA states that the “seller shall have a period of fifteen
business days from the time seller is delivered the adjusted balance sheet to review . . . and notify
the buyer in writing whether seller disputes.” Using the date of delivery, April 5, 2013,
Defendants had until April 20, 2013, to respond as required by the APA. Defendants contend
that Simpson was out of town when the document was delivered and that he did not get a chance
to review it until April 9, 2013. Using this date, Defendants were required to object by April 24,
2013. On April 29, 2013, Defendants drafted a one sentence e-mail in which they disputed the
adjusted balance sheet. Plaintiff received this e-mail on April 30, 2013. Thus, under either
calculation, Defendants failed timely to object. Further, they failed to object until after Plaintiff
filed suit to recover the damages allegedly owed.
The court therefore rejects Defendants’ position that they timely objected to the adjusted
balance sheet. The court notes, however, that this argument is irrelevant to the issues to be
presented at trial which will focus on whether a fraud was committed upon Defendants.
Defendants next argue that the bad faith claim should be presented to the jury.
Defendants contend that their bad faith claims are not predicated on the Employment
Agreements but are instead based on the APA. Their claims of bad faith, however, directly
relate to the employment relationship between Plaintiff and Defendants and, therefore, are
predicated on those Employment Agreements. While the court notes that the APA and
Employment Agreements were executed at the same time, that does not necessarily incorporate
the Employment Agreement terms into the APA. The Employment Agreements were executed
separately and were signed separately from the APA. Mississippi does not recognize an implied
covenant of good faith and fair dealing in employment contracts. Defendants’ bad faith claim as

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it pertains to the employment relationship between Simpson, Alvey, and MSC Mississippi is,
therefore, not viable.
Defendants have failed to present any newly discovered evidence and have failed to raise
any arguments that were not raised at the summary judgment stage. The court, therefore, finds
that Defendants’ motion for reconsideration should be, and the same is hereby, DENIED.
SO ORDERED AND ADJUDGED this, the 13th day of March, 2015.

/s/ Neal Biggers
NEAL B. BIGGERS, JR.
UNITED STATES DISTRICT JUDGE

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