Gentry Technology of SC Inc v. Baptist Health South Florida Inc

Filing 81

ORDER AND OPINION denying 74 Motion to Reconsider, Alter, or Amend as to 70 Order 71 Judgment. As a result of the foregoing, the court further DENIES reconsideration of its determination of mootness as to Gentry's Motion to Compel 48 (See ECF No. 70 at 12). Signed by Honorable J Michelle Childs on 1/19/2017.(asni, )

IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF SOUTH CAROLINA
AIKEN DIVISION
Gentry Technology of S.C., Inc.,

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Plaintiff,
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v.
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Baptist Health South Florida, Inc.,
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Defendant.
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___________________________________ )

Civil Action No. 1:14-cv-02127-JMC

ORDER AND OPINION

Plaintiff Gentry Technology of S.C., Inc. (“Gentry”), filed the instant action against
Defendant Baptist Health South Florida, Inc. (“Baptist”), seeking to recover monetary damages
for allegedly unreimbursed communications engineering services. (ECF No. 5.)
This matter is before the court on Gentry’s Motion to Reconsider, Alter, or Amend Order
and Judgment (“Motion for Reconsideration”) pursuant to Rules 52 and 59 of the Federal Rules
of Civil Procedure. (ECF No. 74.) Specifically, Gentry seeks reconsideration of the Order
entered on February 3, 2016 (the “February Order”), in which the court granted Baptist’s Motion
for Summary Judgment (ECF No. 46) as to Gentry’s claims for unjust enrichment and civil
conspiracy and denied Gentry’s Motion to Compel (ECF No. 48) 0063. (ECF No. 70 at 12.)
Baptist opposes Gentry’s Motion for Reconsideration asserting that the court’s February Order is
“entirely in accord with applicable law and the indisputable factual record.” (ECF No. 77 at 1.)
For the reasons set forth below, the court DENIES Gentry’s Motion for Reconsideration.
I.

JURISDICTION

The court has jurisdiction over this matter pursuant to 28 U.S.C. § 1332(a) because the
action is between citizens of different states and the amount in controversy is in excess of
$75,000.00. (See ECF No. 5 at 1 ¶¶ 1–4.) More specifically, Gentry is a South Carolina

corporation with its principal place of business in South Carolina (ECF No. 5 at 1 ¶ 1); Baptist is
a Florida non-profit corporation with its principal place of business in Miami-Dade County,
Florida (id. ¶ 2; see also ECF No. 22 at 1 ¶ 2); and the court is satisfied that the amount in
controversy exceeds $75,000.00 (ECF No. 5 at 3–9).
II.

RELEVANT BACKGROUND TO PENDING MOTIONS

Gentry is a South Carolina corporation that provides communications engineering
services. (ECF No. 46-5 at 9:21–10:14.) Robert Taylor (“Taylor”) is Gentry’s President, its sole
beneficial owner, and its only employee. (Id. at 8:11–17 & 10:15–19.) Baptist “is a Florida notfor-profit healthcare corporation with its principal place of business in Miami-Dade County,
Florida.” (ECF No. 46-6 at 2 ¶ 2.)
On April 1, 2007, the parties entered into a contract1 whereby Gentry agreed to provide a
digital satellite distribution system (“DSDS”) to Baptist at certain facilities in Miami, Florida.
(ECF No. 5 at 2 ¶ 8; ECF No. 46-5 at 65–75.) The alleged purpose of the DSDS was to allow
Baptist to acquire, receive, and distribute programming services at its hospital facilities. (Id.)
The parties’ agreement obligated Gentry to perform “any and all services, required to design,
install, implement, maintain, upgrade, and repair the [DSDS] system.” (ECF No. 46-5 at 20:2–6
& 66 ¶ 5.) The equipment for the DSDS was referred to as “headends.” (Id. at 25:3–11.) Gentry
installed 6 headends at Baptist’s facilities. (Id. at 22:4–10.)
The agreement of the parties was for a 3-year term, effective retroactively as of October
1, 2006, and allowed for renewal for 3 successive 3-year terms unless one of the parties provided
written notice of termination 90 days prior to the expiration of each term. (ECF No. 5 at 2 ¶ 10.)
The contract was automatically renewed on October 1, 2009. (Id. at ¶ 12.) Gentry contends that
Baptist materially breached the contract subsequent to its renewal. (Id. at 3 ¶ 20–4 ¶ 23.)
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The parties agreed to an amended contract on January 1, 2008. (ECF No. 5 at 2 ¶ 9.)
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Gentry commenced the instant action on June 2, 2014, alleging breach of contract (Count
1) and unjust enrichment (Count 2). (ECF No. 1 at 2–5.) Gentry filed a First Amended
Complaint on June 4, 2014, which filing was permitted by Fed. R. Civ. P. 15(a)(1)(A). (ECF
No. 5.) In the First Amended Complaint, Gentry alleged claims for breach of contract (Count 1);
unjust enrichment, conversion, theft of services, and fraudulent concealment (Count 2); and civil
conspiracy (Count 3). (Id. at 2–8.) On March 17, 2015, the court entered an Order that granted
in part Baptist’s Motion to Dismiss (ECF No. 7), denied Baptist’s initial Motion for Summary
Judgment (id.), and dismissed Gentry’s claims for breach of contract, conversion, theft of
services, and fraudulent concealment. (See ECF No. 21 at 24.) As a result, the parties proceeded
to discovery on Gentry’s remaining claims for unjust enrichment and civil conspiracy.
Thereafter, Baptist filed its Renewed Motion for Summary Judgment (ECF No. 46) on
September 28, 2015. Gentry filed a Response in Opposition to Baptist’s Renewed Motion for
Summary Judgment (ECF No. 54) on October 19, 2015, to which Baptist filed a Reply in
Support of Its Renewed Motion for Summary Judgment (ECF No. 62) on November 2, 2015.
After the court entered the February Order, Gentry moved for reconsideration on March 1, 2016.
(ECF No. 74.)
III.

LEGAL STANDARD AND ANALYSIS

In the February Order, the court made the following observations in granting Defendant’s
Motion for Summary Judgment (ECF No. 46):
Upon review, the court observes that Gentry verified the validity of its contract
with Baptist in its unjust enrichment evidentiary presentation. For example,
Taylor expressly states that the contract required Baptist to pay Gentry for the
DSDS at West Kendall. (See ECF No. 54-1 at 2 ¶ 6.) In consideration of the
foregoing, the court finds that there is consensus in the record that the parties’
contractual agreement governs the subject of their dispute. Therefore, because
Gentry and Baptist were governed by an express contract covering the same
subject matter as the unjust enrichment claim and because neither party contests
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the existence of the agreement, Baptist is entitled to summary judgment on
Gentry’s unjust enrichment claim.
Upon review, the court observes that Gentry’s arguments and/or evidentiary
submissions do not establish the tort that forms the basis for its civil conspiracy
claim. Moreover, Gentry has not cited to case law suggesting that an unjust
enrichment claim is an actionable underlying tort under Florida law. Contra
Brandt v. Pub. Health Trust of Miami-Dade Cnty., No. 10-22376-CIV, 2010 WL
4062798, at *1 (S.D. Fla. Oct. 15, 2010) (“[An] unjust enrichment claim is neither
a tort, nor one of the enumerated tort actions at law. Unjust enrichment is a quasicontractual cause of action, not a tort.”) Therefore, because there is neither
evidence of a viable underlying tort against Baptist nor evidence of its power of
coercion by numbers or economic influence, Gentry’s civil conspiracy claim fails
as a matter of law.
(ECF No. 70 at 11 & 12.) Gentry seeks reconsideration of the foregoing pursuant to Rules2 52
and 59.
A.

Applicable Standard under Rule 59(e) 3
Rule 59 allows a party to seek an alteration or amendment of a previous order of the

court. Fed. R. Civ. P. 59(e). Under Rule 59(e), a court may “alter or amend the judgment if the
movant shows either (1) an intervening change in the controlling law, (2) new evidence that was
not available at trial, or (3) that there has been a clear error of law or a manifest injustice.”
Robinson v. Wix Filtration Corp., 599 F.3d 403, 407 (4th Cir. 2010); see also Collison v. Int’l
Chem. Workers Union, 34 F.3d 233, 235 (4th Cir. 1994). It is the moving party’s burden to
establish one of these three grounds in order to obtain relief. Loren Data Corp. v. GXS, Inc., 501
F. App’x 275, 285 (4th Cir. 2012). The decision whether to reconsider an order under Rule 59(e)
is within the sound discretion of the district court. Hughes v. Bedsole, 48 F.3d 1376, 1382 (4th
Cir. 1995). A motion to reconsider should not be used as a “vehicle for rearguing the law,
raising new arguments, or petitioning a court to change its mind.” Lyles v. Reynolds, C/A No.

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The court observes that “rule” refers to the Federal Rules of Civil Procedure.
The court observes that Rule 52(b) and subparts (a)–(d) of Rule 59 are inapplicable because this
action did not go to trial. See Fed. R. Civ. P. 52, 59.
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4:14-1063-TMC, 2016 WL 1427324, at *1 (D.S.C. Apr. 12, 2016) (citing Exxon Shipping Co. v.
Baker, 554 U.S. 471, 485 n.5 (2008)).
B.

The Parties’ Arguments
In its Motion for Reconsideration, Gentry argues the court erred in finding that “the

unjust enrichment claim could not be maintained under Florida law where an express contract
covers the claim” because the parties’ agreement did not cover Baptist’s unauthorized
installation of Gentry’s proprietary headend system at West Kendall. (ECF No. 74 at 2–3.) As
to the civil conspiracy claim, Gentry disagrees with the court’s conclusion that it failed to
“establish the tort that forms the basis” for that cause of action. (Id. at 3.) In this regard, Gentry
asserts that “[b]oth the breach of contract and unauthorized access (and duplication) of Gentry’s
proprietary system are ‘wrongs’ which should support the conspiracy claim.” (Id.)
Baptist opposes Gentry’s Motion on the basis that (1) “the Motion improperly raises new
arguments that Gentry never raised prior to entry of summary judgment” and (2) “the Court’s
prior orders are entirely in accord with applicable law and the indisputable factual record.” (ECF
No. 77 at 1.) As support for its position, Baptist argues that Gentry’s claim for “duplication”
and/or “installation” at West Kendall clearly falls within the purview of the parties’ agreement
based on an exclusivity provision that “gave Gentry ‘the sole and exclusive rights to locate and
operate the System on each Property and for any expansion of in-patient units or buildings on
each Property or any new or other hospitals or similar facilities owned and operated by
[Baptist].’” (Id. at 8 (citing ECF No. 46-5 at 67 ¶ 8).) Moreover, Baptist argues that Gentry’s
civil conspiracy claim fails as a matter of law because its claims for breach of contract and unjust
enrichment are not the requisite actionable underlying torts or wrongs needed to sustain a civil
conspiracy cause of action. (Id. at 10.)

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C.

The Court’s Review
Although not expressly stated in the Motion, Gentry’s arguments clearly establish that it

is seeking reconsideration of the February Order on the basis that the court’s findings are either
clear error of law or result in a manifest injustice to Gentry. Clear error occurs when the
reviewing court “is left with the definite and firm conviction that a mistake has been committed.”
United States v. Harvey, 532 F.3d 326, 336 (4th Cir. 2008) (internal quotation marks omitted);
see also United States v. Martinez–Melgar, 591 F.3d 733, 738 (4th Cir. 2010) (“[C]lear error
occurs when a district court’s factual findings are against the clear weight of the evidence
considered as a whole.”) (internal quotation marks omitted); Miller v. Mercy Hosp., Inc., 720
F.2d 356, 361 n.5 (4th Cir. 1983) (explaining that a district court’s factual finding is clearly
erroneous if “the finding is against the great preponderance of the evidence”) (internal quotation
marks omitted). Manifest injustice occurs where the court “has patently misunderstood a party,
or has made a decision outside the adversarial issues presented to the Court by the parties, or has
made an error not of reasoning but of apprehension . . . .” Campero USA Corp. v. ADS
Foodservice, LLC, 916 F. Supp. 2d 1284, 1292–93 (S.D. Fla. 2012) (citations omitted).
In the February Order (ECF No. 70), the court cited to appropriate substantive Florida
law and provided reasoning to support its decision to grant Baptist’s Motion for Summary
Judgment as to Gentry’s claims for civil conspiracy and unjust enrichment. After considering
the entirety of Gentry’s complaints, objections, statements of error and/or manifest injustice, the
court finds that reconsideration of the February Order is not appropriate.

The denial of

reconsideration is appropriate on one hand because Gentry fails to cite any legal support for its
assertion that “[b]oth the breach of contract and unauthorized access (and duplication) of
Gentry’s proprietary system are ‘wrongs’ which should support the conspiracy claim.” (See ECF
No. 74 at 3.) On the other hand, the court denies reconsideration of its decision on the unjust
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enrichment claim because the consensus in the record clearly demonstrated that the parties’
agreement governed the dispute including Gentry’s issue with the installation at West Kendall.
(See ECF No. 54-1 at 2 ¶ 6 (Taylor expressly states in his affidavit that “[t]he design and
engineering of a system for West Kendall (or any other Baptist facility) was for the installation
of a system by Gentry, and Gentry was to be paid for the provision of digital signal services
through that proprietary system pursuant to the existing contract with Baptist. . . .[and] Gentry
did provide the design of a headend system for West Kendall.”).) Therefore, the court concludes
that its entry of the February Order did not result in the commission of either clear error or
manifest injustice. Accordingly, the court denies Gentry’s Motion for Reconsideration.
IV.

CONCLUSION

For the reasons set forth above, the court hereby DENIES Gentry Technology of S.C.,
Inc.’s Motion to Reconsider, Alter, or Amend Order and Judgment. (ECF No. 74.) As a result
of the foregoing, the court further DENIES reconsideration of its determination of mootness as
to Gentry’s Motion to Compel (ECF No. 48). (See ECF No. 70 at 12.)
IT IS SO ORDERED.

United States District Judge
January 19, 2017
Columbia, South Carolina

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