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Syntek Capital, AG v. Welch

February 16, 2006

SYNTEK CAPITAL, AG AND SYNTEK CAPITAL BETEILIGUNGS GMBH, PLAINTIFFS,
v.
EDWARD J. WELCH AND KIMBERLY A. FAIRBANKS, AS PERSONAL REPRESENTATIVE OF THE ESTATE OF GREGORY K. FAIRBANKS, DECEASED, DEFENDANT.



The opinion of the court was delivered by: Homer U.S. Magistrate Judge

MEMORANDUM-DECISION AND ORDER

Presently pending is the motion of defendants Edward J. Welch and Kimberly A. Fairbanks, as personal representative of the estate of Gregory K. Fairbanks, deceased ("defendants"), for an order pursuant to Fed. R. Civ. P. 14(a) for leave to commence a third-party action against six putative third-party defendants. Docket No. 35. Plaintiffs Syntek Capital, AG and Syntek Capital Deteiligungs GmbH ("Syntek") oppose the motion. Docket No. 37. For the reasons which follow, defendants' motion is granted.

I. Background

Syntek, an investment company based in Germany, alleges in its complaint filed February 10, 2005 that defendants fraudulently induced Syntek to invest $10 million in C2 Media, L.L.C. ("C2"), where defendants were senior officers. Compl. (Docket No. 1). The complaint alleges that defendants made misrepresentations to Syntek in financial statements, budgets, and elsewhere. A Uniform Pretrial Scheduling Order (UPSO) was entered on June 15, 2005 which, inter alia, established September 15, 2005 as the deadline for joinder of parties. Docket No. 21 at ¶ 4. By letter dated December 21, 2005, defendants requested a conference with the Court pursuant to N.D.N.Y.L.R. 7.1(b)(2) to request leave to file the instant motion. Docket No. 30. The conference was held and such leave was granted. Docket No. 34. This motion followed.

II. Discussion

Defendants seek leave to file a third-party complaint against C2; Sam Humphreys (Humphreys") and Amnon Bar-Tur ("Bar-Tur"), alleged to be shareholders and directors of C2 involved in the Syntek investment; and David Manning ("Manning"), Corey L. Massella ("Massella"), and Goldstein Golub Kessler LLP ("Goldstein Golub"), alleged to have been retained to review and report on C2's financial condition. Proposed Third-Party Compl. (Docket No. 35, Ex. E). Rule 14(a) governs third-party practice in federal court and states in pertinent part:

"At any time after commencement of the action a defending party, as a third-party plaintiff, may cause a summons and complaint to be served upon a person not a party to the action who is or may be liable to the third-party plaintiff for all or part of the plaintiff's claim against the third-party plaintiff."

To assert a third-party claim under Rule 14(a), the third party's liability must be dependent on the outcome of the main claim or the third party must be potentially liable as a contributor to the defendant. Bank of India v. Trendi Sportswear, Inc., 239 F.3d 428, 438 (2d Cir.2001). Thus, impleader may be utilized only when the third-party complaint necessarily depends upon the merits of the main claim against the defendant. Id. at 438. Here, it is clear that the claims sought to be asserted by defendants derive from and are secondary to Syntek's claims and that defendants have, therefore, satisfied this requirement.

However, a court must also consider other factors on a motion under Rule 14(a).

Relevant factors in determining whether to grant leave to implead include: (I) whether the movant deliberately delayed or was derelict in filing the motion; (ii) whether impleading would unduly delay or complicate the trial; (iii) whether impleading would prejudice the third-party defendant; and (iv) whether the third-party complaint states a claim upon which relief can be granted.

Nova Prods., Inc. v. Kisma Video, Inc., 220 F.R.D. 238, 240 (S.D.N.Y.2004). "The underlying principle behind impleader is to promote judicial efficiency by permitting the adjudication of several claims in a single action, and thus to eliminate circuitous, duplicative actions." Id. (citation omitted). "The decision to permit a defending party to implead a third-party defendant rests in the trial court's discretion." Id.

A. Delay in Filing Motion

Defendants filed their answer in this case on May 18, 2005 (Docket No. 16), a scheduling conference was held on June 15, 2005 (Docket No. 20), the UPSO established September 15, 2005 as the deadline for joinder of parties (Docket No. 21), and defendants first sought leave to implead on December 21, 2005 (Docket No. 30). There is no indication in the record that defendants' delay was deliberate or derelict. The three-month delay beyond the UPSO deadline, however, requires defendants to demonstrate good cause for that delay. See Fed. R. Civ. P. 16(b) ("[a] schedule shall not be modified except upon a showing of good cause. . . ."); see also N.D.N.Y.L.R. 16.1(f) ("Deadlines ... shall be strictly enforced and shall not be modified by the Court, even upon stipulation of the parties, except upon a showing of good cause."); UPSO at ¶ 1 (same); Carnrite v. Granada Hosp. Group, Inc., 175 F.R.D. 439, 448 (W.D.N.Y.1997) (Rule 16(b) rather than Rule 6(b) governs motions to extend scheduling deadlines).

"'[G]ood cause' requires a greater showing than 'excusable neglect." ' Broitman v. Kirkland, 86 F.3d 172, 175 (10th Cir.1996). At a minimum, good cause requires a showing by the moving party of an objectively sufficient reason for extending a deadline such that "the deadlines cannot reasonably be met despite the diligence of the party needing the extension." Robinson v. Town of Colonie, No. 91-CV-1355, 1993 WL 191166, at *3 (N.D.N.Y. June 3, 1993) (McCurn, J.); see also Julian v. Equifax Check Servs., Inc., 178 F.R.D. 10, 16 (D. Conn. 1998); Pulsecard, Inc. v. Discover Card Servs., Inc., 168 F.R.D. 295, 301 (D. Kan. 1996). The inquiry focuses on the moving party's reason for requesting the extension. Julian. 178 F.R.D. at 16. The mistake ...


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