United States District Court, Southern District of New York
OPINION & ORDER
HONORABLE PAUL A. CROTTY, United States District Judge:
Plaintiffs Lisa Vioni ("Vioni") and Hedge Connection, Inc. ("HO") bring this quantum meruit action against Defendants Providence Investment Management, LLC, Providence Investment Partners, LLC (together, "Providence"), and Russell Jeffrey ("Jeffrey"), claiming Jeffrey and Providence failed to compensate Vioni for her role in arranging a business opportunity with American Capital Strategies, Ltd. ("American Capital"). Jeffrey and Providence move for summary judgment under Fed.R.Civ.P. 56, arguing there was no reasonable expectation of compensation between the parties. For the reasons below, and Jeffrey and Providence's motion for summary judgment is GRANTED.
Over seven years ago, Vioni commenced this action against Jeffrey, Providence, and American Capital for breach of contract, quantum meruit, and promissory estoppel. The amended complaint alleges that, through her work connecting American Capital with Jeffrey and Providence, Vioni earned fees that were never paid.
On January 23, 2009, the Court dismissed Vioni's breach of contract claim for failing to satisfy the New York statute of frauds. Vioni v. American Capital Strategies, Ltd., No. 08 Civ. 2950 (PAC), 2009 WL 174937 (S.D.N.Y. Jan. 23, 2009). The Court also dismissed Vioni's promissory estoppel claim for failing to allege an unconscionable injury. Id.
On September 26, 2011, the Court granted Jeffrey, Providence, and American Capital's motion for summary judgment and dismissed the remaining quantum meruit claim for failing to satisfy the New York statute of frauds. Vioni v. American Capital Strategies, Ltd., No. 08 Civ. 2950 (PAC), 2011 WL 4444276 (S.D.N.Y. Sept. 26, 2011).
On January 18, 2013, the United States Court of Appeals for the Second Circuit affirmed the Court's summary judgment order regarding American Capital but reversed the Court's order regarding Jeffrey and Providence. See generally Vioni v. American Capital Strategies, Ltd., 508 Fed.Appx. 1 (2d Cir. 2013) (abbreviated and redacted version of the Second Circuit's sealed order). The Second Circuit determined that the parties' emails from March 26, 2007, April 19, 2007, and June 5, 2007 satisfied the statute of frauds for Vioni's quantum meruit claim against Jeffrey and Providence and remanded that claim for further proceedings.
On December 1, 2014, Jeffrey and Providence renewed their motion for summary judgment, arguing that while the parties' emails satisfy the statute of frauds, Vioni's quantum meruit claim fails as a matter of law because there was no reasonable expectation of compensation between the parties.
I. Summary Judgment Standard
A motion for summary judgment should be granted when there is "no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law." Fed.R.Civ.P. 56(a). A genuine issue of material fact cannot exist if "after adequate time for discovery and upon motion, [a party] fails to make a showing sufficient to establish the existence of an element essential to that party's case, and on which that party will bear the burden of proof at trial." Celotex Corp. v. Catrett,
477 U.S. 317, 322 (1986). In such cases, "Rule 56(c) mandates the entry of summary judgment .... since a complete failure of proof concerning an essential element of the nonmoving party's case necessarily renders all other facts immaterial." Id. at 322-23. While courts must "constru[e] the evidence in the light most favorable to the nonmoving party, " LaSalle Bank
Nat'l Ass'n v. Nomura Asset Capital Corp., 424 F.3d 195, 205 (2d Cir. 2005) (quotation omitted), the moving party must prevail "[w]here the record taken as a whole could not lead a rational trier of fact to find for the non-moving party, " Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587 (1986).
To prevail on her quantum meruit claim, Vioni must establish "(1) the performance of services in good faith, (2) the acceptance of the services by the person to whom they are rendered, (3) an expectation of compensation therefor, and (4) the reasonable value of the services." Mid-Hudson Catskill Rural Migrant Ministry, Inc. v. Fine Host Corp., 418 F.3d 168, 175 (2d Cir. 2005) (citation omitted).
In 2006, Robert Grunewald, the managing director of American Capital, contacted HCI to seek Vioni's assistance in arranging investment opportunities. Approximately one year into their relationship, Vioni introduced Grunewald to her friend Jeffrey, an executive of Providence. Starting then, a relationship developed between American Capital, Jeffrey, and Providence. Vioni argues Jeffrey and Providence owe her a finder's fee, marketing fee, management ...