Ergo Science, Inc. v. Martin

• Decision Date: 26 January 1996
• Docket Number: 94-11107,No. 4,Nos. 94-11106,CV-917-,ELITE,4,s. 94-11106
• Citation: 73 F.3d 595
• Parties: ERGO SCIENCE, INC., Plaintiff-Appellee, v. Donn D. MARTIN, et al., Defendants, ELITE THERAPEUTICS, INC., Defendant-Appellant, v. Homer WEST, et al., Claimants-Appellees. In re Distribution of Funds Paid by Ergo Science Incorporated Into Registry of Court in:92-THERAPEUTICS, INC., Appellant.
• Court: U.S. Court of Appeals — Fifth Circuit

Page 595

73 F.3d 595

ERGO SCIENCE, INC., Plaintiff-Appellee, v. Donn D. MARTIN, et al., Defendants, ELITE THERAPEUTICS, INC., Defendant-Appellant, v. Homer WEST, et al., Claimants-Appellees.

In re Distribution of Funds Paid by Ergo Science

Incorporated Into Registry of Court in No.

4:92-CV-917-A, ELITE THERAPEUTICS, INC.,

Appellant.

Nos. 94-11106, 94-11107.

United States Court of Appeals Fifth Circuit.

Jan. 26, 1996.

Patricia Hill, John M. O'Quinn, O'Quinn, Kerensky, McAnich & Laminack, Houston, TX, for Appellant.

Jennifer Anne Gehrt, Lori Ann Leu, Johnson & Wortley, Dallas, TX, Mark C. Hansen, James David Fielder, Kellogg, Huber & Hansen, Washington, D.C., for Ergo.

JoAnne Posey Chadderdon, Houston, TX, Ruth Elizabeth Fritz Brock, Lewisville, TX, for ABL Enterprises, et al.

Oliver Jackson Schrumpf, Sulphur, LA, for Abel, et al.

Norman J. Thigpen, Lake Charles, LA, for Anderson, et al.

Gerald Klump, Sharon Klump, Lake Arthur, LA, Pro Se.

James W. Laughlin, Lake Charles, LA, Pro Se.

Cathy Martin, Timothy Martin, Lake Charles, Pro Se.

Donald J. Moseley, Jodi Moseley, Lake Charles, LA, Pro Se.

Anne Marie Finch, Thompson & Knight, Houston, TX, for Richardson.

Timothy Lee, Thomas B. Green, III, Ware, Snow, Fogel, Jackson & Greene, Houston Appeals from the United States District Court for the Northern District of Texas.

TX, Jerry D. Andrews, George Otstott & Assoc., Dallas, TX, for Barrett, et al.

Before WIENER, EMILIO M. GARZA and BENAVIDES, Circuit Judges.

BENAVIDES, Circuit Judge:

The central issue in this appeal is whether a district court can rely upon statements made by counsel in open court disavowing any interest in an interpleaded fund. Because as a matter of federal civil procedure a district court can hold counsel to his word, we affirm.

FACTUAL AND PROCEDURAL BACKGROUND

This controversy is rooted in a contract dispute between Ergo Science Incorporated ("Ergo") and appellant Elite Therapeutics, Inc. ("ETI"). Ergo holds the license for commercial development of certain medical technologies for the treatment of obesity and diabetes. ETI alleged that it purchased the right to sublicense these technologies. Ergo denied this allegation contending that no such sublicense existed. It is undisputed, however, that ETI paid Ergo $1,050,000; these funds were raised by ETI from investors. This appeal surrounds an interpleader action concerning these funds.

In 1992, Ergo sued ETI and its president Donn Martin seeking a declaratory judgment that no sublicense agreement existed. Ergo later amended its complaint to include, inter alia, an interpleader claim. Ergo alleged that it learned from certain investors that ETI and Martin solicited the funds paid to Ergo by falsely stating that ETI already had a sublicense for the technologies when in fact the parties were merely negotiating. In the interpleader action, Ergo contended that some 500 individual investors, who were defrauded by ETI, were third-party claimants to the fund.

On October 28, 1994, the district court conducted a hearing on the interpleader claim. At this hearing, Ergo unequivocally waived any interest in the $1,050,000 which it paid into the registry of the court. Counsel for ETI, however, made conflicting statements regarding the funds. Counsel repeatedly stated that the money belonged to Ergo because of the alleged sublicense agreement. At one point, counsel stated that if there was no contract, the money belonged to ETI. However, after some discussion as to whether ETI had filed a claim to the fund the court directly asked ETI:

If Ergo says I can give it to the investors, they wash their hands of it. You say your clients wash their hands of it, I give it to the investors. Then it's a matter of me sitting down with the investors and trying to work out a way to distribute it. Are we at that point?

Counsel for ETI answered: "Yes. That's fine with me, your Honor." After this colloquy, the court discussed with counsel for the investors-claimants possible procedures for pro rata relief.

Following this hearing, the district court ordered that Ergo, Martin, and ETI "all disclaimed any claim to or interest in the funds that Ergo has interpleaded into court in this action." Furthermore, the court found that "Martin and ETI acknowledged that they have made no claim to such funds; and, Ergo, Martin, and ETI all agreed that the court can order that the proper claimants to such funds are those parties to this action who ... have asserted in this action claims to such funds." In addition, the court determined that "there is no just reason for delay in, and hereby directs, entry of final judgment as to the rulings made by the court in this order." Simultaneously, the court issued a final judgment that Ergo, ETI and Martin had no interest in the interpleaded fund.

On December 21, 1994, ETI filed a Rule 60(b) motion for relief from the judgment on the grounds that the district court was mistaken when it concluded that ETI had waived all claims to the funds. The district court concluded the motion was meritless because, based upon the record of the hearing, ETI's counsel relinquished any claim to the funds in open court. This appeal ensued.

Prior to oral argument, Ergo and ETI settled their underlying dispute. Likewise,

ETI and the bulk of the investors-claimants reached a settlement. However, one group of investors, the Barrett group, did not settle; there remains an on-going dispute between the Barrett investors and ETI. Consequently, this remaining controversy breathes life into the arguments originally raised by Ergo and the rest of the investors-claimants.

JURISDICTION

As a threshold matter, our jurisdiction to entertain this appeal has been challenged on two grounds. ¹ Initially, jurisdiction is challenged because ETI lacks standing since it disavowed any interest in the interpleaded funds. Secondly, appellees contend that the district court's orders are interlocutory. We reject both of these arguments.

As for standing, appellees rely on our recent opinion in Rohm & Hass Texas, Inc. v. Ortiz Bros. Insulation, Inc., 32 F.3d 205, 209-12 (5th Cir.1994). Rohm, however, is not controlling. In Rohm, it was the plaintiff-stakeholder who sought to appeal. We dismissed the appeal because the stakeholder had unequivocally denied any interest in the fund, continued to disavow any interest on appeal, and sought merely to prevent some possible future indirect injury from the court's priority in distribution. The situation presented here is quite different. This dispute involves a potential claimant to the fund, not the stakeholder, and the very issue on appeal is whether ETI has waived its interest in the interpleaded funds or not. The district court's judgment decrees that ETI has no interest or right to the interpleaded funds. ETI, therefore, has standing to challenge this order because it is not faced with a hypothetical or indirect injury as in Rohm, but a real and immediate injury.

This court also has jurisdiction over the appeal because it involves a final judgment under Federal Rule of Civil Procedure 54(b). This rule provides that:

When more than one claim for relief is presented ... or when multiple parties are involved, the court may direct the entry of a final judgment as to one or more but fewer than all of the claims or parties only upon an express determination that there is no just reason for delay and upon an express direction for the entry of judgment.

FED.R.CIV.P. 54(b). While as a general rule an order granting interpleader is interlocutory, such an order is appealable provided the district court invokes Rule 54(b). See New Amsterdam Casualty Co. v. United States, 272 F.2d 754, 756 (5th Cir.1959); see also Diamond Shamrock Oil & Gas Corp. v. Commissioner of Revenues, 422 F.2d 532, 534 (8th Cir.1970); Guerin v. Guerin, 239 F.2d 909, 913 (9th Cir.1956); Republic of China v. American Express Co., 190 F.2d 334, 338-39 (2d Cir.1951). ²

In its order, the district court disposed of one claim and one party when it ordered that ETI had no interest in the interpleaded funds. Furthermore, the district court complied with the Rule 54(b) requirements when it found no just reason for delay and directed entry of a final judgment. Since the district court complied with Rule 54(b) and the order granting interpleader completely disposes of ETI's interest in the fund, this Court has

jurisdiction to consider the merits of the appeal.

DISAVOWAL OF INTEREST IN FUND

The essence of ETI's argument is that the statements made by counsel do not rise to the level of a "waiver" of an interest in the interpleaded funds. ³ ETI contends that its conditional statements do not meet the standard of waiver under Texas law because the concession does not amount to an intentional relinquishment of a known right. See First Interstate Bank v. Interfund Corp., 924 F.2d 588, 595 (5th Cir.1991) (describing Texas waiver law). Furthermore, because the district court failed to apply Texas waiver law, ETI posits that we must apply a de novo review. ⁴ We believe, however, that the issue is more one of estoppel rather than relinquishment of a known right.

Properly framed, the issue presented in this case is not one of application of Texas waiver law. Rather, the question is one of procedure in the federal courts: Can a federal district judge rely upon statements made by counsel in open court renouncing a specific claim? This question does not implicate Texas waiver law at all, but strikes at the very core of protecting the integrity of the judicial process and the discretion of the district court.

Viewed in this light, the issue is more akin to judicial estoppel. ⁵ The doctrine of judicial estoppel prevents a party from asserting a position in a legal proceeding that is contrary to a position previously taken in the same or some earlier proceeding. United States v. McCaskey, 9 F.3d 368, 378 (5th Cir.1993), cert. denied, --- U.S. ----, 114 S.Ct. 1565, 128 L.Ed.2d 211...