Cognitive Edge PTE Ltd. v. Code Genesys, LLC

• Decision Date: 30 September 2021
• Docket Number: Civil Action 1:19-cv-12123-IT
• Parties: COGNITIVE EDGE PTE LTD., Plaintiff, v. CODE GENESYS, LLC, SPRYNG.IO, LLC, SPRYNG.IO ANTHROCOMPLEXITY, LLC, SPRYNG.IO EU LTD, Defendants.
• Court: U.S. District Court — District of Massachusetts

COGNITIVE EDGE PTE LTD., Plaintiff,
v.
CODE GENESYS, LLC, SPRYNG.IO, LLC, SPRYNG.IO ANTHROCOMPLEXITY, LLC, SPRYNG.IO EU LTD, Defendants.

Civil Action No. 1:19-cv-12123-IT

United States District Court, D. Massachusetts

September 30, 2021

MEMORANDUM AND ORDER

Indira Talwani United States District Judge.

Following a bench trial in this action between Plaintiff Cognitive Edge Pte Ltd. (“Cognitive Edge”) and Defendants Code Genesys, LLC (“Code Genesys”), Spryng.io Anthrocomplexity, LLC, Spryng.io, LLC, and Spryng.io EU Ltd. (collectively “Defendants”), the court found Defendants breached the Parties' Settlement Agreement and the implied covenant of good faith and fair dealing, see Findings of Fact and Conclusions of Law (“Findings & Conclusions”) 21, 24 [#84], but that Plaintiff failed to prove its Chapter 93A and Lanham Act claims, id. 26-29. The court awarded Plaintiff $133, 792.92 in damages and fees and allowed Plaintiff, as the prevailing party, to file a motion under Federal Rule of Civil Procedure 54(d)(2) to seek recovery of additional attorneys' fees. Id. at 34-35.

Now before the court are the Parties' post-trial motions. For the reasons that follow, Plaintiff's Motion for Attorneys' Fees [#87] is DENIED without prejudice, Defendants' Motion

1

to Amend and Direct Entry of a New Judgment [#92] is ALLOWED in part and DENIED in part, and Defendants' Motion to Stay Execution on the Judgment and Any Proceeding to Enforce the Judgment Pending the Resolution of All Post-Trial Motions and Appeal [#95] is DENIED.

I. Background

The court's Findings of Fact and Conclusions of Law [#84] sets forth the details of the Parties' dispute.

II. Motion to Amend Judgment

Defendants argue that Cognitive Edge did not have legally cognizable damages and failed to prove Defendants breached the non-disparagement provision; thus, Defendants argue, Cognitive Edge's breach of contract and breach of the implied covenant of good faith and fair dealing claims fail and judgment should enter for Defendants. Mem. in Support Mot. Amend 11-12; 14-16 [#93].^[1]

A. Legal Standard

“[I]t is very difficult to prevail on a Rule 59(e) motion. The general rule in [the First Circuit] is that the moving party must ‘either clearly establish a manifest error of law or must present newly discovered evidence.'” Marie v. Allied Home Mortg. Corp., 402 F.3d 1, 7 n.2 (1st Cir. 2005) (quoting Pomerleau v. W. Springfield Pub. Sch., 362 F.3d 143, 146 n.2 (1st Cir. 2004)); see also Kansky v. Coca-Cola Bottling Co. of New Eng., 492 F.3d 54, 60 (1st Cir. 2007). “[A] party may not utilize these motions to assert new theories not raised at trial [and] the decision to grant or deny a motion to amend lies with the discretion of the court.” Rockland Trust

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Co. v. Computer Associated Intern., Inc., Civ. Action No. 95-11683-DPW, 2008 WL 3824791, at *2 (D. Mass. Aug. 1, 2008) (citing Dash v. Chicago Ins., Co., No. 00-11911-DPW, 2004 WL 2337021, at *1 (D. Mass. Oct. 18, 2004); Sequa Corp. v. GBJ Corp., 156 F.3d 136, 143 (2d Cir. 1998)).

B. Defendants' Request for Entry of Judgment in Their Favor

Because Defendants have not proffered newly discovered evidence, to prevail on their Rule 59(e) motion they must establish a manifest error of law. Defendants argue there were two such errors: (1) the conclusion the non-disparagement provision was breached; and (2) the conclusion Plaintiff proved legally cognizable damages. The court addresses these in turn.

1. Breach of the Non-Disparagement Provision

The court found Defendants made false and disparaging statements about Plaintiff in various communications by implying Defendants prevailed on the merits in the prior lawsuit and had “full ownership of and rights over the technologies and other capabilities embodied in the Spring.io Platform” and that this breached the Settlement Agreement's non-disparagement provision. Mem. in Support Mot. Amend 14-19 [#93].^[2] The court reached this conclusion after finding that the Settlement Agreement language was unambiguous and should be given its plain meaning, and should not be construed, as Defendants argued in their post-trial brief, as requiring proof of the tort of defamation or commercial disparagement. Findings & Conclusions 14-16

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[#84]. As the court explained, “[n]othing in the contract language suggests that the contractually prohibited conduct is that which would also amount to a tort.” Id. at 15. Defendants' Memorandum in Support of Motion to Amend [#93], which repeats Defendants' earlier arguments, does not demonstrate the court's prior conclusions are manifest errors of law.

2. Legally Cognizable Damages

The court found the legal fees Plaintiff incurred in an effort to mitigate the impact of Defendants' breach of contract satisfied the damages element of the breach of contract claim. Findings & Conclusions 20-21 [#84] (citing Anthony's Pier Four, Inc....