Geller v. Branic Int'l Realty and Freid
| Decision Date | 11 April 2000 |
| Docket Number | Docket No. 99-9009 |
| Citation | 212 F.3d 734 |
| Parties | (2nd Cir. 2000) CYNTHIA R. GELLER, Plaintiff-Appellee, v. BRANIC INTERNATIONAL REALTY CORP. and HANK S. FREID, Defendants-Appellants. August Term 1999 Argued: |
| Court | U.S. Court of Appeals — Second Circuit |
Appeal from the July 29, 1999, order of the United States District Court for the Southern District of New York (Kimba M. Wood, Judge), denying a motion to seal a case file as provided in a stipulation that had been "so ordered."
Vacated and remanded.
Ronald J. Rosenberg, Garden City, N.Y. (Leslie A. Reardon, Rosenberg Calica & Birney, Garden City, N.Y., on the brief), for defendants-appellants.
Susan Ritz, New York, N.Y. (Miriam F. Clark, Steel Bellman Ritz & Clark, New York, N.Y., on the brief), for plaintiff-appellee.
Before: NEWMAN, KEARSE, and KATZMANN, Circuit Judges.
This appeal concerns the effect of a district court's "so ordering" a stipulated settlement that requires the court to exercise its power to seal a case file. Branic International Realty Corp. and Hank S. Freid appeal from an order of the United States District Court for the Southern District of New York (Kimba M. Wood, Judge) denying their request to seal the file of a case that was settled by a stipulated order. Because the District Court could decline to enforce the sealing requirement of the stipulation it had ordered only in very limited circumstances not yet shown to exist, we vacate the order and remand.
In April 1996, Appellee Cynthia Geller was hired by Appellant Branic International Realty Corp. ("Branic") as an administrative assistant to Appellant Hank S. Freid, then-President of Branic. In November 1996, Geller filed a sexual discrimination charge against the Appellants with the New York State Division of Human Rights. After learning of the complaint, the Appellants placed Geller on paid leave. Geller and the Appellants subsequently entered settlement negotiations, and an agreement in principle was reached around August 1997. However, by October 1997, the Appellants decided not to proceed with the settlement, and refused to tender the settlement agreement to Geller for her execution.
After the initial settlement negotiations failed, Geller filed this suit against the Appellants1 in the District Court. The Complaint alleged several claims arising out of the alleged workplace harassment, as well as a claim that a settlement contract existed and was enforceable. Contemporaneously, Geller requested that the Court seal the complaint, in order to avoid breaching the confidentiality provision of the settlement agreement that she was seeking to enforce. The District Court (James C. Francis IV, Magistrate Judge) ordered the file sealed pending the determination of the Appellants' motion for partial summary judgment on the breach of settlement claims. Magistrate Judge Francis, deeming the settlement agreement unenforceable, granted the motion. Geller declined to file objections to the Report and Recommendation, and asked the Court to lift the order sealing the file in order to prosecute the underlying sexual harassment and assault claims. Magistrate Francis granted the request, deeming the suit "a straightforward sexual harassment case" that did not present "the type of urgent circumstance that justifies sealing." Endorsement Order (Sept. 24, 1998). The District Court adopted the Report and Recommendation and granted the motion for partial summary judgment. See Opinion and Order (Oct. 14, 1998).
Despite the failure of the first settlement effort, the parties ultimately executed a stipulation settling the lawsuit. The settlement agreement contained several specific confidentiality provisions. The last paragraph of the settlement stated: "This action is hereby dismissed with prejudice and the parties agree that this stipulation and the file herein shall be placed under seal, shall remain confidential and shall not be accessible to the public." ¶ 25. The stipulated settlement was "so ordered" by Judge Wood on March 18, 1999. The District Court dismissed and discontinued the action without prejudice to the parties' rights to "reopen the action within thirty (30) days if the settlement is not consummated." Order (Mar. 18, 1999). No such motion was filed.
In May 1999, the Appellants learned that only the stipulated settlement agreement, but not the entire case file, had been sealed. The Appellants wrote to the District Court requesting the Court to seal the entire file. The District Court ruled that good cause for sealing the entire file had not been shown, and stated that counsel was free to make an appropriate motion for sealing the entire file. See Endorsed Order (May 21, 1999). The Appellants subsequently attempted to clarify their request by informing the Court that they were not making an original application to seal the file, but rather were seeking to have the Court implement the sealing provision of the settlement that had been "so ordered." The District Court responded that counsel was "mistaken in believing that an agreement to seal a file suffices, under Second Circuit law, to justify sealing," and again instructed the Appellants to show good cause under Second Circuit law for sealing the entire file. Endorsed Order (June 8, 1999).
The Appellants filed a letter brief arguing that good cause existed for the sealing of the entire file. The District Court denied the motion on the basis that the Appellants had failed to show good cause for sealing the file. See Opinion and Order (July 29, 1999). From that ruling, the Appellants appeal.
The Appellants argue that the District Court applied an incorrect standard in refusing to seal the case file.2 We agree. Once the District Court "so ordered" the settlement agreement, which included a provision for sealing the case file, it was required to enforce the terms of the agreement, including the obligation imposed on the Court, unless the limited circumstances existed that permit the modification of "so-ordered" stipulations.
We have often compared stipulated settlements to contracts, and we have consistently applied the law of contract to disputes concerning the construction and enforcement of settlements. See, e.g., Red Ball Interior Demolition Corp. v. Palmadessa, 173 F.3d 481, 484 (2d Cir. 1999); Huertas v. East River Housing Corp., 992 F.2d 1263, 1266-67 (2d Cir. 1993). A district court that "so orders" a stipulated settlement is not, strictly speaking, a party to a contract. However, when a district court "so orders" a stipulated settlement, it does accept some obligations. The clearest obligation is a duty to enforce the stipulation that it has approved. See Sanchez v. Maher, 560 F.2d 1105, 1108 (2d Cir. 1977). In many cases, a stipulated settlement will contemplate actions that are not within the power of the litigants to perform, but rather lie within the power of the...
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...as the "so ordered" terms relate to provisions that can only be implemented by the court itself. See, e.g., Geller v. Branic Int'l Realty Corp. , 212 F.3d 734, 737 (2d Cir. 2000). However, courts should be wary of treating the mere use of the words "so ordered" as though they automatically ......
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Doe v. Pataki
...upheld the jurisdiction of the federal courts to enforce such "so ordered" settlement agreements. See, e.g., Geller v. Branic Int'l Realty Corp., 212 F.3d 734, 737 (2d Cir.2000); Thanning v. Nassau County Med. Exam'rs Office, 187 F.R.D. 69, 71 (E.D.N.Y.1999). Hence, this Court has jurisdict......
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Vill. of W. Hampton Dunes v. New York, 14-cv-3299 (ADS) (AKT)
...construe a settlement agreement as a contract and apply general principles of contract to interpret it. See Geller v. Branic Int'l Realty Corp., 212 F.3d 734, 737 (2d Cir. 2000) ("We have often compared stipulated settlements to contracts, and we have consistently applied the law of contrac......
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...the public, regardless of “whether the sealing of the record is an integral part”). 61. See, e.g. , Geller v. Branic Int’l Realty Corp., 212 F.3d 734, 738 (2d Cir. 2000); Pansy v. Borough of Stroudsburg, 23 F.3d 772, 786 (3d Cir. 1994). 62. See, e.g. , Pansy , 23 F.3d at 786-88 (deining “go......