McCarter & English, LLP v. Moerae Matrix, Inc.
| Decision Date | 27 July 2021 |
| Docket Number | A-3775-19 |
| Parties | MCCARTER & ENGLISH, LLP, Plaintiff-Respondent, v. MOERAE MATRIX, INC., Defendant-Appellant. |
| Court | New Jersey Superior Court — Appellate Division |
NOT FOR PUBLICATION WITHOUT THE APPROVAL OF THE APPELLATE DIVISION
Submitted March 10, 2021
On appeal from the Superior Court of New Jersey, Law Division Essex County, Docket No. L-2214-19.
Pinilis Halpern, LLP, attorneys for appellant (William J Pinilis, on the briefs).
McCarter & English, LLP, attorneys for respondent (Joseph Lubertazzi, Jr. and Daniel P. D'Alessandro, on the brief).
Before Judges Ostrer, Accurso, and Vernoia.
Defendant Moerae Matrix, LLP, a former client of plaintiff law firm McCarter &English, LLP, appeals from June 5, 2020 orders (1) granting plaintiff summary judgment on its claim for $837, 524.1 9 in unpaid legal fees, plus interest and costs of suit, and quashing a notice of deposition defendant served upon an attorney with plaintiff's firm following the conclusion of discovery; and (2) denying defendant's motion to amend its pleadings to assert a counterclaim and third-party complaint against plaintiff.[1] Having considered the parties' arguments in light of the record and applicable legal principles, we find the court properly granted plaintiff summary judgment because defendant failed to present competent evidence rebutting plaintiff's prima facie showing its fees were fair and reasonable, and defendant failed to demonstrate the court abused its discretion by denying defendant's motion to amend its answer to add a counterclaim. We therefore affirm the court's orders.
"We review de novo the trial court's grant of summary judgment, applying the same standard as the trial court." Abboud v. Nat'l Union Fire Ins., 450 N.J.Super. 400, 406 (App. Div. 2017). This standard mandates the grant of summary judgment "if the pleadings, depositions, answers to interrogatories[, ] and admissions on file, together with the affidavits, if any, show that there is no genuine issue as to any material fact challenged and that the moving party is entitled to a judgment or order as a matter of law." R. 4:46-2(c).
In our review of a summary judgment record, we limit our determination of the undisputed facts to those properly presented in accordance with Rule 4:462. Under the Rule:
"The citation [to the motion record] shall identify the document and shall specify the pages and paragraphs or lines thereof or the specific portions of exhibits relied on" in support of each statement of material fact. R. 4:46-2(a).
"[A] party opposing a motion for summary judgment [must] 'file a responding statement either admitting or disputing each of the facts in the movant's statement.'" Claypotch, 360 N.J.Super. at 488 (quoting R. 4:46-2(b)). "[A]ll material facts in the movant's statement which are sufficiently supported will be deemed admitted for purposes of the motion only, unless specifically disputed by citation conforming to the requirements of paragraph (a) demonstrating the existence of a genuine issue as to the fact." R. 4:46-2(b).
Rule 4:46-2's requirements are "critical" and "entail[] a relatively undemanding burden." Housel v. Theodoridis, 314 N.J.Super. 597, 604 (App. Div. 1998). They were "designed to 'focus [a court's] . . . attention on the areas of actual dispute' and [to] 'facilitate the court's review' of the motion." Claypotch, 360 N.J.Super. at 488 () (quoting Pressler &Verniero, Current N.J. Court Rules, cmt. 1.1 on R. 4:46-2 (2003)). A court must decide a motion for summary judgment based only on the "factual assertions . . . that were . . . properly included in the motion [for] and [in opposition to] . . . summary judgment" pursuant to Rule 4:46-2. Kenney v. Meadowview Nursing &Convalescent Ctr., 308 N.J.Super. 565, 573 (App. Div. 1998); see also Lombardi v. Masso, 207 N.J. 517, 549 (2011) (Rivera-Soto, J., dissenting) (). Consistent with those principles, we consider only "those [properly included] factual assertions" on appeal. Kenney, 308 N.J.Super. at 573; see also Lombardi, 207 N.J. at 549 (Rivera-Soto, J., dissenting) ("That limitation- that a summary judgment determination is defined and limited by the summary judgment record-also applies on appeal."). Thus, in our review of the court's summary judgment order, we consider only the undisputed facts established by the parties' Rule 4:46-2 statements. See Kenney, 308 N.J.Super. at 573.
Applying that standard, the motion record presented the following undisputed facts. Defendant retained plaintiff, pursuant to an August 2017 engagement letter, to provide legal services "in a series of matters, including . . . general intellectual property . . . and patent matters." "By executing the [e]ngagement [l]etter," defendant agreed to the accompanying "[t]erms of [e]ngagement," including plaintiff's hourly rates.[2] The engagement letter also required payment "promptly upon [defendant's] receipt of [plaintiff's] statement[s]."[3]
Plaintiff "regularly" emailed invoices to defendant "for the legal fees and expenses incurred throughout the course of [plaintiff's] representation of [defendant]." "The[] invoices . . . detailed . . . the work performed and [the] fees and expenses incurred [by plaintiff on behalf of defendant], the attorneys involved, the amount of time expended for tasks, the date such tasks were performed, and the monies due and owing."[4] Although defendant made "certain payments" to plaintiff throughout the course of the parties' relationship, defendant was not current on its payment of plaintiff's invoices "[i]n and around September 2018."[5] At that time, "[defendant] proposed converting the full amount of the then[-]outstanding balance to a promissory note," but "the parties could not agree on terms."[6]
On December 7, 2018, "[defendant] notified [p]laintiff" via email and letter "of its decision to terminate [the parties'] relationship . . . and to transfer legal representation to [defendant's] counsel at Cooley LLP." In the letter, defendant's "[f]ounder, [c]hairman, and [c]hief [e]xecutive [o]fficer, [Dr.] Cynthia Lander[, ] . . . stated: 'We truly valued all your support over the years and are committed to seeing that [plaintiff] is paid in full for past services and costs.'"
On December 17, 2018, following defendant's continued nonpayment, plaintiff "filed a UCC-1 in the State of Delaware encumbering certain intellectual property owned by [defendant]." On January 18 and 25, 2019, Dr. Lander again emailed plaintiff "acknowledg[ing] . . . [defendant's] 'goal of payment of monies owed to [plaintiff]'" and assuring plaintiff that defendant "intend[ed] to pay [plaintiff's] outstanding invoices."[7] In her January 18 email, Dr. Lander also acknowledged plaintiff's filing of the UCC-1, "propos[ing] that [plaintiff] release the liens on the patents" and "not take action to reinstate [them]."
On January 28, 2019, plaintiff served defendant with a pre-action notice, pursuant to Rule 1:20A-6, advising defendant of its opportunity to seek fee arbitration. Defendant "did not seek fee arbitration at that time," and did not thereafter pay the outstanding balance reflected in plaintiff's invoices. Plaintiff then filed a complaint seeking an order requiring defendant to pay the outstanding balance reflected in its invoices-"$837, 524.19 ($493, 776.72 in legal fees [plus] $343, 747.47 in expenses)"-as well as the "statutory interest and the fees and costs incurred in bringing [the] action." In its complaint, plaintiff sought $860, 593.28 in damages.
The discovery end date in this matter was January 20, 2020. [8] Eleven days after the discovery end date, defendant served a notice to take the deposition of Joseph Lubertazzi, Jr., an attorney with plaintiff's firm, in connection with purported damages defendant claims it suffered as a result of plaintiff's UCC-1 filing. Plaintiff moved for a protective order to quash the deposition notice. One week later, defendant filed a motion to amend its pleadings to assert a counterclaim and third-party complaint against plaintiff for the purported damages stemming from the UCC-1 filing. Plaintiff then moved for summary judgment on the claims asserted in its complaint.
In support of its summary judgment motion, plaintiff submitted certifications from Lubit and Daniel P. D'Alessandro, another attorney with plaintiffs firm.[9] Lubit certified "[t]he legal services rendered and, in turn, the fees and expenses incurred by [p]laintiff on behalf of [defendant] were reasonable and necessary." Plaintiff included Lubit's assertion as a material fact in its Rule 4:46-2 statement and properly cited to the "specif[ic] . . . paragraph[] "of the certification it "relied on" in support of the asserted fact. R. 4:46-2(a).
In opposition to plaintiff's motion, defendant relied on certifications from Dr. Lander and Frank Grassler, a Texas patent attorney and one of defendant's investors. Dr Lander asserted that "Cooley [LLP] is a well-known and well-regarded intellectual property practice" which "has been handling the very same tasks that had been handled by [plaintiff]" "for less than...
To continue reading
Request your trial