Okoro v. Ocwen Loan Servicing, LLC
| Decision Date | 31 August 2016 |
| Docket Number | Civil Case No. 15-3370-JMC |
| Parties | CHUKUEMEKA OKORO, Plaintiff, v. OCWEN LOAN SERVICING, LLC, Defendant. |
| Court | U.S. District Court — District of Maryland |
This case has been referred to me for all proceedings by the consent of the parties and pursuant to 28 U.S.C. § 636(c) and Local Rule 301. (ECF Nos. 12, 13, 14.) Presently pending before the Court are the parties' cross-motions for summary judgment. (ECF No. 36, 37.) The motions have been fully briefed (ECF Nos. 38, 39), and no hearing is necessary, Loc. R. 105.6 (D. Md. 2014). For the following reasons, Defendant's motion is GRANTED IN PART and DENIED IN PART, and Plaintiff's motion is DENIED.
This case was filed by Plaintiff, Chukuemeka Okoro, on September 24, 2015 against Defendant, Ocwen Loan Servicing, LLC ("Ocwen") and removed to this Court on November 4, 2015 on the basis of diversity jurisdiction pursuant to 28 U.S.C. § 1332. (Compl., ECF No. 2; Notice of Removal, ECF No. 1.) Mr. Okoro's Complaint asserts counts for (1) breach of contract, (2) specific performance, and (3) negligent misrepresentation, all relating to Ocwen's failure to execute a deed in lieu of foreclosure on real property Mr. Okoro owns, located at 658 Gutman Avenue, Baltimore, Maryland 21218 ("the Property"). The parties do not dispute that Mr. Okoro became the owner of the Property when it was conveyed to him by deed recorded July 31, 2008 by U.K. Construction & Management, LLC. (Deed, Ortworth Aff. Ex. D, ECF No. 37-1 at 25-28.) The Property was subject to a mortgage in security for a loan originally borrowed from Equitable Trust Mortgage Corporation (Deed of Trust, Ortworth Aff. Ex. E, ECF No. 37-1 at 30-38), and later sold to Federal Home Loan Mortgage Corporation ("Freddie Mac"), for whom Ocwen was the loan servicer during the period relevant to this case (Ortworth Aff. ¶ 10). As of May 1, 2014, Mr. Okoro ceased making monthly payments on the loan, at which point the parties began discussing the possibility of executing a deed in lieu of foreclosure on the Property. In March 2015, Ocwen sent to Mr. Okoro a document titled "Standard Deed in Lieu of Foreclosure Program Offer," with a "Deed-in-Lieu Agreement - Terms and Conditions" (the "Agreement"), which Mr. Okoro signed and which was also signed by Katie Brewer, Ocwen's "VP DIL & Short Sale." (Ortworth Aff. Ex. H, ECF No. 37-1 at 45-52.) Ocwen ultimately declined to finalize the deed in lieu of foreclosure, and on August 12, 2015 it sent Mr. Okoro a letter informing him that there was "an issue with [his] mortgage title that prevents acceptance into this program." (Aug. 12, 2015 Ltr, Ortworth Aff. Ex. I, ECF No. 37-1 at 54-55.) The parties disagree on several points related to the events leading up to Ocwen's failure to finalize and record the deed in lieu of foreclosure and how those events should be legally construed, as set forth in greater detail below.
Under Federal Rule of Civil Procedure 56, "the Court shall grant summary judgment if the movant shows that 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). In considering a motion for summary judgment, the Court must view the facts and the inferences drawn therefrom in the light most favorable to the nonmoving party. United States v. Diebold, Inc., 369 U.S. 654, 655 (1962). The moving party bears the burden of demonstrating the absence of any genuine disputeof material fact. Pulliam Invest. Co. v. Cameo Props., 810 F.2d 1282, 1286 (4th Cir. 1987). However, a moving party who will not bear the burden of proof at trial need only point to the insufficiency of the other side's evidence, thereby shifting the burden of raising a genuine dispute of fact by substantial evidence to the nonmoving party. Celotex Corp. v. Catrett, 477 U.S. 317, 322-23 (1986). A disputed fact presents a genuine issue "if the evidence is such that a reasonable jury could return a verdict for the nonmoving party." Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248 (1986).
Moreover, "[w]hen faced with cross-motions for summary judgment, the court must review each motion separately on its own merits 'to determine whether either of the parties deserves judgment as a matter of law.'" Rossignol v. Voorhaar, 316 F.3d 516, 523 (4th Cir. 2003) (quoting Philip Morris Inc. v. Harshbarger, 122 F.3d 58, 62 n.4 (1st Cir. 1997)). In considering each motion individually, "the court must take care to 'resolve all factual disputes and any competing, rational inferences in the light most favorable' to the party opposing that motion." Id. (quoting Wightman v. Springfield Terminal Ry. Co., 100 F.3d 228, 230 (1st Cir. 1996)).
As to the evidence provided by the parties in support of their summary judgment motions, to be entitled to consideration, "the facts set forth by the parties in affidavits or otherwise must be such as would be admissible in evidence." Miskin v. Baxter Healthcare Corp., 107 F. Supp. 2d 669, 671 (D. Md. 1999) (citing Fed. R. Civ. P. 56(c)). "To be admissible at the summary judgment stage, documents must be authenticated by and attached to an affidavit that meets the requirements of Rule 56(e)—that the documents be admissible in evidence." Id. (citing Orsi v. Kirkwood, 999 F.2d 86, 92 (4th Cir. 1993)).
Mr. Okoro seeks partial summary judgment as to liability on his breach of contract and negligent misrepresentation claims. Ocwen seeks summary judgment as to all of Mr. Okoro's claims, including his claim for specific performance. The Court will address each claim in turn.
Mr. Okoro first moves for summary judgment as to liability on his breach of contract claim. "'To prevail in an action for breach of contract, a plaintiff must prove that the defendant owed the plaintiff a contractual obligation and that the defendant breached that obligation.'" Int'l Waste Indus. Corp. v. Cape Envtl. Mgmt. Inc., 988 F. Supp. 2d 542, 550 (D. Md. 2013) (quoting Taylor v. NationsBank, N.A., 776 A.2d 645, 651 (Md. 2001)). Under Maryland law, to establish formation of a contractual obligation, "there must exist an offer by one party and an unconditional acceptance of that precise offer by the other, prior to withdrawal by the offeror, before a binding agreement is born." Id. (quoting Lemlich v. Bd. of Trs. of Harford Cmty. Coll., 385 A.2d 1185, 1189 (Md. 1978)).
As to the existence of a contractual obligation, Mr. Okoro asserts that there is "no genuine dispute" that Ocwen entered into the Agreement with Mr. Okoro with respect to the Property. Pl.'s Mem. 1. In support thereof, Mr. Okoro points to (1) the Agreement, (2) documents he allegedly received from Ocwen's attorneys on November 10, 2014,1 and (3) Ocwen's internal records which Ocwen provided to Mr. Okoro during discovery. Mr. Okoro's memorandum does not, however, elaborate on how these documents conclusively establish a contractual obligation owed to him by Ocwen, especially in light of the arguments by Ocwen inits motion regarding clear title and approval by the loan guarantor. Nor has Mr. Okoro established that the evidence to which he cites is authentic or otherwise admissible. Fed. R. Civ. P. 56; Lorraine v. Markel Am. Ins. Co., 241 F.R.D. 534, 535-36 (D. Md. 2007). Accordingly, Mr. Okoro has not established the absence of disputed material facts underlying both the existence of a contractual obligation and the breach of such an obligation, and the Court will DENY his motion to the extent that it seeks summary judgment as to liability on his breach of contract claim.
For its part, Ocwen argues that summary judgment in its favor is appropriate on Mr. Okoro's breach of contract claim because Mr. Okoro has failed to provide sufficient evidence of a contractual obligation. In particular, Ocwen points to Mr. Okoro's failure to establish (1) that Mr. Okoro's acceptance was valid in that Ocwen had not made the determination that title to the Property was clear, and (2) that Mr. Okoro received written approval of the Agreement from the mortgage insurer or guarantor, which it construes as a condition precedent to the Agreement.2 Although the party who will not bear the burden of proof at trial is not required to negate its opponent's claim, in order to be entitled to summary judgment, it must point to evidence demonstrating the absence of a genuine issue of material fact as to that claim. Celotex, 477 U.S. at 322. Thus, while Ocwen is not required to point to evidence establishing that Mr. Okoro didnot receive written approval from the mortgage insurer or guarantor or evidence that title to the Property was not clear, it is required to point to evidence demonstrating the absence of a genuine dispute of material fact on these points. It has not done so.
First, even setting aside issues related to whether and when Mr. Okoro held clear title to the Property, the Court notes that, contrary to Ocwen's assertion, the Agreement does not provide that "[a]cceptance of the offer required a determination that title to the Subject Property was clear." Rather, the Agreement instructs the offeree that, as a step to accept the offer, he should "make sure [his] property title is 'clear,'" that is, he "must be sure that no other claims or liens are attached to [his] property." (Ortworth Aff. Ex. H, 1.) The distinction between the actual wording of the Agreement and Ocwen's proposed construction is critical insofar as it raises questions about who was responsible for confirming that title was clear and whether acceptance was contingent upon Ocwen's agreement with that determination. For example, if it was Mr. Okoro's responsibility to determine that title was clear in order for his acceptance to be valid, this requirement may have been satisfied. By contrast, if Mr. Okoro's acceptance was not valid until Ocwen agreed with Mr. Okoro's assessment that title was clear, Ocwen may be correct that Mr....
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