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Giorgilli v. Goldstein

United States District Court, D. Maryland

February 26, 2014

JOHN AMERICO GIORGILLI, Plaintiff,
v.
HOWARD R. GOLDSTEIN & LATITUDE 26 INVESTMENTS, LLC, Defendants.

MEMORANDUM

SUSAN K. GAUVEY, Magistrate Judge.

Now pending is Defendants' motion to dismiss pursuant to Fed.R.Civ.P. 12(b)(1) & (6), or, alternatively, motion for summary judgment pursuant to Fed.R.Civ.P. 56. (ECF No. 10). Briefing is complete. No hearing is necessary, Local Rule 105.6. For the reasons set forth herein, this Court GRANTS Defendants' motion to dismiss Plaintiff's claims against Defendant Latitude 26 Investments, LLC, GRANTS Defendants' motion to dismiss Plaintiff's claims for punitive damages, and GRANTS Defendants' motion for summary judgment.

I. Background[1]

On June 6, 2013, Plaintiff and Defendant Howard Goldstein ("Defendant Goldstein") entered into a contractual relationship wherein Defendant Goldstein agreed to lend Plaintiff twenty thousand dollars ($20, 000). (ECF No. 2, ¶5; ECF No. 10, Ex. 1). The purpose of the aforementioned contract was to provide Plaintiff with operating capital for two startup companies, a commercial crabbing business and a boat manufacturing business. (ECF No. 2, ¶5). On June 5, 2013, Defendant Goldstein wire transferred to Plaintiff the agreed upon twenty thousand dollars ($20, 000). (ECF No. 10, Ex. 2). On August 1, 2013, Plaintiff and Defendant Goldstein entered into an additional contract providing for another loan of twenty thousand dollars ($20, 000) with a revolving line of credit up to fifty thousand dollars ($50, 000). ( Id., Ex. 3). The August 1, 2013, agreement stated "[a]ny requested advances on the Line of Credit shall be honored by [Defendant Goldstein] and paid to [Plaintiff] within Five (5) days." (Id.) Defendant Goldstein wire transferred the initial twenty thousand dollar ($20, 000) loan to Plaintiff on August 1, 2013. ( Id., Ex. 4).

Thereafter, on August 8, 2013, Plaintiff sent a Notice of Intent to Defendant Goldstein's counsel making a written request for an additional twenty thousand dollars ($20, 000), pursuant to the revolving line of credit in the August 1, 2013, agreement. (ECF No. 10, Ex. 5). Defendant Goldstein failed to transfer the twenty thousand dollars ($20, 000) to Plaintiff within the five-day payment period as agreed upon in the August 1, 2013, contract. (ECF No. 2, ¶5). On September 3, 2013, Defendant Goldstein agreed to pay Plaintiff thirty thousand dollars ($30, 000) as the final draw on the line of credit unless and until the line of credit was reduced. (ECF No. 10, Ex. 6).

Also on September 3, 2013, Plaintiff filed the present action against Defendant Goldstein and Defendant Latitude 26 Investments, LLC, for breach of contract, seeking specific performance, actual and punitive damages, as well as other relief. (ECF No. 1).

II. Standard of Review

A. Standard for Dismissal under Rule 12(b)(1)

The burden of proving subject-matter jurisdiction is on the Plaintiff. Adams v. Bain , 697 F.2d 1213, 1219 (4th Cir. 1982) (noting challenge may be either facial, i.e., complaint fails to allege facts upon which subject-matter jurisdiction can be based, or factual, i.e., jurisdictional allegations of complaint are not true). See also Kerns v. United States , 585 F.3d 187, 192 (4th Cir. 2009) (same); Richmond, Fredericksburg & Potomac Ry. Co. v. U.S. , 945 F.2d 765, 768 (4th Cir. 1991) (same). In the case of a factual challenge, it is permissible for a district court to "consider evidence outside the pleadings without converting the proceeding to one for summary judgment." Richmond , 945 F.2d at 768 (citing Adams , 697 F.2d at 1219). The court should grant the 12(b)(1) motion "only if the material jurisdictional facts are not in dispute and the moving party is entitled to prevail as a matter of law." Richmond , 945 F.2d at 768.

B. Standard for Dismissal under Rule 12(b)(6)

A complaint must contain "sufficient factual matter, accepted as true, to state a claim to relief that is plausible on its face.'" Ashcroft v. Iqbal , 556 U.S. 662, 678 (2009) (quoting Bell Atlantic Corp. v. Twombly , 550 U.S. 544, 570 (2007)). Facial plausibility exists "when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged." Iqbal , 556 U.S. at 678. An inference of a mere possibility of misconduct is not sufficient to support a plausible claim. Id. at 679. As the Twombly opinion stated, "Factual allegations must be enough to raise a right to relief above the speculative level." 550 U.S. at 555. "A pleading that offers labels and conclusions' or a formulaic recitation of the elements of a cause of action will not do.'... Nor does a complaint suffice if it tenders naked assertion[s]' devoid of further factual enhancement.'" Iqbal , 556 U.S. at 678 (quoting Twombly , 550 U.S. at 555, 557). Although when considering a motion to dismiss a court must accept as true all factual allegations in the complaint, this principle does not apply to legal conclusions couched as factual allegations. Twombly , 550 U.S. at 555.

C. Standard for Summary Judgment

"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); Celotex Corp. v. Catrett , 477 U.S. 317, 322 (1986) (citing predecessor to current Rule 56(a)). The burden is on the moving party to demonstrate the absence of any genuine dispute of material fact. Adickes v. S.H. Kress & Co. , 398 U.S. 144, 157 (1970). If sufficient evidence exists for a reasonable jury to render a verdict in favor of the party opposing the motion, then a genuine dispute of material fact is presented and summary judgment should be denied. See Anderson v. Liberty Lobby, Inc. , 477 U.S. 242, 248 (1986). However, the "mere existence of a scintilla of evidence in support of the [opposing party's] position" is insufficient to defeat a motion for summary judgment. Id. at 252. The facts themselves, and the inferences to be drawn from the underlying facts, must be viewed in the light most favorable to the opposing party, Scott v. Harris , 550 U.S. 372, 378 (2007); Iko v. Shreve , 535 F.3d 225, 230 (4th Cir. 2008), who may not rest upon the mere allegations or denials of his pleading but instead must, by affidavit or other evidentiary showing, set ...


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