Tze Glob. Dis Ticaret A.S. v. Papers Unlimited, Inc.

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TZE GLOBAL DIS TICARET A.S. v. PAPERS UNLIMITED, INC.

Civil Action No. 20-CV-02600

United States District Court, E.D. Pennsylvania

May 4, 2023

MEMORANDUM

EDUARDO C. ROBRENO, J.

Contents

I. BACKGROUND ................................................ 2

II. LEGAL STANDARDS ........................................... 5

A. Rule 50 ................................................. 5

B. Rule 59(a) .............................................. 6

C. Rule 59(e) .............................................. 7

III. DISCUSSION .............................................. 7

A. PU's Rule 50(b) Motions for Judgment on the Pleadings ... 7

1. Evidence of the Terms of the Essity Contract ........... 9

2. Evidence of Contract Damages .......................... 12

3. Tortious Interference with Business Relations and the Gist of the Action Doctrine ............................... 13

4. The Intent Requirement for Tortious Interference with Business Relationships ................................... 15

5. Joinder of Indispensable Parties ...................... 16

B. PU's Rule 59(a) Motions for a New Trial ................ 18

1. The Introduction of Non-Disclosed Evidence at Trial ... 19

2. The Inclusion of TZE's Conversion Count on the Verdict Sheet ..................................................... 23

3. The Inclusion of TZE's Tortious Interference with Business Relations Claim on the Verdict Sheet ............. 24

C. PU's Rule 59(e) Motions to Amend the Judgment .......... 25

1. The Judgment for Breach of Contract ................... 25

2. The Judgment for Tortious Interference ................ 26

D. TZE's Motion to Amend the Judgment to Include Interest ..... 27

1. Prejudgment Interest .................................. 28

2. Post-Judgment Interest ................................ 34

IV. CONCLUSION ............................................... 35

Pending before the Court are Defendant Papers Unlimited's (“PU”) post-trial motions for judgment as a matter of law under Federal Rule of Civil Procedure 50(b), a new trial under Federal Rule of Civil Procedure 59(a), and to alter or amend the judgment under Federal Rule of Civil Procedure 59(e). For the reasons that follow, the Court will deny these motions.

Also pending before the Court is the motion to amend the judgment to include interest filed by Plaintiff TZE Global Dis Ticaret A.S. (“TZE”). For the following reasons, the Court will grant TZE's motion for pre and post-judgment interest.

I. BACKGROUND^[1]

On January 13, 2023, after a 3-day trial, the jury returned a verdict in favor of TZE and against PU in the amount of $935,796.20. The jury awarded TZE $585,796.20 for PU's breach of its brokerage contract with TZE, and $350,000 to compensate TZE for PU's tortious interference with TZE's business relationship with a third-party, Essity Higiene Y Salud Mexico, S.A. de C.V. (“Essity”). The jury rejected TZE's additional breach of contract claim concerning direct sales of paper products to PU as well as TZE's alternative claims of conversion and unjust enrichment. Likewise, the jury rejected PU's claim of tortious interference with business relations.

TZE is a paper manufacturer and PU is in the business of buying and selling paper products. In 2019, PU agreed to broker the sale of toilet paper between TZE in Turkey and Essity in Mexico. Under this arrangement, TZE shipped the paper directly to Essity, Essity paid PU the invoice amount, and PU remitted the payment, less a commission, to TZE. This arrangement functioned until Essity refused to pay the full invoice amount for one series of shipments because it claimed the paper received was partially defective. Instead of paying $618,796.20, the amount of the invoices, Essity paid PU $508,851.38. PU unilaterally accepted the price reduction and collected the reduced amount. PU told TZE about the alleged quality issue and TZE objected to PU accepting the reduced amount. PU then refused to remit any of Essity's payment to TZE. Both parties sued for, inter alia, breach of contract and tortious interference with business relations.^[2] The basic terms of the brokerage agreement between TZE and PU regarding Essity are found in a March 22, 2019 email from Cem Akpinar, the Finance Director of TZE, to Dustin Seidman, the Vice President and Chief Operating Officer of PU, which provided that:

1. [TZE will] continue preparing [its] papers (including [its] invoices) in the name of Essity.

2. [TZE will] continue to send the goods directly to Essity.

3. Essity pays [PU] and [PU] pays [TZE], deducting [PU's] commission that [PU] agreed upon by [TZE] earlier.

4. While making the money transfer to [TZE, PU will] send [PU's] invoice for [PU's] commission that [PU has] already deducted from the payment.

Provided that:

1. [PU has] received [TZE's] confirmation on the commission amount to be deducted from [PU's] payment.

2. [PU's commission deductions are made on a per invoice basis rather than PU aggregating its commissions over several transactions and deducting them from a single money transfer back to TZE.]

3. [PU] state[s] on the swift message that [PU is] doing the money transfer in the name of Essity.

Trial Ex. 14 at 1-2, Pl.'s Resp. Ex. A, ECF No. 106-2; see also Tr.1 at 79:17-23; Tr.2 at 133:11-14, 135:7-15.^[3]

Akpinar and Seidman were the only trial witnesses. TZE's breach of contract claim was based on PU's failure to send TZE the money owed by Essity under the final invoices. TZE's tortious interference with business relations claim stemmed from PU interfering with TZE's and Essity's relationship by, inter alia, portraying TZE as an unprofessional and unreliable company in an email to Essity.

II. LEGAL STANDARDS

A. Rule 50

Federal Rule of Civil Procedure 50 permits a party to seek judgment as a matter of law on any issues for which it contends “a reasonable jury would not have a legally sufficient evidentiary basis to find for the party on that issue,” and that, without “a favorable finding on that issue,” the opposing party cannot maintain its claim. Fed.R.Civ.P. 50(a)(1).

A Rule 50 motion

should be granted only if, viewing the evidence in the light most favorable to the nonmovant and giving it the advantage of every fair and reasonable inference, there is insufficient evidence from which a jury reasonably could find liability. In determining whether the evidence is sufficient to sustain liability, the court may not weigh the evidence, determine the credibility of witnesses, or substitute its version of the facts for the jury's version.

McDaniels v. Flick, 59 F.3d 446, 453 (3d Cir. 1995) (quoting Lightning Lube, Inc. v. Witco Corp., 4 F.3d 1153, 1166 (3d Cir. 1993)). “Although judgment as a matter of law should be granted sparingly, [a court] will grant it where ‘the record is critically deficient of the minimum quantum of evidence' in support of the verdict.” Eshelman v. Agere Sys., Inc., 554 F.3d 426, 433 (3d Cir. 2009) (quoting Gomez v. Allegheny Health Servs., Inc., 71 F.3d 1079, 1083 (3d Cir. 1995)).

A Rule 50(a) motion may be raised at any time during trial after the opposing party has been fully heard on an issue and before the case is submitted to the jury. Fed.R.Civ.P. 50(a)(2). If the Rule 50(a) motion is denied, or if judgment is reserved, the motion must be renewed pursuant to Rule 50(b) in a post-trial filing. See Chainey v. Street, 523 F.3d 200, 218 (3d Cir. 2008) (“[A] defendant's failure to raise an issue in a Rule 50(a)(2) motion with sufficient specificity to put the plaintiffs on notice waives the defendant's right to raise the issue in their Rule 50(b) motion.” (quoting Williams v. Runyon, 130 F.3d 568, 571-72 (3d Cir. 1997))); Lightning Lube, Inc., 4 F.3d at 1172 (“In order to preserve an issue for judgment pursuant to Rule 50(b), the moving party must timely move for judgment as a matter of law at the close of the nonmovant's case, pursuant to Rule 50(a), and specify the grounds for that motion.”).

B. Rule 59(a)

Under Federal Rule of Civil Procedure 59(a), a “court may, on motion, grant a new trial on all or some of the issues--and to any party-- . . . after a jury trial, for any reason for which a new trial has heretofore been granted in an action at law in federal court.” Fed.R.Civ.P. 59(a)(1)(A). “A new trial may be granted when the verdict is contrary to the great weight of the evidence; that is, ‘where a miscarriage of justice would result if the verdict were to stand.'” Pryer v. C.O. 3 Slavic, 251 F.3d 448, 453 (3d Cir. 2001) (quoting Olefins Trading, Inc. v. Han Yang Chem Corp., 9 F.3d 282, 289 (3d Cir. 1993)).

C. Rule 59(e)

A Rule 59(e) motion to alter or amend a judgment requires either: “(1) an intervening change in controlling law; (2) the availability of new evidence; or (3) the need to correct clear error of law or prevent manifest injustice.” In re Processed Egg Prods. Antitrust Litig., 962 F.3d 719, 729 (3d Cir. 2020) (quoting Wiest v. Lynch, 71 F.3d 121, 128 (3d Cir. 2013)). “In reviewing the propriety of a jury verdict, [the court's] obligation is to uphold the jury's award if there exists a reasonable basis to do so,” and, thus, the court may disturb the verdict only if it is “so unreasonable as to offend the conscience of the Court.” Motter v. Everest & Jennings, Inc., 883 F.2d 1223, 1230 (3d Cir. 1989) (quoting Murray v. Fairbanks Morse, 610 F.2d 149, 152 (3d Cir. 1979)).

III. DISCUSSION

A. PU's Rule 50(b) Motions for Judgment on the Pleadings

During the trial, PU raised three grounds for judgment as a matter of law under Rule 50(a): (1) TZE's intentional interference claim should be dismissed because there was no evidence of a contract between TZE and Essity, Tr.2 at 198:18204:4; (2) TZE's unjust enrichment claim could not...