United States District Court, D. Connecticut
RULING RE: MOTION FOR SUMMARY JUDGMENT (DOC. NO.
C. Hall, United States District Judge
plaintiffs, Marcelo de Miranda Lopes (“Lopes”)
and American Trade and Investment Services Corporation
(“American”), bring this breach of contract and
unjust enrichment action against the defendant, Webster Bank,
N.A. (“Webster Bank”). See Complaint
(“Compl.”) (Doc. No. 1). Count One of the
Complaint alleges that Webster Bank breached a contractual
agreement with Lopes and American when it placed a hold on an
American deposit account for 45 days. See id. at
¶¶ 10-38. Count Two alleges that, as a result of
this breach of contract, Webster Bank was unjustly enriched.
See Id. at ¶¶ 39-41. The plaintiffs allege
that the 45-day hold caused American to go out of business
and Lopes to suffer financial loss and damage to his
reputation, and request money damages in the amount of $10,
200, 000. See Compl. at 7.
Bank now moves for summary judgment. See generally
Motion for Summary Judgment (“Def.'s Mot.”)
(Doc. No. 32). In support of its Motion, Webster Bank argues
that the contractual agreement between the parties allowed
them to place a 45-day hold on the deposit account and,
therefore, the hold was not a breach of contract. Memorandum
in Support of Motion for Summary Judgment (“Def.'s
Mem.”) (Doc. No. 34) at 19-23. Webster Bank further
argues that the plaintiffs have no evidence that it derived
any benefit from the 45-day hold and have, therefore, failed
to create a genuine dispute of fact with respect to the
unjust enrichment claim. Id. at 23- 25.
reasons that follow, Webster Bank's Motion for Summary
Judgment (Doc. No. 32) is granted.
facts in this case are largely undisputed. Lopes is a
resident of Brazil and the sole owner of American.
See Defendant's Rule 56(a)(1) Statement of Facts
(“Defendant's Statement”) (Doc. No. 33) at
¶ 4; Plaintiffs' Reply to Defendant's Statement
of Facts (“Plaintiffs' Statement”) (Doc. No.
37) at ¶ 4. At all relevant times, Attorney Daniel
Greenberg had an attorney/client relationship with Lopes and
represented several U.S.-based companies on Lopes's
behalf, including American. See Affidavit of
Attorney Greenberg (“Greenberg Aff.”) (Doc. No.
40-11) at ¶¶ 7, 11, 15. In 2011, Attorney Greenberg
communicated with Webster Bank about opening a business
account for American, primarily through Calista Cafora
(“Cafora”), Assistant Manager of the Webster Bank
branch in Monroe, Connecticut. See id. at
¶¶ 13-17. Webster Bank asserts that the account was
opened on July 22, 2011, see Defendant's
Statement at ¶¶ 1-2, 10, while the plaintiffs
assert that the account was opened on July 27, 2011,
see Plaintiffs' Statement at ¶¶ 1-2,
10. Webster Bank asserts that it is Webster Bank's policy
and practice to provide a document entitled Deposit Account
Disclosures for Business Accounts (“Deposit Account
Disclosures”) to all business account customers before
they open an account, which document contains contract terms
to which account owners are bound. See
Defendant's Statement at ¶¶ 13-14; Exh. 3,
Defendant's Statement (“Deposit Account
Disclosures”) (Doc. No. 33-3) at 17-52. The plaintiffs
emphatically deny ever receiving such a document.
See Plaintiff's Statement at ¶¶ 13-
14. In pertinent part, “Deposit Account Disclosures for
Business Accounts” provides as follows:
Right to Refuse Any Deposit, to Close Any Account, or
to Terminate Account Services. We reserve the right
to refuse to accept your deposit, including a new account
deposit, and to close your Account at any time, without
notice, if we have sustained a loss or reasonably believe
that we will be exposed to risk or loss, or for other lawful
reasons. . . . We also reserve the right to refuse to offer
any account service . . . or to terminate or freeze any of
your Account services at any time. . . .
We reserve the right to freeze or hold your Account in the
event of a dispute concerning the Account, or if we
reasonably believe that we may be exposed to loss or risk if
your Account is not frozen or held. . . . The hold may remain
in place until dispute resolution, or until we are otherwise
assured that we are not at risk by releasing the hold.
. . . .
YOUR ABILITY TO WITHDRAW FUNDS
. . . . When you make a deposit, the availability of funds
may be delayed in accordance with funds availability laws
(“Hold Period”). During the Hold Period, you may
not withdraw these funds in cash, and we are not required to
use the funds to pay checks drawn on your Account that have
been presented for payment. If you need immediate
availability from a deposit, please ask us when the funds
will be available for withdrawal.
Not all checks will clear during the applicable Hold Period.
You are responsible for returned items that have been
credited to and withdrawn from your Account.
. . . .
Please Note: Funds That You Deposit By Check May Be Delayed
For A Longer Period Under the Following Circumstances:
. We reasonably believe that a check you
deposit will not be paid; . You deposit
checks totaling more than $5, 000 on any one (1) day[.]
Deposit Account Disclosures at 7-8, 22.
undisputed that, on July 26, 2011, Cafora sent an email to
one of Greenberg's employees. In pertinent part, that
email responded to the question, “[C]an you tell us
what the cycle time will be for the money to be
available?” as follows:
With checks deposited it will be 1 business day for local
checks and 2 business days for non local (this is all based
on our funds availability which goes off of the first 4
numbers of the routing number) It is in our disclosures, if
you would like another I can give it to Daniel [Greenberg]
when he stops by today just let me know.
Exh. 11, Defendant's Statement (Doc. No. 33-11) at 11.
undisputed that, on July 27, 2011, several checks were
deposited in American's Webster Bank account, totaling
$18, 186.71. See Defendant's Statement at ¶
18; Plaintiffs' Statement at ¶ 18. It is further
undisputed that, on August 2, 2011, Webster Bank debited
American's Webster Bank account $7, 533.25 because a
check was returned. See Defendant's Statement at
¶ 19; Plaintiffs' Statement at ¶ 19.
Thereafter, Webster Bank placed a hold on American's
Webster Bank account that remained in effect until September
15, 2011. See Defendant's Statement at ¶
22; Plaintiff's Statement at ¶ 22. Webster Bank
asserts that the hold was placed on the account because
“in American's very first deposit . . . the single
largest item that was deposited . . . was returned
immediately.” Def.'s Mem. at 22; see
Defendant's Statement at ¶ 18; Plaintiffs'
Statement at ¶ 18. On September 15, 2011, all the funds
in the account were made available to American; Webster Bank
did not withhold any portion of the funds for fees or other
expenses. See Defendant's Statement at ¶
23; Plaintiff's Statement at ¶ 23.
motion for summary judgment, the burden is on the moving
party to establish that there are no genuine issues of
material fact in dispute and that the party is entitled to
judgment as a matter of law. See Anderson v. Liberty
Lobby, Inc., 477 U.S. 242, 256 (1986); Wright v.
N.Y. State Dep't of Corr., 831 F.3d 64, 71-72 (2d
Cir. 2016). Once the moving party has met its burden, in
order to defeat the motion, the nonmoving party “must
set forth specific facts showing that there is a genuine
issue for trial, ” Anderson, 477 U.S. at 256,
and present “such proof as would allow a reasonable
juror to return a verdict in [its] favor, ” Graham
v. Long Island R.R., 230 F.3d 34, 38 (2d Cir. 2000).
“An issue of fact is genuine and material if the
evidence is such that a reasonable jury could return a
verdict for the nonmoving party.” Cross Commerce
Media, Inc. v. Collective, Inc., 841 F.3d 155, 162 (2d
assessing the record to determine whether there are disputed
issues of material fact, the trial court must “resolve
all ambiguities and draw all inferences in favor of the party
against whom summary judgment is sought.” LaFond v.
Gen. PhysicsServs. Corp., 50 F.3d 165, 175 (2d
Cir. 1995). “Where it is clear that no rational finder
of fact ‘could find in favor of the nonmoving party
because the evidence to support its case is so slight, '
summary judgment should be granted.” F.D.I.C. v.
Great Am. Ins. Co., 607 F.3d 288, 292 (2d Cir. 2010)
(quoting Gallo v. Prudential Residential Servs., Ltd.
P'ship, 22 F.3d 1219, 1224 (2d Cir. 1994)). On the
other hand, where “reasonable minds could differ as to
the import of the ...