Opinion
Civil Action No. 03-6727.
January 6, 2005
MEMORANDUM/ORDER
Currently before the Court is plaintiffs Motion for Reconsideration of the Courts July 8, 2004 order dismissing SL Bonds, Inc. (SL Bonds) as a plaintiff. In the alternative, plaintiffs request leave to file an Amended Complaint.
Motions for reconsideration should only be granted in three specific instances: when there has been an intervening change in the law, where new evidence has emerged that was not previously available, or where there is a need to correct a clear error of law or prevent manifest injustice. See, e.g., General Instrument Corp. v. Nu-Tek Electronics Mfg., Inc., 3 F. Supp. 2d 602, 606 (E.D. Pa. 1998). As there has been no intervening change in the controlling law, and no new evidence has been presented, plaintiffs argue that granting the motion to dismiss was a clear error of law, and that granting the motion for reconsideration will prevent manifest injustice. Plaintiffs base this argument on the assertion that SL Bonds is a third party beneficiary to the Settlement Agreement at issue in this case.
As laid out by the Supreme Court of Pennsylvania in Scarpitti v. Weborg, a party is a third party beneficiary in one of two situations. 609 A.2d 147 (Pa. 1992). First, a party is a third party beneficiary to a contract when both parties to the contract express an intention that the third party benefit from it. Scarpitti, 609 A.2d at 150-51. Here, there was no such express intention. Additionally, a party is entitled to third party beneficiary status where the circumstances are so compelling that recognition of the beneficiarys right is appropriate to effectuate the intent of the parties, and the performance satisfies an obligation of the promisee to pay money to the beneficiary, or there are other circumstances that suggest that the promisee intended that the third party benefit from the contract. Scarpitti, 609 A.2d at 150-151. There is nothing to suggest that any of the parties to the Settlement Agreement intended that SL Bonds benefit from it. Further, RAIT, the promisee in the Settlement Agreement, has alleged no obligation to pay money to SL Bonds. Therefore, SL Bonds is not a third party beneficiary to the Settlement Agreement. As a result, there was no clear error of law which could be corrected by a motion for reconsideration.
Motions to amend are governed by Rule 15 of the Federal Rules of Civil Procedure. Specifically, Rule 15(a) states that parties may amend their complaints freely early in a case, but may only amend a complaint by leave of the court or written consent of the adverse party after the expiration of the time period set out in the rule. Fed.R.Civ.P. 15. However, the rule goes on to state that leave shall be freely given when justice so requires. Fed.R.Civ.P. 15. The Supreme Court, in Foman v. Davis, clarified this standard by stating that in the absence of a reason such as undue delay, bad faith, dilatory motive, repeated failure to cure deficiencies, undue prejudice to the opposing party or futility of amendment, leave should be freely given. Foman v. Davis, 371 U.S. 178, 182 (1962). An amendment to plaintiffs complaint would be futile, however, because their amended complaint does nothing more than allege the bare legal elements required to prove that it is a third party beneficiary to the Settlement Agreement without alleging additional facts on this issue.
For the foregoing reasons, plaintiffs Motion for Reconsideration is DENIED. Their request for leave to file an Amended Complaint is also DENIED.