The opinion
UNITED STATES DISTRICT COURT
DISTRICT OF NEW JERSEY
RAYMOND LAMAR BROWN, JOHN No. 20-cv-7907-NLH-AMD
CLARK, DESMOND ROGERS, TODD
FORD, JR. and CARLOS SOLER,
individually, and on behalf of
others similarly situated, OPINION
Plaintiffs,
v.
EUGENE CALDWELL, in his
official capacity as Warden,
Cumberland County Department of
Corrections, and CUMBERLAND
COUNTY, NEW JERSEY, et al.,
Defendants.
APPEARANCES:
KAREN A. CONFOY, ESQ.
PAUL W. KALISH, ESQ.
JEFFREY M. POLLOCK, ESQ.
CANDICE E. IHEME, ESQ.
FOX ROTHSCHILD LLP
PRINCETON PIKE CORPORATE CENTER
997 LENOX DRIVE
LAWRENCEVILLE, NJ 08648
Counsel for Plaintiffs
ANTHONY DAVID ZATKOS, JR, ESQ.
JOSEPH J. DEPALMA, ESQ.
SUSANA CRUZ HODGE, ESQ.
VICTOR A. AFANADOR, ESQ.
LITE DEPALMA GREENBERG & AFANADOR
570 BROAD STREET
SUITE 1201
NEWARK, NJ 07102
JOHN-PAUL MADDEN, ESQ.
MADDEN & MADDEN
108 KINGS HIGHWAY EAST, SUITE 200
P.O. BOX 210
HADDONFIELD, NJ 08033-0389
Counsel for Eugene Caldwell and Cumberland County,
ANTHONY DAVID ZATKOS, JR, ESQ.
LITE DEPALMA GREENBERG & AFANADOR
570 BROAD STREET
SUITE 1201
NEWARK, NJ 07102
MARY LOU GARTY
THE GARTY LAW FIRM, LLC
712 EAST MAIN STREET
SUITE 2A
MOORESTOWN, NJ 08057
Counsel for Shane Zanes
ANTHONY DAVID ZATKOS, JR, ESQ.
LITE DEPALMA GREENBERG & AFANADOR
570 BROAD STREET
SUITE 1201
NEWARK, NJ 07102
KYLE DAVID WEINBERG
WILLIAM G. BLANEY, JR.
BLANEY, DONOHUE, KARAVAN, & WEINBERG, P.C.
2123 DUNE DRIVE
SUITE 11
AVALON, NJ 08202
Counsel for Roberto Ortiz
ANTHONY DAVID ZATKOS, JR, ESQ.
LITE DEPALMA GREENBERG & AFANADOR
570 BROAD STREET
SUITE 1201
NEWARK, NJ 07102
JOHN-PAUL MADDEN, ESQ.
MADDEN & MADDEN
108 KINGS HIGHWAY EAST, SUITE 200
P.O. BOX 210
HADDONFIELD, NJ 08033-0389
Counsel for Charles Warren
ANTHONY DAVID ZATKOS, JR, ESQ.
LITE DEPALMA GREENBERG & AFANADOR
570 BROAD STREET
SUITE 1201
NEWARK, NJ 07102
MICHAEL L. TESTA, ESQ.
STEPHEN ERNEST PARREY
JUSTIN ROBERT WHITE
TESTA HECK TESTA & WHITE, PA
424 LANDIS AVENUE
VINELAND, NJ 08360
Counsel for Loren Joynes
WILLIAM J. HUGHES, JR., ESQ.
PORZIO, BROMBERG & NEWMAN, P.C.
100 SOUTHGATE PARKWAY
P.O. BOX 1997
MORRISTOWN, NJ 07962-1997
Special Master
HILLMAN, District Judge
Before the Court is Defendants Cumberland County New Jersey
and Eugene J. Caldwell II’s Motion to Enforce the Settlement
Agreement (ECF 484) and Motion to Stay Pending the Court’s
Determination on the County Defendants’ Motion to Enforce a
Settlement Agreement (ECF 499). For the reasons expressed below
both motions will be denied.
I. BACKGROUND
Because this matter has an extensive procedural history,
and because the Court writes for the parties, the Court will
limit its explanation of the background to information
specifically necessary to resolve the instant motion.
On March 30, 2023, Defendants Cumberland County New Jersey
(“Cumberland County”) and Eugene J. Caldwell II (“Caldwell”)
(collectively, the “County Defendants”) filed a Motion to
Enforce a Settlement (“Motion to Enforce”) (ECF 484) and
supporting brief (ECF 485). The County Defendants further filed
a Motion to Stay Pending the Court’s Determination on the County
Defendants’ Motion to Enforce a Settlement Agreement (ECF 499)
and supporting brief (ECF 500) on April 21, 2023. (ECF 499). On
May 1, 2023, Plaintiffs filed a response to both motions (ECF
504) and supporting declaration (ECF 505). On May 2, 2023,
Defendant Shane Zanes filed a letter requesting to join in the
Motion to Stay (ECF 506) and a letter requesting to join in the
Motion to Enforce (ECF 508). Similarly, on May 3, 2023,
Defendant Charles Warren filed letters seeking to join in the
Motion to Enforce (ECF 510) and Motion to Stay (ECF 511). On
May 4, 2023, Plaintiffs filed a letter objecting to Zanes’ and
Warren’s notices of joinder in the motions, stating that “they
were filed only after Plaintiffs filed their opposition to the
County Defendants’ motions, which noted that the individual
Defendants had not yet participated in any settlement
discussions with Plaintiffs, and also that the individual
Defendants, who are the parties against whom the contempt motion
was filed, agreed to the schedule for the contempt motion and
never previously requested a stay.” (ECF 512). Finally, on May
8, 2023, Cumberland County and Caldwell filed their reply. (ECG
518).
II. LEGAL STANDARD
The law governing the enforcement of a settlement agreement
holds that a settlement agreement between parties to a lawsuit
is a contract like any other contract. Peskin v. Peskin, 638
A.2d 849, 856 (N.J. Super. Ct. App. Div. 1994) (citing Nolan v.
Lee Ho, 577 A.2d 143, 146 (N.J. 1990)). “A contract is formed
where there is offer and acceptance and terms sufficiently
definite that the performance to be rendered by each party can
be ascertained with reasonable certainty.” U.S. v. Lightman,
988 F. Supp. 448, 458 (D.N.J. 1997) (citing Weichert Co.
Realtors v. Ryan, 608 A.2d 280, 284 (1992)). A contract is
enforceable where the parties agree on all essential terms and
“manifest an intention to be bound by those terms.” Id.
However, if the parties do not agree on one or more essential
terms, courts generally find that the agreement is
unenforceable. Id.
The party seeking to enforce the alleged settlement
agreement has the burden of proving the existence of an valid
contract. Id. Courts treat a motion to enforce settlement
under the same standard as a motion for summary judgment because
the central issue is whether there is any disputed issue of
material fact as to the validity of the settlement agreement.
Tiernan v. Devoe, 923 F.2d 1024, 1031 (3d Cir. 1991).
Summary judgment is appropriate where the Court is
satisfied that the materials in the record, including
depositions, documents, electronically stored information,
affidavits or declarations, stipulations, admissions, or
interrogatory answers, demonstrate that there is no genuine
issue as to any material fact and that the moving party is
entitled to a judgment as a matter of law. Celotex Corp. v.
Catrett, 477 U.S. 317, 322 (1986); Fed. R. Civ. P. 56(a).
An issue is “genuine” if it is supported by evidence such
that a reasonable jury could return a verdict in the nonmoving
party’s favor. Anderson v. Liberty Lobby, Inc., 477 U.S. 242,
248 (1986). A fact is “material” if, under the governing
substantive law, a dispute about the fact might affect the
outcome of the suit. Id. “In considering a motion for summary
judgment, a district court may not make credibility
determinations or engage in any weighing of the evidence;
instead, the non-moving party’s evidence ‘is to be believed and
all justifiable inferences are to be drawn in his favor.’”
Marino v. Industrial Crating Co., 358 F.3d 241, 247 (3d Cir.
2004) (quoting Anderson, 477 U.S. at 255).
Initially, the moving party has the burden of demonstrating
the absence of a genuine issue of material fact. Anderson, 477
U.S. at 256. Once the moving party has met this burden, the
nonmoving party must identify, by affidavits or otherwise,
specific facts showing that there is a genuine issue for trial.
Id. Thus, to withstand a properly supported motion for summary
judgment, the nonmoving party must identify specific facts and
affirmative evidence that contradict those offered by the moving
party. Id. at 256-57. A party opposing summary judgment must
do more than just rest upon mere allegations, general denials,
or vague statements. Saldana v. Kmart Corp., 260 F.3d 228, 232
(3d Cir. 2001).
III. DISCUSSION
a. Motion to Enforce
The County Defendants argue that “[t]he parties no longer
disagree as to any of the unambiguous material terms” of the
alleged settlement agreement. (ECF 485 at 15). They explain
that the final modifications that Plaintiffs proposed were
implemented and resolved all remaining material issues, and
“what was left was a binding and enforceable agreement on the
material terms to settle this case.” (Id.). The County
Defendants argue that the only remaining issues are Plaintiffs’
applications for attorneys’ fees and class representative
awards, which “may readily be decided by the Court upon
Plaintiffs’ application.” (Id.). Moreover, the County
Defendants advise that “the defendants have agreed to pay
reasonable fees and incentive awards” and as such the only
remaining question is actually narrower and the only
disagreement is the amount of the attorneys’ fees and incentive
awards. (Id.). As for the terms that are in the alleged
agreement, the County Defendants argue that Plaintiffs have not
sought any changes to the COVID-19 Policy that is central to
this litigation. (ECF 518 at 11).
Plaintiffs respond that they have not entered an agreement,
as evidenced by their not signing the County Defendants’
proffered agreement, the fact that the alleged agreement has not
been presented to the members of the class, and their immediate
response to the allegedly “final” agreement stating that they do
not agree. (ECF 504 at 5, 8–9). Further, they argue that there
are “open issues, including ongoing proceedings for contempt,
and discovery pertaining to the Defendants’ failure to disclose
the illness and death of inmate Johanan Evans from COVID-19
during the preliminary injunction hearing.” (Id. at 5). In
addition, they explain that certain defendants have not been
involved in any of the settlement discussions. (Id.).
Plaintiffs argue that under pertinent New Jersey law, there
is no enforceable settlement agreement. First, they assert that
because the County Defendants asked Plaintiffs to sign the
purported final settlement agreement, the lack of a signature on
the alleged settlement agreement indicates that no agreement was
reached. (ECF 504 at 10).
Second, they claim that there was no meeting of the minds
sufficient to form an enforceable agreement as “[t]here are
multiple unresolved issues about which the parties have not
achieved a meeting of the minds.” (Id. at 12). Specifically,
Plaintiffs advise that the County Defendants have taken the
position that the settlement should resolve all issues and the
case should be dismissed in its entirety, which Plaintiffs’
dispute as there are “ongoing court proceedings for contempt,
and ongoing discovery of County Defendants’ communications with
their prior counsel related to the Evans/crime fraud issue.”
(Id.). In addition, Plaintiffs aver that the current draft
settlement agreement includes proposed changes that were never
discussed. (Id.).
Third, Plaintiffs advise that at this time they are unable
to represent that the purported settlement agreement constitutes
a fair, reasonable, or adequate settlement, as required for
class settlement pursuant to Federal Rule of Civil Procedure 23.
(ECF 13–14).
Finally, Plaintiffs dispute the County Defendants’ position
that the Prison Litigation Reform Act “precludes them from
voluntarily paying attorneys’ fees in any amount.” (Id. at 15).
This Court focuses its analysis on Plaintiffs’ argument
that there has not been a meeting of the minds, as this is
central to the question of whether a binding settlement
agreement exists. See Martin v. Hoveround Corp., No. 10-3970,
2011 WL 742573, 2011 U.S. Dist. LEXIS 18800 (D.N.J. Feb. 24,
2011) (citation omitted) (quoting Lightman, 988 F. Supp. at 458)
(“A settlement agreement is a binding contract that courts will
not vacate absent compelling circumstances. But like any
contract, it is only ‘enforceable if the parties agree on
essential terms, and manifest an intention to be bound by those
terms.’”).
It is apparent from the communications provided between the
parties that there has not yet been an agreement. While the
parties have apparently made progress on certain elements of a
settlement agreement, there are outstanding issues. We look
first to an email from Plaintiffs’ counsel from March 10, 2023.
(ECF 504-1 at 54). In this email, Plaintiffs’ counsel provides
edits on particular provisions of the working settlement
agreement. (Id.). However, Plaintiffs’ counsel notably does
not limit its edits to the listed comments. (Id.) Instead, the
email also indicates a continued question on fees, and requests
further response to Plaintiffs’ demand. (Id.). Moreover,
Plaintiffs’ counsel explicitly states, “we do expect a response
to the fee demand before we engage in further discussions about
other terms of the Agreement.” (Id.). This sentence indicates
both that the fee demand is an ongoing issue that has not been
agreed upon and that Plaintiffs intend to engage in further
discussion on additional terms in the draft agreement.
On March 21, 2023, at 5:41 p.m. counsel for the County
Defendants responds with “a final settlement agreement” and
states: “On the merits, we have reached an agreement. The only
issue left is your fee application. We reserve the right to
challenge it.” (Id. at 58). They then request that Plaintiffs
execute the attached agreement. (Id.). That same day a 5:46
p.m., only five minutes later, Plaintiffs’ counsel responds: “I
disagree that we have a ‘final settlement agreement.’ . . .
under no conditions do you have our agreement that this is
agreed to.” (Id. at 92). Plaintiffs’ counsel expands upon this
response on March 24, 2023, stating as follows:
We do not accept your unilateral decision
that the settlement will no longer include
settlement of the attorneys’ fees incurred
outside the anticipated pro bono assignment,
or the named plaintiffs’ incentive awards.
Your clients agreed to include these terms
and their decision to renege is bad faith.
We will not engage in further settlement
discussions of any terms on any basis other
than as previously agreed. Any
representation that you made to any other
party that Plaintiffs had agreed to the
terms of agreement you circulated as ‘final’
must be corrected.
(Id. at 96).
It is clear from the communications provided that a full
agreement has not been reached. There was never any indication
from Plaintiffs that they were content with the drafted terms or
with the agreement as written. Although Plaintiffs have not
detailed every objection to the latest settlement agreement
draft, they clearly indicated in their correspondence that there
were additional terms that they wanted to discuss further. (See
Id. at 54). Thus, the settlement correspondence reveals that
discussions were incomplete at the time the County Defendants
filed the instant motion.
The County Defendants take the position that the material
terms of the agreement are all agreed upon and the question of
the amount of fees and incentive awards can be addressed
separately. However, even setting aside this dispute Plaintiffs
have pointed to at least one material outstanding term. (ECF
485 at 10). “Where the parties do not agree on one or more
essential terms, however, courts generally hold that the
agreement is unenforceable.” Lightman, 988 F. Supp. at 458.
Plaintiffs explain that the alleged settlement agreement
purports to resolve all issues. (ECF 504 at 12). They aver
that they never agreed to that. (Id.). Rather, the question of
the ongoing contempt proceedings and Evans/crime fraud issue
remain. (Id.). Defendants accuse that “Plaintiffs’ counsel
never mentioned that a global settlement would not resolve the
Evans or contempt issues.” (ECF 518 at 11). From the County
Defendants’ own representation, there does not appear to have
been discussion on this point and accordingly does not appear to
be a meeting of the minds as to whether the contempt issues
would be resolved by the settlement. At the very least, there
appears to be a disputed fact here, and as such the County
Defendants have not carried their burden in seeking to enforce
the alleged agreement. Because we have determined that there
has not been a meeting of the minds on at least one essential
term, we need not address Plaintiffs’ additional arguments
against enforcing the settlement agreement.
Moreover, while New Jersey public policy favors enforcing
settlement agreements, we note that this is not an instance
where a party agreed and then sought to get out of the terms
they agreed upon. See Lightman, 988 F. Supp. at 465.
Plaintiffs’ immediate response to the County Defendants’ proffer
of a purportedly final settlement agreement was that they did
not agree. (ECF 504-1 at 92). Plaintiffs responded within five
minutes of receiving the allegedly final agreement. (Id.). The
County Defendants cannot unilaterally determine that the
settlement negotiations are complete. Because the settlement
communications before this Court indicate that there has not
been a meeting of the minds on all material terms, the Motion to
Enforce will be denied.
b. Motion to Stay
The County Defendants’ Motion to Stay asks this Court to
stay the case pending its decision on the Motion to Enforce. As
this Opinion and the accompanying Order resolve the Motion to
Enforce, there is no longer a need for a stay. Thus, the Motion
to Stay will be denied as moot.
IV. CONCLUSION
For the reasons expressed above, the County Defendants’
Motion to Enforce and Motion to Stay will be denied.
An appropriate order will be entered.
Date: May 17, 2023 s/ Noel L. Hillman
At Camden, New Jersey NOEL L. HILLMAN, U.S.D.J.