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Louis R. Vallies, Individually and On Behalf of All Similarly Situated Vehicle Buyers v. Sky Bank

September 28, 2011


The opinion of the court was delivered by: David Stewart Cercone United States District Judge

Electronic Filing


Presently before the court is the plaintiff class' petition seeking an award of $700,376.82 for attorney fees and costs that were incurred during the seven years of litigation that led to the parties entering into an agreement to resolve the litigation on December 10, 2007. For the reasons set forth below, the petition will be granted in part and denied in part. After making adjustments to the specific hours claimed primarily to eliminate time spent on unsuccessful claims and issues, the court will approve an award of $515,708.70 in attorney fees and costs of $7,777.47, for a total award of $523,486.17.

The underlying facts giving rise to the successful portion of this protracted litigation were summarized by the United States Court of Appeals for the Third Circuit in Vallies v. Sky Bank, 432 F.3d 493 (3d Cir. 2006):

[Louis] Vallies obtained a loan from Sky Bank to purchase a truck from Phil Fitts Ford. Fitts, a licensed motor vehicle dealer, arranged the loan between Sky Bank and Vallies. It is undisputed that the loan entered into between Vallies and Sky Bank financed, in part, a $395.00 charge for Guaranteed Auto Protection ("GAP"), a form of debt cancellation coverage, that was not incorporated into Sky Bank's calculation of the total finance charge. It is likewise undisputed that the agreement specifying the terms of the loan did not individually itemize the GAP premium but combined the premium with a fee for service contract itemized as "To National Auto." On the same day as he signed the loan agreement with Sky Bank, Vallies signed a separate form entitled "GAP Waiver Agreement" that contained the correct cost of the GAP premium and the required [Truth In Lending Act] disclosures concerning the exclusion of the GAP premium from finance charges.

This separate GAP Waiver form was not incorporated into Sky Bank's loan and Sky Bank was not a party to the GAP Waiver agreement. Moreover, nothing contained in the agreement would suggest to Vallies that Fitts was acting on the bank's behalf in entering it. Instead, the agreement was signed only by Vallies and Fitts.

Id. at 494. Pursuant to defendant's motions to dismiss, this court had ruled that because Vallies had received all of the information as part of the total financial transaction, the "fact that disclosures were made on a DNA [third-party] form, rather than on Sky Bank letterhead" was inconsequential. This ruling was based on the rationale that Vallies did receive all of the disclosure information and the applicable regulation permits the disclosures to be made together with or separately from other required disclosures. Id. at 494-95.

On appeal, the Third Circuit considered whether Sky Bank violated the provisions of the Truth In Leading Act ("TILA") when it excluded certain debt cancellation fees from the calculation of the finance charge without disclosing the amount of the fees and that the debt cancellation coverage was voluntary, despite the fact that those disclosures ultimately were made by a non-creditor third party. Id. at 493. It held "that under the relevant sections at issue, the TILA does not permit a creditor to delegate its disclosure responsibility but requires all pertinent disclosures to be made by a single creditor." Id. at 494.

The backdrop leading to the above ruling and the judgment in this court that eventually followed is set forth below.

On August 1, 2001, Vallies commenced this lawsuit against Sky Bank by filing an eleven count class-action complaint. The original complaint set forth counts for violations of the TILA (Counts I-IV); the Pennsylvania Banking Code of 1965, 7 P.S. §§ 301, et seq. (Counts V and VI); the Motor Vehicle Sales Finance Act, 69 P.S. § 601, et seq. (Counts VII and IX); the Pennsylvania Unfair Trade Practices and Consumer Protection Law, 73 P.S. §§ 201-1, et seq. (Count VIII); and the Pennsylvania Goods and Services Installment Sales Act, 73 P.S. §§ 1101, et seq. (Counts X and XI).

After filing the complaint, Vallies received multiple extensions to file an amended complaint. The amended complaint was filed on November 14, 2001, and contained twelve counts. It advanced the following claims: TILA violations (Counts I-IV); Banking Code violations (Counts V and VIII); Pennsylvania Goods and Services Installment Sales Act violations (Counts VI and VII); a Pennsylvania Fair Credit Extension Uniformity Act violation, 73 P.S. § 2270 et seq. (Count IX); a Pennsylvania Unfair Trade Practices and Consumer Protection Law violation (Count X); a violation of Pennsylvania' Maximum Charge Law, 42 P.S. § 502 (Count XI); and a breach of the contract between Vallies and defendant (Count XII).

Sky Bank responded by filing a partial motion to dismiss, which sought dismissal of Counts II, III and V-VIII. Motion to Dismiss (Doc. No. 12). On August 15, 2002, the motion was granted in part, and Counts III and V-VIII were dismissed. Memorandum Order of August 15, 2002 (Doc. No. 23).

On August 30, 2002, Vallies filed a motion for reconsideration solely with respect to the dismissal of Count III. Motion for Reconsideration (Doc. No. 25). On September 5, 2002, he filed a motion for class certification. Motion for Class Action Certification (Doc. No. 27). This was followed by a motion for declaratory judgment and permanent injunction under Rule 65. Motion for Declaratory Judgment and Permanent Injunction (Doc. No. 29). All of these motions were denied on October 28, 2002. Memorandum Order of October 28, 2002 (Doc. No. 35).

On November 29, 2002, Vallies filed a motion to enter final judgment pursuant to Rule 54(b) with respect to Counts VI and VII. Motion to Enter Final Judgment (Doc. No. 36). This motion was withdrawn as part of a stipulation dated April 1, 2003. Stipulation (Doc. No. 43).

As part of the stipulation Sky Bank moved for summary judgment on Counts I, II, IV and IX-XII of the amended complaint. Motion for Summary Judgment (Doc. No. 44). This motion was denied on July 30, 2003, without prejudice to renew at the completion of all relevant discovery. Order of July 29, 2003 (Doc. No. 46).

Vallies filed a stipulation of dismissal on December 16, 2003, which was approved on December 17, 2004. Stipulation of Dismissal (Doc. No. 47) and Order of December 17, 2003. As a consequence, Counts I, II, IV and IX-XII were "voluntarily dismissed with prejudice."

Vallies appealed only the ruling on Count III. On January 5, 2006, the United States Court of Appeals for the Third Circuit reversed the dismissal of Count III as noted above and remanded for further proceedings. Vallies v. Sky Bank, 432 F.3d 493, 496 (3d Cir. 2006).

Following remand, a case management order was entered and Sky Bank filed an Answer on March 16, 2006. Minute Entry of March 2, 2006 (Doc. No. 52) and Case Management Order of March 2, 2006 (Doc. No. 54). Discovery followed and over the next year several discovery-related motions were filed. See Docket Entries 56-69.

On November 20, 2006, Vallies filed a motion to compel the identification of the putative class members and the disclosure of their actual loan files. Motion to Compel (Doc. No. 60). On February 20, 2007, Sky Bank moved for summary judgment on Count III based on the contention that the individual representative for Fitts at the loan closing acted as Sky Bank's agent for the purpose of providing the requisite TILA disclosures. Motion for Summary Judgment (Doc. No. 70). Extensive submissions were filed in conjunction with both motions. See Docket Entries 60, 62-64, 67-68, 70-78, 81-82, 92 and 95. Defendant's motion for summary judgment was denied on August 29, 2007. Memorandum Order of August 29, 2007 (Doc. No. 96). Vallies' motion to compel was granted. Order of August 30, 2007 (Doc. No. 97).

On October 1, 2007, defendant filed a motion to stay and submit the case to mediation, which Vallies opposed. The motion was denied on October 25, 2007. Motion to Stay (Doc. No. 99); Brief in Opposition (Doc. No. 101); Order of October 25, 2007 (Doc. No. 105). On November 21, 2007, the parties filed a joint motion for the creation of a statutory damages class and the entry of judgment in the amount of $501,000, with $500,000 being awarded to the class and $1,000 being awarded to Vallies. This motion resolved the litigation with the exception of the availability of actual damages under Count III. On December 10, 2007, the parties' joint motion was granted, with the creation of a class for the purpose of awarding statutory damages only and the proposed resolution being deemed a fair, adequate and reasonable resolution of the statutory damages claim at Count III. Order of December 10, 2011 (Doc. No. 107). A final order of relief at Count III, notice and distribution to the class, the resolution of plaintiffs' claim for attorney fees and costs and the completion of all outstanding discovery obligations were postponed until the parties resolved the issue of actual damages. Id.

On January 9, 2008, defendant moved for summary judgment on the issue of actual damages on the ground that Vallies had failed to show detrimental reliance, a requirement for such a recovery under 15 U.S.C. ยง 1640(a)(1). The motion was granted on September 22, 2008. Vallies appealed. On December 31, ...

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