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1
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MEMORANDUM OF LAW IN SUPPORT OF PLAINTIFFS MOTION IN LIMINE
|
EXTRACTED KEY WORDS
TESTIMONY CREDIT CARD BANK COURT ADVANTA TLP DELAWARE FLEET STEM TLP PROCESSING ISSUERS OPINIONS LLP NATIONAL BANK SUPPORT STERN FEDERAL STREET DEPOSITION MISCODING CARD SERVICES CARD HOLDINGS PLAINTIFFS PROPOSED TESTIMONY INCIDENTS CUSTOMERS ANGELL FEDERAL STREET BOSTON MASSACHUSETTS AUTHORITIES |
ORIGINAL
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEETBOSTON FINANCIAL CORP.;
FLEET NATIONAL BANK, FLEET
BANK (RI), NATIONAL
ASSOCIATION; FLEET CREDIT
CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC. C.A. No. 16912-NC,
Ti `->
Plaintiffs,
V.
ADVANTA CORP.; ADVANTA
NATIONAL BANK; ADVANTA
MSURANCE COMPANY; and
ADVANTA LIFE INSURANCE
COMPANY
Defendants.
MEMORANDUM OF LAW IN SUPPORT OF PLAINTIFFS' MOTION IN
LIMINE TO EXCLUDE THE EXPERT REPORT AND
EXPERT TESTIMONY OF JEFFREY L. STERN
OF COUNSEL:
Peter J. Kahn Arthur G. Connolly, III
Dennis M. Black CONNOLLY, BOVE, LODGE
David H. Angeli & HUTZ LLP
WILLIAMS & CONNOLLY LLP 1220 Market Building
725 Twelfth Street, N.W. P.O. Box 2207
Washington D.C. 20005-5901 Wilmington, Delaware 19899
(202) 434-5000 (302) 658-9141
John A. Houlihan
Steven M. Cowley
EDWARDS 8~ ANGELL, LLP
101 Federal Street
Boston, Massachusetts 02110
(617) 439-4444
SNIPPETS:
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2
.
FLEETS OPENING STATEMENT
|
EXTRACTED KEY WORDS
FLEET CREDIT CARD INTRODUCTORY RATE BALANCES COURT DAMAGES AMOUNT ACCOUNTS EVIDENCE PROMOTIONS CLOSING CONTRIBUTION AGREEMENT CUSTOMERS PARTIES COUNTERCLAIM MISCODING PROBLEM CREDIT CARD SERVICES NATIONAL BANK SMARTMOVE ACCOUNTS BALANCE TRANSFERS TRANSACTION PRICING TERMS PROMOTIONAL CAMPAIGNS CONSUMER CREDIT CARD RELATIONSHIP MANAGEMENT FDR SUPPORT METHODOLOGY CALCULATION PRECISE AMOUNT STIPULATIONS |
ORIGINAL
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEETBOSTON FINANCIAL CORP., FLEET
NATIONAL BANK; FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET
CREDIT CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC.,
Plaintiffs and
Counterclaim-Defendants,
V. C.A. No. 16912-NC
ADVANTA CORP.; ADVANTA NATIONAL
BANK; ADVANTA INSURANCE
COMPANY; and ADVANTA LIFE
INSURANCE COMPANY,
Defendants and
Counterclaim-Plaintiffs.
FLEET'S OPENING STATEMENT
The plaintiffs, collectively "Fleet," respectfully submit this Opening
Statement to preview for the Court the facts that Fleet expects the evidence at trial will
establish.
The Court's October 11,200l Order granting Fleet partial summary
judgment on Count IX of Fleet's Complaint has significantly reduced the number of
issues to be tried. While the Court left for trial the precise amount of Fleet's damages on
the issues on which it granted Fleet summary judgment, the parties' stipulations have
narrowed that damages issue still further so that the issue will take up little if any time at
trial.'
Fleet's remaining claims and Advanta's remaining counterclaims
predominantly involve issues that the parties have not yet addressed in any detail before
SNIPPETS:
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3
.
LETTER OPINION
|
EXTRACTED KEY WORDS
FLEET AMOUNT CONTESTED AMOUNT ESQUIRE SUMMARY JUDGMENT MOTION DISPUTE ESQUIRE ARTHUR COURT TODD SCHILTZ REARGUMENT CONTENTION ADJUSTMENTS FACTS AFFIDAVIT COUNSEL REASONS CONCEDES SUPPORT OPENING ACCOUNTING BALANCE OPINION ADVANTA ARGUES EVIDENCE DEL HOLDING MOORE |
C O U R T O F C H A N C E R Y
OF THE
STATE OF DELAWARE
J A C K 8. J A C O B S
"ICE-CHANCELLOR
November 2,200l
Todd C. Schiltz, Esquire
Wolf, Block, Schorr and Solis-Cohen LLP
One Rodney Square, Suite 300
920 King Street
Wilmington, DE 19801
Arthur G. Connolly, III, Esquire
Connolly, Bove, Lodge & Hutz LLP
1220 Market Building
P.O. Box 2207
Wilmington, DE 19899
Re: Fleet Financial Group, Inc.,
et al. v. Advanta Corp., et al.
Civil Action No. 16912-NC
Date Submitted: October 18.2001
Dear Counsel:
In an opinion dated October 11, 200 1 ("Opinion"), this Court granted
partial summary judgment in favor of Fleet on Count IX of Fleet's claim.
Advanta then moved for reargument, contending that this Court erred in
granting summary judgment on that portion of Fleet's claim that concerns an
$848,571 adjustment to the Prepaid Securitization Transaction Expense
Account (the "contested amount"). This is the Court's decision on
Todd C. Schiltz, Esquire
Arthur G. Connolly, III, Esquire
November 2,200I
Page 2
SNIPPETS:
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4
.
JOINT PRE-TRIAL STIPULATION AND ORDER
|
EXTRACTED KEY WORDS
ADVANTA CREDIT CARD COURT COUNTERCLAIM PURSUANT PARTIES CONTRIBUTION AGREEMENT SMARTMOVE ACCOUNTS CLOSING BALANCE SHEET TRANSACTION INTRODUCTORY RATE PORTION AMOUNT DISPUTE BUSINESS LIABILITIES ADJUSTMENT ADVANTA OWES FLEET AGREED DEFICIT JOINT PRE-TRIAL STIPULATION CARD CUSTOMERS NATIONAL BANK CALCULATION TAX DISTRIBUTIONS CONTRIBUTED ASSETS RECEIVABLES INSURANCE COMPANY INTERIM PERIOD TRANSFERRED LIABILITIES |
C,lqiGiNAL ::c
IN THE COURT OF CHANCERY OF T S ATE OF DELAWARE ,,..`,I :y
IN AND FOR NEW CASTLE COUNTY `~i.
_ _
`_
FLEET FINANCIAL GROUP, INC.; FLEET `/\
NATIONAL BANK; FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET
CREDIT CARD SERVICES,
FLEET CREDIT CARD HOLDINGS, INC.
V. C.A. No. 16912NC
ADVANTA CORP.; ADVANTA
NATIONAL BANK; ADVANTA
INSURANCE COMPANY; and ADVANTA
LIFE INSURANCE COMPANY
Defendants.
JOINT PRE-TRIAL STIPULATION AND ORDER
Pursuant to Court of Chancery Rule 16 and Paragraph 6 of this Court's Revised
Scheduling Order dated May 16,2001, the Plaintiffs (referred to collectively as "Fleet")
and the Defendants (referred to collectively as "Advanta") submit the following Joint Pre-
Trial Stipulation and Order.
I. STATEMENT OF THE NATURE OF THE ACTION
The parties submit the following statement of the Nature of the Action as a helpful
summary of the transaction underlying this dispute as well as the claims and counterclaims
remaining for trial. The parties do not "stipulate" to this portion of the Joint Pre-Trial
Stipulation and Order. The facts as to which the parties do stipulate are set forth in Section
VI of this Joint Pre-Trial Stipulation and Order beginning on page 14.
A. The Transaction
SNIPPETS:
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5
.
MEMORANDUM OF LAW IN SUPPORT OF MOTION FOR SUMMARY JUDGMENT
|
EXTRACTED KEY WORDS
FLEET CREDIT CARD ACCOUNT COUNTERCLAIM SUMMARY JUDGMENT DAILY REMITTANCES PNC ACCOUNT BANK LAW CLOSING BALANCE SHEET TRUST ACCOUNT INTERIM PERIOD DEFENDANTS TRUSTEES PLAINTIFFS MEMORANDUM PARTIAL SUMMARY JUDGMENT WIRE SUSPENSE ACCOUNT SECURITIZATION VII CONTRIBUTION AGREEMENT NATIONAL BANK CREDIT CARD SERVICES FIDUCIARY DUTY FCCS TRANSACTION FINANCIAL GROUP LIABILITIES RECEIVABLES |
REDACTED '
.,.- _:
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK; FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET
CREDIT CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC.
C.A. No. 16912-NC !
Plaintiffs,
1
V.
:-_
ADVANTA CORP., ADVANTA NATIONAL $
BANK; ADVANTA. INSURANCE
COMPANY; and ADVANTA LIFE
INSURANCE COMPANY
Defendants.
I
MEMORANDUM OF LAW IN SUPPORT OF PLAINTIFFS' MOTION
FOR SUMMARY JUDGMENT ON COUNT VII OF THE DEFENDANTS'
COUNTERCLAIM AND PARTIAL SUMMARY JUDGMENT
ON COUNTS III AND IV OF THE DEFENDANTS' COUNTERCLAIM
OF COUNSEL:
Peter J. Kahn Arthur G. Connolly, III
Dennis M. Black CONNOLLY., BOVE, LODGE & HUT2 LLP
Glen Donath 1220 Market Etuilding
David H. Angeli P.O. Box 2207
WILLIAMS & CONNOLLY LLP Wilmington, Delaware 19899
725 Twelfth Street, N.W. (302) 658-9141
Washington, D.C. 20005-5901
(202) 434-5000
John A. Houlihan
Steven M. Cowley
EDWARDS & ANGELL, LLP
101 Federal Street
Boston, Massachusetts 02110
(617) 439-4444
SNIPPETS:
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6
.
PLAINTIFFS MEMORANDUM IN OPPOSITION TO MOTION FOR REARGUMENT AND IN SUPPORT OF MOTION TO STRIKE
|
EXTRACTED KEY WORDS
FLEET MOTION COURT WEINSTOCK AFFIDAVIT ADJUSTMENT REARGUMENT COUNSEL OPPOSITION SUPPORT MEMORANDUM SUMMARY JUDGMENT BALANCE SHEET CREDIT CARD DEL PROPOSED ADJUSTMENT NATIONAL BANK FLEET FINANCIAL GROUP PLAINTIFFS DEFENDANTS LLP EXPENSE ACCOUNT CLOSING BALANCE SHEET PREPAID SECURITIZATION SECURITIZATION EXPENSE ACCOUNT TRANSACTION EXPENSE ACCOUNT ANGELL MASSACHUSETTS AUTHORITIES PRIMARY SOURCE |
IN THE COURT OF CHANCERY OF THE STATE OF DE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK; FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET
CREDIT CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC.,
Plaintiffs and
Counterclaim-Defendants,
v. CA. No. 16912-NC
i
ADVANTA CORP.; ADVANTA NATIONAL
BANK; ADVANTA INSURANCE i
COMPANY; and ADVANTA LIFE
INSURANCE COMPANY, ;
Defendants and
Counterclaim-Plaintiffs.
PLAINTIFFS' MEMORANDUM IN OPPOSITION TO
DEFENDANTS' MOTION FOR REARGUMENT AND IN SUPPORT OF
MOTION TO STRIKE THE OCTOBER 18, 2001AFFIDAVIT OF DAVID
WEINSTOCK
OF COUNSEL:
Peter J. Kahn Arthur G. Connolly, III
Dennis M. Black CONNOLLY, BOVE, LODGE
David H. Angeli & HUTZ LLP
WILLIAMS & CONNOLLY LLP 1220 Market Building
725 Twelfth Street, N.W. P. 0. Box 2207
Washington, D.C. 20005-5901 Wilmington, Delaware 19899
(202) 434-5000 (302) 658-9141
John A. Houlihan
Steven M. Cowley
EDWARDS & ANGELL, LLP
101 Federal Street
Boston, Massachusetts 02110
(617) 439-4444
TABLE OF
SNIPPETS:
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7
.
DEFENDANTS BRIEF IN SUPPORT OF MOTION FOR REARGUMENT
|
EXTRACTED KEY WORDS
ADVANTA FLEET DISPUTE SUMMARY JUDGMENT EXPENSE ACCOUNT FACTS PREPAID SECURITIZATION BALANCE SHEET PROPOSED ADJUSTMENT REARGUMENT SUPPORT TAB WEINSTOCK COURT CLOSING BALANCE REPORT SWEGLE AMOUNT DEL PERTINENT IDENTITIES MISAPPREHENSION CONCEDE CHART COUNSEL CONCLUDING CHANDLER PORTION ARTHUR |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC., FLEET i` i~2
.~ i
NATIONAL BANK, FLEET BANK (RI), .: :.
NATIONAL ASSOCIATION, FLEET 1'
>
r.;
CREDIT CARD SERVICES, LP, and -.
.- `_
FLEET CREDIT CARD HOLDINGS, INC.,
;
Plaintiffs, i
L>c.
V. ; C.A. No. 16912-NC -.-, -
ADVANTA CORP., ADVANTA NATIONAL i
BANK, ADVANTA INSURANCE COMPANY, )
and ADVANTA LIFE INSURANCE
COMPANY,
Defendants.
DEFENDANTS' BRIEF IN SUPPORT OF
THEIR MOTION FOR REARGUMENT
WOLF, BLOCK, SCHORR AND SOLIS-COHEN LLP
Todd C. Schiltz #3253
One Rodney Square, Suite 300
920 King Street
Wilmington, DE 19801
(302) 777-0312
OF COUNSEL Attorneys for Defendants
Jay A. Dubow
Matthew A. White
Nathan E. Kase
Robyn D. Kotzker
WOLF, BLOCK, SCHORR and SOLIS-COHEN LLP
1650 Arch Street, 22nd Floor
Philadelphia, PA 19 103
(215) 977-2000
Date: October l&2001
SNIPPETS:
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8
.
MEMORANDUM OPINION
|
EXTRACTED KEY WORDS
ADVANTA SUMMARY JUDGMENT MOTION CREDIT CARD ACCOUNT CLOSING BALANCE SHEET COUNTERCLAIM BUSINESS LIABILITIES CONTRIBUTION AGREEMENT INTERIM PERIOD COURT AMOUNT ASSETS INTERIM PERIOD FUNDING SUSPENSE ACCOUNT AGREED DEFICIT RECEIVABLES SOLIS-COHEN LLP PENNSYLVANIA TRANSACTION ADJUSTMENT FLEET CONTENDS WIRE SUSPENSE ACCOUNT VII TRUST ACCOUNT REMITTANCES DAILY BASIS COMPLAINT |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET NATIONAL GROUP, INC.; :
FLEET NATIONAL BANK; FLEET :
BANK (RI), NATIONAL ASSOCIATION; : C.A. No. 16912
FLEET CREDIT CARD SERVICES, LP; :
and FLEET `CREDIT CARD HOLDINGS, :
INC., ,.
Plaintiffs, ..
V. .
ADVANTA CORP.; ADVANTA ' :
NATIONAL BANK; ADVANTA ..
INSURANCE COMPANY; and ..
ADVANTA LIFE INSURANCE ..
COMPANY, ..
Defendants, ..
MEMORANDUM OPINION
Date Submitted: July 7, 2001
Date Decided: October 11, 2001
Date Revised: October 15, 2001
Arthur G. Connolly, III, Esquire, of CONNOLLY, BOVE, LODGE & HUTZ LLP,
Wilmington, Delaware; and Peter J. Kahn, Dennis M. Black, Glen Donath and David
H. Angeli, Esquires, of WILLIAMS & CONNOLLY LLP, Washington, D.C.; and
John A. Houlihan and Steven M. Cowley, Esquires, of EDWARDS & ANGELL, LLP,
Boston, Massachusetts; Attorneys for Plaintiffs and Counterclaim-Defendants
Todd Charles Schiltz and Michael L. Temin, Esquires, of WOLF, BLOCK, SCHORR
AND SOLIS-COHEN LLP, Wilmington, Delaware; and Jay A. Dubow, Matthew A.
White, Nathan E. Kase and Robyn D. Kotzker Esquires, of WOLF BLOCK, SCHORR
AND SOLIS-COHEN LLP, Philadelphia, Pennsylvania; Attorneys for Defendants and
Counterclaim-Plaintiffs
JACOBS, VICE CHANCELLOR
Pending are motions for summary judgment in this action brought by
Fleet National Group, Inc., Fleet National Bank, Fleet Bank (RI), National
Association, Fleet Credit Card Services, LP and Fleet Credit Card Holdings,
SNIPPETS:
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9
.
REPLY MEMORANDUM IN SUPPORT OF PLAINTIFFS MOTOIN FOR SUMMARY JUDGMENT
|
EXTRACTED KEY WORDS
ADVANTA ACCOUNT BALANCE SHEET CLOSING BALANCE SHEET RECEIVABLES SUMMARY JUDGMENT SUSPENSE ACCOUNT OPPOSITION CONTRIBUTION AGREEMENT MEMORANDUM INTERIM PERIOD CREDIT CARD SUPPORT BUSINESS EXHIBIT FLEET FINANCIAL GROUP LIABILITIES AGREED DEFICIT WIRE SUSPENSE ACCOUNT LIABILITY ACTIVITY SUSPENSE MANAGED RECEIVABLES NATIONAL BANK TRANSACTION PARTIAL SUMMARY JUDGMENT CROSS-MOTION OWES FLEET ADVANTA CONCEDES ADVANTA CONTENDS HOUSEHOLD RECEIVABLES |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE ?
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK, FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET
CREDIT CARD SERVICES, LP; and FLEET E
CREDIT CARD HOLDINGS, INC., >
Plaintiffs and ;
Counterclaim-Defendants,
V. ; C.A. No. 16912-NC
ADVANTA CORP.; ADVANTA NATIONAL ; m2 Q
BANK; ADVANTA INSURANCE cc-2 - *Xg12g
SE-9
COMPANY; and ADVANTA LIFE b
i X--J
x,- 5
' 7
INSURANCE COMPANY, WY-
X.`. &
; . .,
Defendants and 3 C~'
,`rt::. z -`);`3
Counterclaim-Plaintiffs. -7-c:; 2
i -02.. - IL,?
> 5% -*
N
--A \B
REPLY MEMORANDUM IN SUPPORT OF PLAINTIFFS' MOTION F;R
SUMMARY JUDGMENT ON COUNTS III THROUGH V OF THEIR
COMPLAINT AND FOR PARTIAL SUMMARY JUDGMENT ON COUNT IX OF
THEIR COMPLAINT
AND
OPPOSITION TO DEFENDANTS' CROSS-MOTION FOR SUMMARY
JUDGMENT ON THOSE COUNTS
OF COUNSEL:
Peter J. Kahn Arthur G. Connolly, III
Dennis M. Black CONNOLLY, BOVE, LODGE
David H. Angeli & HUTZ
WILLIAMS & CONNOLLY LLP 1220 Market Building
725 Twelfth Street, N.W. P. 0. Box 2207
Washington, D.C. 20005-5901 Wilmington, Delaware 19899
(202) 434-5000 (302) 658-9141
John A. Houlihan
SNIPPETS:
|
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10
.
ADVANTAS BRIEF IN OPPOSITION TO MOTION FOR SUMMARY JUDGMENT
|
EXTRACTED KEY WORDS
TRUSTS ADVANTA REMITTANCE CREDIT CARD ACCOUNT SECURITIZATION TRUSTS CLOSING BALANCE SHEET COUNTERCLAIM EMPLOYEE CASH TRUST ASSET FUNDS MOTION REMITTANCE PRACTICES DEFENDANTS VII WIRE SUSPENSE WEINSTOCK AFF FED ACCOUNT SUSPENSE ACCOUNT CONTRIBUTION AGREEMENT INVESTORS SUMMARY JUDGMENT UNJUST ENRICHMENT OPPOSITION PNC ACCOUNT LIABILITIES AGREED DEFICIT INTERIM PERIOD |
.<
1 I I
. -j
IN THE COURT OF CHANCERY OF THE STATE OF DEL
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, IX., FLEET )
NATIONAL BANK, FLEET BANK (RI),
NATIONAL ASSOCIATION, FLEET ;
CREDIT CARD SERVICES, LP, and
FLEET CREDIT CARD HOLDINGS, INC., ;>
Plaintiffs,
,'
V.
;
ADVANTA CORP., ADVANTA NATIONAL
BANK ADVANTA INSURANCE COMPANY, i
and ADVANTA LIFE INSURANCE
COMPANY i>
Defendants. 1
ADVANTA'S BRIEF IN OPPOSITION TO FLEET'S MOTION FOR
SUMMARY JUDGMENT ON COUNT VII OF THE DEFENDANTS'
COUNTERCLAIM AND PARTIAL SUMMARY JUDGMENT
ON COUNTS III AND IV OF THE DEFENDANTS' COUNTERCLAIM
WOLF, BLOCK. SCHORR AKD SOLIS-COHEN LLP
Michael L. Temin 43888
One Rodney Square, Suite 300
920 King Street
OF COUNSEL Wilmington, DE 19801
(302) 777-5860
Attorneys for Defendants
Jay A. Dubow
Matthew A. White
Nathan E. Kase
Rob>n D. Kotzker
WOLF. BLOCK, SCHORR and SOLIS-COHEN LLP
1650 &ch Street, 73nd Floor
Philadelphia, PA 19 103
(715j 977-3000
Date: June 15, 2001
SNIPPETS:
|
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11
.
ADVANTAS BRIEF IN OPPOSITION TO MOTION FOR SUMMARY JUDGMENT
|
EXTRACTED KEY WORDS
ADVANTA ACCOUNT CLOSING BALANCE SHEET CONTRIBUTION AGREEMENT BALANCE SHEET LIABILITIES BUSINESS BANK SUMMARY JUDGMENT APP FIRST AMENDMENT SUSPENSE ACCOUNT DSB INTERIM PERIOD CREDIT CARD RECEIVABLES NATIONAL BANK GENERAL LEDGER WIRE SUSPENSE ACCOUNT INSURANCE TRANSACTION LIABILITY INTERIM DEPOSIT SERVICES MANAGED RECEIVABLES CONSUMER CREDIT CARD FLEET FINANCIAL GROUP COMPLAINT AGREED DEFICIT CONTRACTS |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC., FLEET
NATIONAL BANK FLEET BANK (RI),
NATIONAL ASSOCIATION, FLEET
CREDIT CARD SERVICES, LP, and i "REDACTED'"
FLEET CREDIT CARD HOLDINGS, INC., 1
Plaintiffs> 1
v. C.A. No. 16912-NC
; : :
ADVANTA CORP., ADVANTA NATIONAL ) : :
: ,:. _.
BANK. ADVANTA INSURANCE COMPANY, ) -.
and ADVANTA LIFE INSURANCE
COMPANY .I
i .c ..
Defendants. __ ~
i --
ADVANTA'S BRIEF IN OPPOSITION TO FLEET'S MOTION FOR
SUMMARY JUDGMENT AND IN SUPPORT OF ADVANTA'S CROSS-
MOTION FOR SUMMARY JUDGMENT OS COUNTS III THROUGH V
OF FLEET'S COMPLAINT AND FOR PARTIAL SUMMARY
JUDGMENT ON COUNT IS OF FLEET'S COMPLAINT
WOLF. BLOCK. SCHORR .4XD SOLIS-COHEF LLP
Michael L. Temin %3888
One Rodney Square, Suite 300
920 King Street
OF COLTSEL: Wilmington, DE 1980 1
(302) 777-5860
attorneys for Defendants
Jay A. Dubon
Matthew -4. White
Nathan E. Kase
Robyn D. Kotzker
\vOLF. BLOCK, SCHORR and SOLIS-COHES LLP
1650 Arch Streer. Xnd Floor
Phiiadelpiu. P.4 19 103
(2lSj 977-2000
Date: June !5. 2001
DSB --83!0 i
SNIPPETS:
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12
.
DEFENDANTS REPLY BRIEF IN SUPPORT OF MOTION TO COMPEL
|
EXTRACTED KEY WORDS
ADVANTA MOTION COMPEL CREDIT CARD COUNSEL COURT REQUESTS FLEET BANK SMARTMOVE ACCOUNTS PARTNERSHIP MATERIALS CHANCERY SUPPORT DISCOVERY EXHIBIT TAX DISTRIBUTION CALCULATION OPPOSITION PRODUCTION NATIONAL ASSOCIATION EARNINGS BOOKS ALCO BOOKS PARTNERSHIP AGREEMENT WHITE NATHAN KASE ROBYN KOTZKER WOLF SCHORR SOLIS-COHEN LLP PHILADELPHIA |
ORIGINAL
i2022
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC., FLEET
NATIONAL BANK, FLEET BANK (RI),
NATIONAL ASSOCIATION, FLEET
CREDIT CARD SERVICES, LP, and ;
FLEET CREDIT CARD HOLDINGS, INC.,
1
Plaintiffs,
1
V. CA. No. 16912-NC
;
ADVANTA CORP., ADVANTA NATIONAL )
BANK, ADVANTA INSURANCE COMPANY, )
and ADVANTA LIFE INSURANCE
COMPANY, 1
Defendants.
DEFENDANTS' REPLY BRIEF
IN SUPPORT OF MOTION TO COMPEL
Todd Schiltz
WOLF, BLOCK, SCHORR and SOLIS-COHEN LLP
One Rodney Square
Suite 300
920 King Street
Wilmington, DE 19801
(302) 777-5860
OF COUNSEL:
Attorneys for Defendants
Jay A. Dubow
Matthew A. White
Nathan E. Kase
Robyn D. Kotzker
WOLF, BLOCK, SCHORR and SOLIS-COHEN LLP
1650 Arch Street, 22nd Floor
Philadelphia, PA 19103
(2 15) 977-2000
Date: May 4, 2001
DSB:770535.2
SNIPPETS:
|
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13
.
MEMORANDUM IN SUPPORT OF PLAINTIFFS MOTION FOR SUMMARY JUDGMENT
|
EXTRACTED KEY WORDS
ADVANTA BALANCE SHEET CLOSING BALANCE SHEET INTERIM PERIOD CREDIT CARD TRANSACTION AGREED DEFICIT ACCOUNT MEMORANDUM CALAMARI LIABILITIES RECEIVABLES FINANCIALS BUSINESS DRAFT CLOSING BALANCE CONTRIBUTION AGREEMENT SUMMARY JUDGMENT SUSPENSE ACCOUNT INTERIM PERIOD FUNDING WIRE SUSPENSE ACCOUNT NATIONAL BANK INTRODUCTORY MATERIAL FACTS FLEET FINANCIAL GROUP RECEIVABLE GROWTH BALANCE SHEET ADJUSTMENTS PLAINTIFFS PARTIAL SUMMARY JUDGMENT COUNTERCLAIM |
REDACTED
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY i _
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK; FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET
CREDIT CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC.,
Plaintiffs and
Counterclaim-Defendants,
V. > C.A. No. 16912-NC
ADVANTA. CORP.; ADVANTA NATIONAL
BANK; ADVANTA INSURANCE
COMPANY; and ADVANTA LIFE
INSURANCE COMPANY,
Defendants and >
Counterclaim-Plaintiffs.
MEMORANDUM IN SUPPORT OF PLAINTIFFS' MOTION FOR SUMMARY
JUDGMENT ON COUNTS III THROUGH V
OF THEIR COMPLAINT AND FOR PARTIAL SUMMARY JUDGMENT
ON COUNT IX OF THEIR COMPLAINT
OF COUNSEL:
Peter J. Kahn Arthur G. Connolly, III
Dennis M. Eilack CONNOLLY, BOVE, LODGE
David H. Angeli &z HUT2
WILLIAMS & CONNOLLY LLP 1220 Market Building
725 Twelfth Street, N.W. P. 0. Box 2207
Washington, D.C. 20005-5901 Wilmington, Delaware 19899
(202) 434-5000 (302) 658-9141
John A. Houlihan
Steven M. Cowley
EDWARDS & ANGELL, LLP
10 1 Federal Street
Boston, Maslsachusetts 02 110
(617) 439-4444
REDACTED
SNIPPETS:
|
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14
.
DEFENDANTS REPLY TO OPPOSITION TO MOTION FOR PROTECTIVE ORDER
|
EXTRACTED KEY WORDS
ROSOFF ADVANTA DEPOSITION DISCOVERY MOTION OPPOSITION BRF TRANSACTION WITNESSES TESTIMONY DEL DIRECTORS DEPOSE LITIGATION CROSS MOTION COMPEL PLAINTIFFS DEFENDANTS PROTECTIVE ORDER REPETITIVE QUESTIONS COURT EXAMINATION RESPONSE PERSONAL KNOWLEDGE PARTIES PROXY STATEMENT WOLFENSOHN WILLIAM JUSTIFY INCONSISTENCIES |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC., FLEET
NATIONAL BANK, FLEET BANK (RI),
NATIONAL ASSOCIATION, FLEET
CREDIT CARD SERVICES, LP, and i
FLEET CREDIT CARD HOLDINGS, INC.,
;
Plaintiffs,
`,
V. C.A. No. 16912-NC
i
ADVANTA CORP., ADVANTA NATIONAL )
BANK, ADVANTA INSURANCE COMPANY, )
and ADVANTA LIFE INSURANCE
COMPANY, i
Defendants.
DEFENDANTS' REPLY TO PLAINTIFFS' OPPOSITION TO
DEFENDANTS' MOTION FOR A PROTECTIVE ORDER
-AND-
MEMORANDUM OF LAW IN OPPOS ITION TO PLAINTIFFS'
CROSS MOTION TO COMPEL DEPOSITION TESTIMONY
WOLF, BLOCK, SCHORR AND SOLIS-COHEN LLP
Todd C. Schiltz
One Rodney Square
920 King Street, Suite 300
Wilmington, DE 19801-3319
Attorneys for Defendants
Date: April 30, 2001
DSB:767485.l
TABLE OF CONTENTS
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15
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PLAINTIFFS MEMORANDUM OF LAW IN SUPPORT OF OPPOSITION TO MOTION TO COMPEL
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EXTRACTED KEY WORDS
ADVANTA CREDIT CARD CREDIT CARD SERVICES PRODUCTION DISCOVERY COURT COMPEL INTERROGATORY MOTION REQUEST FLEET BANK REPORTS MEMORANDUM PLAINTIFFS LAW LITIGATION DEFENDANTS CREDIT CARD BUSINESS CONTRIBUTION AGREEMENT DOCUMENTS RELATING LIABILITIES BALANCE SHEET SECOND REQUEST REFERENCE TRANSACTION CREDIT CARD HOLDINGS INSURANCE COMPANY ALCO BOOK CONSUMER CREDIT CARD |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK; FLE.ET BANK (RI),
NATIONAL ASSOCIATION; FLEE?
CREDIT CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC.
C.A. No. 16912+X
Plaintiffs,
V.
ADVANTA CORP.; ADVANTA NATIONAL
BANK; ADVANTA INSURANCE
COMPANY; and ADVANTA LIFE
INSURANCE COMPANY
Defendants.
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PLAINTIFFS' MEMORANDUM OF LAW IN SUPPORT OF
OPPOSITION TO DEFENDANTS' MOTION TO COMPEL AND
PLAINTIFFS' CROSS MOTION TO COMPEL PRODUCTIOIJ OF
DOCUMENTS AND ANSWERS TO INTERROGATORIES
Virtually from the start of this litigation, Defendants, Advanta Corp., .Advanta
National Bank, Advanta Insurance Company and Advanta Life Insurance Company
(collectively referred to as "Advanta"), have attempted to avoid their legitimate discovery
obligations while at the same time seeking to impose unfair and one-sided discovery
burdens on the Plaintiffs, FleetBoston Financial Corporation (fo.rmerly known as Fleet
Financial Group, Inc.); Fleet National Bank; Fleet Bank (RI), National Assoc.iation; Fleet
Credit Card Services, LP; and Fleet Credit Card Holdings, Inc. (collectively referred to as
"Fleet").' Tell:ingly, Adv,anta has steadfastly refused to shoulder precisely the same
burdens that it has wrongfully attempted to impose upon Fleet.*
In the most recent iteration of this unfortunate pattern, Advanta accuses Fleet of
"[refusing]" to provide responsive documents and related information." Advanta's
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16
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MEMORANDUM OF LAW IN SUPPORT OF PLAINTIFFS OPPOSITION TO DEFENDANTS MOTION FOR PROTECTIVE ORDER
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EXTRACTED KEY WORDS
ROSOFF ADVANTA DEPOSITION PROTECTIVE ORDER TESTIMONY TRANSACTION MOTION TRANS MEMORANDUM SUPPORT CREDIT CARD HOULIHAN WITNESS NATIONAL BANK COMPEL DEPOSITION TESTIMONY OBJECTION PLAINTIFFS INSURANCE COMPANY BALANCE SHEET DUB0 BUSINESS CONTRIBUTION AGREEMENT AGREED DEFICIT NEGOTIATIONS CLOSING BALANCE SHEET CONNECTION WOLFENSOHN DOCUMENT CARD SERVICES ADMISSION |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE .
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK; FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET CREDI'I
CARD SERVICES, LP; and FLEET CREDIT
CARD HOLDINGS, INC.
C.A. No.
Plaintiffs,
V.
ADVANTA CORP.; ADVANTA. NATIONAL
BANK; ADVANTA INSURANCE COMPANk
and ADVANTA LIFE INSURANCE
COMPANY
.- Defendants.
MEMORANDUM OF LAW IN SUPPORT OF PLAINTIFFS' OPPOSITION TO
DEFENDANTS' MOTION FOR A PROTECTIVE ORDER AND CROSS
MOTION TO COMPEL DEPOSITION TESTIMONY
- As part of an ongoing effort to hinder full and fair discovery, defendants Advanta
Corp.; Advanta National Bank; A.dvanta Insurance Company; and Advanta Life
Insurance Company (collectively, "Advanta") seek to prevent plaintiffs Fleet Financial
-
Group, Inc.; Fleet National Bank; Fleet Bank (RI), National Association; Fleet Credit
- Card Services, LP; and Fleet Credit Card Holdings, Inc. (collectively, "Fleet") from
concluding the deposition of William A. Rosoff ("Mr. Rosoff `), the President, Vice
Chairman and Member of the Off.ce of the Chair for Advanta Corp. who, by his own
admission, was Advanta's "lead person" with respect to the transaction at issue in this
case. See Rosoff I Trans. at 25.' Fleet opposes Advanta's effort to hinder full discovery
and seeks an order compelling Mr. Rosoff to provide Fleet with a third day of deposition
testimony.
In support of its Opposition to Advanta's Motion for Protective Order and also in
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17
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DEFENDANTS BRIEF IN SUPPORT OF MOTION TO COMPEL
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EXTRACTED KEY WORDS
CREDIT CARD ADVANTA DOCUMENT REQUEST FLEET BANK COURT DUBOW SECOND SET ACCOUNTS PARTNERSHIP AGREEMENT SMARTMOVE ACCOUNTS RESPONSE PLAINTIFFS SERVICING DISCOVERY PRODUCTION INTERROGATORIES NATIONAL ASSOCIATION LITIGATION TRANSACTION CREDIT CARD BUSINESS FIRST SET DISTRIBUTION COLLECTIONS EFFORTS CONSUMER CREDIT CARD CREDIT CARD PORTFOLIO DEFENDANTS CONTRIBUTION AGREEMENT FLEET EMPLOYEES COMPLAINT |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL, GROUP, INC., FLEET
NATIONAL BANK, FLEET BANK (RI),
NATIONAL ASSOCIATION, FLEET
CREDIT CARD SEF:VICES, LP, and i
FLEET CREDIT CARD HOLDINGS, INC.,
i
Plaintiffs,
;
V. > C.A. No. 16912-NC
ADVANTA CORP., ADVANTA NATIONAL ;
BANK, ADVANTA INSURANCE COMPANY, )
and ADVANTA LIFE INSURANCE -i
,;,i 2
COMPANY, -~. -?
; -"- ;; --
:
:,-.. .( L-"'
rz-!:' -3:
Defendants. `..,
t
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DEFENDANTS' BRIEF IN SUPPORT OF MOTION TO &$EL F
.VJ .+j
- fi4! --a
-2 0
Todd Schiltz -< 7
WOLF, BLOCK, SCHORR and SOLIS-COHEN LLP
One Rodney Square
Suite 300
920 King Street
Wilmington, DE 19801
(302) 777-5860
OF COUNSEL:
Attorneys for Defendants
Jay A. Dubow
Matthew A. White
Nathan E. Kase
Robyn D. Kotzker
WOLF, BLOCK, SCHORR and SOLIS-COHEN LLP
1650 Arch Street, 22nd Floor
Philadelphia, PA 19 103
(215) 977-2000
Date: March 16, 2OOl
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18
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INC. V. ADVANTA CORP. DEFENDANTS BRIEF IN SUPPORT OF MOTION FOR A PROTECTIVE ORDER
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EXTRACTED KEY WORDS
DUBOW ADVANTA ROSOFF COUNSEL COURT WITNESS CHANCERY HOULIHAN PROTECTIVE ORDER DEPOSITION DELAWARE ROSOFF DEP WHITE NATHAN CHANCERY RULE OBJECTION DISCOVERY REFUSING MANAGED RECEIVABLES LIFE INSURANCE KOTZKER WOLF TESTIMONY EXAMINATION CONTRIBUTION AGREEMENT INTRODUCTORY RATE BALANCES DUBOW MATTHEW KASE ROBYN SCHORR SOLIS-COHEN LLP PHILADELPHIA |
ORIGINAL
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK; FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET
CREDIT CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC.
CIVIL ACTION NO. 169 12-NC
Plaintiffs
V.
ADVANTA CORP.; ADVANTA NATIONAL :
BANK; ADVANTA INSURANCE COMPANY; :
and ADVANTA LIFE INSURANCE COMPANY :
Defendants.
DEFENDANTS' BRIEF IN SUPPORT
OF MOTION FOR A PROTECTIVE ORDER
Todd Schiltz
WOLF, BLOCK, SCHORR AND SOLIS-COHEN LLP
One Rodney Square
Suite 300
920 King Street
Wilmington, DE 19801
(302) 777-5860
OF COUNSEL:
Attorneys for Defendants
Jay A. Dubow
Matthew A. White
Nathan E. Kase
Robyn D. Kotzker
WOLF, BLOCK, SCHORR and SOLIS-COHEN LLP
1650 Arch Street, 22nd Floor
Philadelphia, PA 19 103
(21.5) 977-2000
Date: January 19,200l
DSB:748511.1
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PLAINTIFFS REPLY MEMORANDUM SUBMITTED IN SUPPORT OF MOTION TO MODIFY SCHEDULING ORDER AND ADVANCE TRIAL DATE
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EXTRACTED KEY WORDS
ADVANTA MOTION COURT COUNSEL CREDIT CARD DEFENDANTS ADVANTA NATIONAL BANK MODIFY SUPPORT CONNOLLY BOVE LODGE DISCOVERY FLEET FINANCIAL GROUP PLAINTIFFS LIFE INSURANCE COMPANY MEMORANDUM LLP JOHN NATIONAL ASSOCIATION CREDIT CARD SERVICES CARD HOLDINGS ADVANTA LIFE INSURANCE SCHEDULING ORDER NON-SPECULATIVE EVIDENCE DEPOSITIONS COMPROMISE WILMINGTON COWLEY EDWARDS ANGELL FEDERAL STREET |
REDACTED VERSION
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE `. /I *
IN AND FOR NEW CASTLE COUNTY
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK; FLEET BANK (RI),
NATIONAL ASSOCIATION; FLEET
CREDIT CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC.. C.A. No. 16912-NC
Plaintiffs,
v. _.
ADVANTA CORP.; ADVANTA NATIONAL
BANK; ADVANTA INSURANCE : ..
COMPANY; and ADVANTA LIFE
INSURANCE COMPANY
Defendants.
PLAINTIFFS' REPLY MEMORANDUM SUBMITTED IN SUPPORT OF THE
MOTION TO MODIFY SCIHEDULING ORDER AND ADVANCE TRIAL DATE
OF COUNSEL:
Peter J. Kahn Athur G. Connolly,. III
Dennis M. Black ** CONNOLLY BOVE LODGE & HUT2 LLP' -
WILLIAMS & CONNOLLY 1220 Market Street
725 Twelfth Street, N.W. P. 0. Box 2207
Washington, DC 20005-5901 Wilmington, DE 19899
(202) 434-5000 (302) 658-9141
John A. Houlihan
Steven M. Cowley
EDWARDS & ANGELL; LLP
101 Federal Street
Boston, MA 02110
(617) 439-4444
DATED: November 7,200O
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20
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PLAINTIFFS REPLY MEMORANDUM
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EXTRACTED KEY WORDS
FLEET MOTION COURT SUPPORT COMPEL ATTORNEY-CLIENT MEMORANDUM COUNSEL ADJUSTMENT INSURANCE COMPANY PRIVILEGE PLAINTIFFS DEFENDANTS ASSERTION AGREED DEFICIT CONTRIBUTION AGREEMENT NATIONAL BANK PRODUCTION WOLF BLOCK FLEET FINANCIAL GROUP CREDIT CARD FACTS SUFFICIENT BALANCE SHEET CREDIT CARD SERVICES WORK PRODUCT YIELD ADJUSTMENT CALCULATION CLOSING BALANCE SHEET AFFIDAVIT |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
-- - 1
FLEET FINANCIAL GROUP, INC.; FLEET
NATIONAL BANK; FLEET BAN:K (RI),
NATIONAL ASSOCIATION; FLE:ET
CREDIT CARD SERVICES, LP; and FLEET
CREDIT CARD HOLDINGS, INC.
C.A. No. 16912-NC
Plaintiffs,
V.
ADVANTA CORP.; ADVANTA NATIONAL .'
BANK; ADVANTA INSURANCE
COMPANY; and ADVANTA LIFE
INSURANCE COMPANY
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