The opinion of the court was delivered by: Thompson, U.S.D.J.
This matter is before the Court on Defendant Security Mutual Financial Life Insurance Company's Second Motion for Partial Summary Judgment pursuant to Fed. R. Civ. P. 56. The Court has decided this Motion based upon the submissions of the parties and without oral argument pursuant to Fed. R. Civ. P. 78. For the reasons set forth below, Defendant's Motion is granted in part and denied in part.
At issue in this Motion is whether the terms of an employee benefit plan that provides group term life insurance coverage on behalf of participating employers to their employees entitle either an employer or employee to a refund of the contributions made to the plan.
Plaintiffs William Faulman and Michael Faulman (the "Faulman brothers") own a small business, U.S. Investment Advisors, Inc. ("USIA"). (Def.'s Statement of Material Facts, ¶ 1.) On December 23, 1994, USIA executed an Adoption Agreement, in which they agreed to be bound by the terms of an employee welfare benefit plan known as the Employers Participating Insurance Cooperative Welfare Plan and Trust ("EPIC Plan"). (Id., ¶ 9; Def.'s Cert., Ex. 8.) The EPIC Plan has subsequently undergone a change in plan administration and a couple of name changes as a result, and is currently known as the SFL EPIC Plan.*fn1
(Def.'s Statement of Material Facts, ¶ 2.)
The SFL EPIC Plan is administered by Defendant Security Mutual Financial Life Insurance Company ("Security"). (Def.'s Cert., Ex. 1 at ¶ 16.) The SFL EPIC Plan purchases group term life insurance policies on behalf of participating employers for their employees.*fn2
(Def.'s Statement of Material Facts, ¶ 5; Def.'s Cert., Ex. 1 at ¶ 18.) The premiums paid by participating employers fund the insurance benefits payable to their employees. (Def.'s Cert., Ex. 1 at ¶ 18.) According to both the EPIC Plan Document and SFL EPIC Plan Document, which set forth the terms of the benefits employers receive, these group term life insurance policies can be converted to individual life insurance policies upon the employer's termination of its participation in the Plan. (Def.'s Cert., Ex. 4 at § 3.2(b); id., Ex. 7 at § 3B.)
Not only does Defendant Security administer the SFL EPIC Plan, it also acts as insurer, and furnishes to the SFL EPIC Plan the group life insurance product known as Group Entry Age Reserve ("GEAR"). (Pls.' Cert., Ex. B (GEAR/EPIC Brochure); id., Ex. D (Group Life Insurance Policy.)) The GEAR marketing materials tout the ease with which a participating employer can fund individual life insurance policies for its employees, explaining that a portion of an employer's contributions are set aside in a rate stabilization reserve account, which offsets the costs of converting a group life insurance policy into an individual one.*fn3 (Pls.' Cert., Ex. D at SFF000011.)
Plaintiffs contend, in part, that Defendant Security represented to them, both orally and in written materials, that it would maintain its contributions in individual reserve accounts that would be available to Plaintiffs at a later date. (Pls.' Opp'n. 6-7.) Although Plaintiffs note that they commenced the instant litigation after being informed by Defendant in December 2001 that their reserve accounts had no value, (Id. at 7), they appear to now argue that Defendant did in fact maintain such accounts, but instead has misappropriated those funds for its own use. (Id. at 14.)
On August 28, 2006, the Court issued an Order  addressing a number of motions brought by the parties, including their cross-motions for partial summary judgment on Count I of the Complaint, the breach of fiduciary duty claim under the Employees Retirement Income Security Act ("ERISA"), 29 U.S.C. § 1001, et seq. Apparently, the parties continue to quarrel over which Plan governs Plaintiffs' claims. For the purposes of this Motion, the Court notes that it previously held that the USIA Plan, which was the means by which Plaintiffs participated in the EPIC Plan, constituted an ERISA plan under which Plaintiffs seek relief. See Order, Faulman v. Sec. Mut. Fin. Life Ins. Co., No. 04-5083, at 2, 3 (D.N.J. Aug. 28, 2006).
A. Standard of Review of Motion for ...