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Ford Motor Company, et al v. Edgewood Properties

June 23, 2011


The opinion of the court was delivered by: Hon. William J. Martini




This matter comes before the Court on Defendant-Counterclaimant Edgewood Properties, Inc.'s ("Edgewood") appeal (Docket Entry No. 450) of Magistrate Judge Salas's February 15, 2011 Order (Docket Entry No. 440), granting in part and denying in part Plaintiff-Counterclaim Defendant Ford Motor Company's ("Ford") motion for a protective order to prevent the depositions of William C. Ford, Jr., Roman Krygier, and Donat Leclair (Docket Entry No. 381). There was no oral argument. Fed. R. Civ. P. 78. For the reasons that follow, Plaintiffs' appeal is DENIED, and Judge Salas's Order granting in part and denying in part Plaintiff-Counterclaim Defendant's motion for a protective order is AFFIRMED.


This case arises out of the distribution of contaminated concrete from the demolition of a Ford Motor Company ("Ford") assembly plant in Edison, New Jersey (the "Edison Plaint") in 2004. Ford contracted with MIG/Alberici, LLC ("MIG/Alberici") to conduct the demolition and properly dispose of the concrete. Ford then entered into an agreement with Edgewood Properties, Inc. ("Edgewood"), whereby Ford agreed to provide 50,000 cubic yards of concrete to Edgewood in exchange for Edgewood hauling it off the site. Edgewood then used the concrete as backfill on seven commercial property sites that they were developing (the "Seven Properties"). The parties later determined that the concrete was contaminated. As such, Ford brought claims against Edgewood under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. § 9601 et seq. ("CERCLA"), and Section 58:10-23, 11f

(a)(2) of the New Jersey Spill Act for contribution and indemnification for all costs as provided under the contract. Edgewood, in turn, asserted cross-claims, counterclaims and a third-party complaint against Ford and other involved parties, which include claims for breach of contract, contribution, negligent misrepresentation, and civil conspiracy.

The instant dispute arises out of Edgewood's October 20, 2010 and October 26, 2010 notices of depositions of: (1) Mr. William C. Ford, Jr., Ford's Executive Chairman and Chairman of Ford's Board of Directors; (2) Mr. Roman Krygier, Ford's former Group Vice President of Global Manufacturing from 2001 until 2005; and (3) Mr. Donat Leclair, Ford's former Chief Financial Officer ("CFO") from August 2003 to November 2008. (Judge Salas's February 15, 2011 Opinion, hereinafter "Op.," at 2.) Edgewood seeks to depose Mr. Ford, Mr. Krygier and Mr. Leclair (the "Ford Executives") about the sale, decommissioning and remediation of the Edison Plant. (Op. at 2.) In response, on November 22, 2010, Ford filed a motion for a protective order (Docket Entry No. 381) to prevent Edgewood from deposing the Ford Executives. Judge Salas held on February 15, 2011, that Mr. Ford and Mr. Leclair do not have any personal, unique, or superior knowledge about the sale, decommissioning and remediation of the Edison Plant, and granted Ford's request for protective orders as to them. As to Mr. Krygier, however, Judge Salas found that he does have personal and superior knowledge of such facts, and denied Ford's motion as to him.*fn1


Federal Rule of Civil Procedure 26(c) permits a court to limit the scope of discovery, including the scope of depositions, by entering a protective order. A court may enter a protective order upon a showing of good cause in order "to protect a party or person from annoyance, embarrassment, oppression, or undue burden or expense, including . . . [an order] (A) forbidding the [deposition]; (B) specifying terms . . . for the disclosure or discovery; ... [and] (D) forbidding inquiry into certain matters, or limiting the scope of disclosure or discovery to certain matters." Fed. R. Civ. P. 26(c). Ford requested a protective order here because the Ford Executives do not possess unique, personal knowledge of the facts at issue, and Edgewood's attempt to depose the Ford Executives is burdensome and harassing. (Op. at 4.) Judge Salas agreed as to Mr. Ford and Mr. Leclair, but not as to Mr. Krygier, and held that protective orders were appropriate for Mr. Ford and Mr. Leclair only. On appeal, Edgewood argues that (1) Judge Salas misapplied the requirements for a party seeking a protective order; (2) the evidence submitted by Ford is insufficient to support a request for a protective order; and (3) depositions of the Ford Executives are necessary in light of other witnesses' lack of knowledge.

A. Standard of Review

A district court may reverse a Magistrate Judge's order if it finds the ruling to be clearly erroneous or contrary to law. See 28 U.S.C. § 636(b)(1)(A); Fed. R. Civ. P. 72(a); L. Civ. R. 72.1(c)(1)(A). The district court is bound by the clearly erroneous rule as to findings of fact, while the phrase "contrary to law" indicates plenary review as to matters of law. Haines v. Liggett Group Inc., 975 F.2d 81, 91 (3d Cir. 1992). A finding is considered "clearly erroneous" when, "although there is evidence to support it, the reviewing court on the entire evidence is left with the definite and firm conviction that a mistake has been committed." United States v. United States Gypsum Co., 333 U.S. 364, 395 (1948). A decision is considered contrary to law if the magistrate judge has "misinterpreted or misapplied applicable law." Doe v. Hartford Life Acc. Ins. Co., 237 F.R.D. 545, 548 (D.N.J. 2006).

B. Applicable Legal Standard for Granting a Protective Order

Edgewood argues that Judge Salas erroneously applied a heightened legal standard to Edgewood's subpoenas in granting Ford's motion for a protective order as to Mr. Ford and Mr. Leclair. (Edgewood's Ap. Br. at 17.) Specifically, Edgewood claims that Judge Salas erroneously relied on Ford's characterization of the depositions as "apex" depositions that were unnecessary since the Ford Executives did not have "superior knowledge," and on Ford's implication that Edgewood had a burden to show that the information sought cannot be obtained from another source. (Ap. Br. at 16-17.) Ford, however, argues that Judge Salas applied the correct legal standard in finding that the evidence presented by Ford justified the issuance of a protective order for Mr. Ford and ...

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