Gratz College will not able to amend breach of contract claim against Synergis

By Nicholas Malfitano | Jan 5, 2016

U.S. District Court for the Eastern District of Pennsylvania Judge Gerald J. Pappert  

PHILADELPHIA – According to the U.S. District Court for the Eastern District of Pennsylvania, a Melrose Park college will not have the ability to once again amend its complaint against an education company.

On Dec. 29, Judge Gerald J. Pappert denied plaintiff Gratz College the right to amend its lawsuit against Synergis Education, Inc. for a second time to include claims of fraud and negligent misrepresentation, in addition to its already-stated claims of breach of contract and tortious interference.

Gratz first filed suit against Synergis on Nov. 18, 2014, in the Montgomery County Court of Common Pleas, and the case was removed to U.S. District Court on the basis of diversity of jurisdiction on Dec. 8, 2014. Synergis is based in Mesa, Ariz.

The parties’ dispute revolves around an Academic Program Services Agreement (APSA) in which Synergis was to assist Gratz in expand and developing its adult learning programs in exchange for a share in those programs’ revenues. On Jan. 9, 2015, Synergis filed an answer to the suit, along with counterclaims for breaches of contract and the covenant of good faith and fair dealing.

On Nov. 18, Gratz filed a motion to amend its complaint for the second time to add claims for fraudulent and negligent misrepresentation, based on “facts revealed during the discovery process.”

Pappert indicated Gratz did not provide enough specificity in connection with those same revealed facts.

“In its motion, Gratz does not state when it discovered the ‘information giving rise to its proposed amendment.’ Gratz instead makes opaque references to ‘learning through discovery’ and citing ‘the facts as revealed during the discovery process.’ Gratz never states specifically when it learned of those facts,” Pappert said.

Pappert clarified Synergis pointed out one of Gratz’s proposed amendments is based on information Gratz received in April, and that the plaintiff did not contest that assertion in its reply brief. 

The judge believed the plaintiff did not offer a reason for the resultant delay.

“Gratz was aware of the information upon which its proposed amendment is based as early as seven months (five months at the latest) before seeking leave to amend,” Pappert said. “Gratz provides no explanation for failing to amend sooner and gives no justification for its delay in seeking the Court’s leave to do so.”

Synergis contended providing Gratz with the ability to amend their complaint would postpone proceedings on the eve of trial later this month. That timeline would ultimately define Pappert’s response to the motion.

“Gratz elected to wait, without explanation or justification, at least five to seven months to seek leave to amend its amended complaint. This constitutes undue delay and allows the Court, in its discretion and so it can manage this case fairly for all parties, to deny Gratz’s motion,” Pappert said.

The plaintiff is represented by Alan S. Fellheimer, John J. Jacko III, Susan Moon and Victoria L. Hooper of Fellheimer & Eichen, in Philadelphia.

The defendant is represented by Ria Cecilia Momblanco, Gerard A. Dever and Roberta D. Liebenberg of Fine Kaplan & Black in Philadelphia, plus Harry J. Moren and Nancy E. Harris of Orrick Herrington & Sutcliffe in San Francisco, Calif.

U.S. District Court for the Eastern District of Pennsylvania case 2:14-cv-06966

From the Pennsylvania Record: Reach Courts Reporter Nicholas Malfitano at

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