Free Reply Brief - District Court of Delaware - Delaware

Case 1:04-cv-01551-JJF

Document 114-2

Filed 08/08/2006

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EXHIBIT A

Case 1:04-cv-01551-JJF

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IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE In re: : STUDENT FINANCE CORPORATION, : Debtor. : _______________________________________ : CHARLES A. STANZIALE, JR., : CHAPTER 7 TRUSTEE OF STUDENT : FINANCE CORPORATION, : : Plaintiff, : : v. : : PEPPER HAMILTON LLP, et al., : : Defendants. : _______________________________________ :

Civil Action No. 04-1551(JJF)

ORDER Upon consideration of The Pepper Defendants' Motion for Judgment On The Pleadings On Count IV (Professional Malpractice) of the Trustee's First Amended Complaint And Motion For Partial Judgment On The Pleadings On Count I (Breach Of Fiduciary Duty) Of The Trustee's First Amended Complaint and any response thereto, it is hereby ORDERED that said motion is GRANTED as amended by the Pepper Defendants in their Reply Brief and that: 1. Partial Judgment is entered in favor of Pepper Hamilton LLP and W.

Roderick Gagné on the Trustee's claim for deepening insolvency damages on Count I (Breach of Fiduciary Duty) and Count IV (Professional Malpractice) of the Trustee's First Amended Complaint and, therefore, if the Trustee ultimately prevails on Count I or Count IV, the damages that may be awarded in connection with those Counts shall not exceed, but may be less than, the approximately $3,200,000 in legal fees that Student Finance Corporation paid to Pepper Hamilton LLP, and any supposed above-market rates paid to the Family Defendants that the Trustee is able to prove resulted from the Pepper Defendants' alleged conflicts of interest; and

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Case 1:04-cv-01551-JJF

Document 114-2

Filed 08/08/2006

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2.

The Trustee is precluded from pursuing or recovering any damages

arising from the alleged deepening of Student Finance Corporation's insolvency on any of his claims.

Dated:

, 2006

______________________________ The Honorable Joseph J. Farnan, Jr. United States District Judge

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