12-1999 Royston v. Lancier Group, L.L.C. UNITED STATES COURT OF APPEALS FOR THE SECOND CIRCUIT SUMMARY ORDER RULINGS BY SUMMARY ORDER DO NOT HAVE PRECEDENTIAL EFFECT. CITATION TO A SUMMARY ORDER FILED ON OR AFTER JANUARY 1, 2007, IS PERMITTED AND IS GOVERNED BY FEDERAL RULE OF APPELLATE PROCEDURE 32.1 AND THIS COURT’S LOCAL RULE 32.1.1. WHEN CITING A SUMMARY ORDER IN A DOCUMENT FILED WITH THIS COURT, A PARTY MUST CITE EITHER THE FEDERAL APPENDIX OR AN ELECTRONIC DATABASE (WITH THE NOTATION “SUMMARY ORDER”). A PARTY CITING A SUMMARY ORDER MUST SERVE A COPY OF IT ON ANY PARTY NOT REPRESENTED BY COUNSEL. 1 At a stated term of the United States Court of Appeals 2 for the Second Circuit, held at the Thurgood Marshall United 3 States Courthouse, 40 Foley Square, in the City of New York, 4 on the 7th day of February, two thousand thirteen. 5 6 PRESENT: DENNIS JACOBS, 7 Chief Judge, 8 AMALYA L. KEARSE, 9 SUSAN L. CARNEY, 10 Circuit Judges. 11 12 - - - - - - - - - - - - - - - - - - - -X 13 Daniel M. Bleznak, as trustee and 14 beneficiary of the Alan D. Bleznak 15 2005 Life Insurance Trust, 16 Plaintiff, 17 18 Patricia Royston, as trustee of the 19 Alan D. Bleznak 2005 Life Insurance 20 Trust, 21 Plaintiff-Appellant, 22 23 -v.- 12-1999 24 25 Alston & Bird, LLP, 26 Defendant, 27 28 Wells Fargo Bank, N.A., 29 Defendant-Counter Claimant, 1  1 2 Marvin Lundy, successor trustee of the 3 Alan D. Bleznak 2005 Life Insurance 4 Trust, 5 Counter Defendant, 6 7 Lancier Group, L.L.C., 8 Defendant-Appellee. 9 10 - - - - - - - - - - - - - - - - - - - -X 11 12 FOR APPELLANT: Thomas L. David, Thomas L. 13 David, P.A., Coral Gables, 14 Florida. 15 16 FOR APPELLEE: Peter A. Bicks (Philipp 17 Smaylovsky, Brian D. Ginsberg, 18 Silvia A. Babikian, on the 19 brief), Orrick, Herrington & 20 Sutcliffe LLP, New York, New 21 York. 22 23 Appeal from a judgment of the United States District 24 Court for the Southern District of New York (Jones, J.). 25 26 UPON DUE CONSIDERATION, IT IS HEREBY ORDERED, ADJUDGED 27 AND DECREED that the judgment of the district court be 28 AFFIRMED. 29 30 Patricia Royston, as trustee of the Alan D. Bleznak 31 2005 Life Insurance Trust (the “Trust”), appeals from the 32 judgment of the United States District Court for the 33 Southern District of New York (Jones, J.), granting summary 34 judgment in favor of Lancier Group, L.L.C. We assume the 35 parties’ familiarity with the underlying facts, the 36 procedural history, and the issues presented for review. 37 38 After an involved series of insurance transactions, the 39 Trust seeks to recover from Lancier Group the commission 40 paid by the Trust for the sale of certain life insurance 41 policies owned by the Trust. The Trust sued Lancier Group 42 for conversion and restitution, among other things, 43 essentially challenging the validity of the assignment to 2  1 Lancier Group of contracts entitling it to a commission for 2 the sale of the policies. Because Lancier Group was 3 lawfully entitled to the commission, the district court 4 properly granted Lancier Group summary judgment. 5 6 The Trust argues that the agreements entitling Lancier 7 Group to commission were not subject to the UCC and 8 therefore not properly transferred to Lancier Group. 9 However, under ordinary principles of contract law, Lancier 10 Group was validly assigned the rights and obligations under 11 the agreements, regardless of whether the sale was required 12 to be conducted in accordance with the procedures of the 13 UCC. In any event, the Trust expressly and implicitly 14 ratified Lancier’s assumption of the rights and obligations 15 under the agreements. 16 17 For the foregoing reasons, and finding no merit in the 18 Trust’s other arguments, we hereby AFFIRM the judgment of 19 the district court. 20 21 FOR THE COURT: 22 CATHERINE O’HAGAN WOLFE, CLERK 23 3