# United States Court of Appeals

f or the Fifth Circuit

No. 20

- 30510 Summary Calendar

Lawrence Richardson; Andrew Hill; Arthur Hutchinson Terry; Bernell Roman, Jr.; Claudia Boyle,

et al

Plaintiffs

— Appellees ,

versus

Famous Bourbon Management Group, Incorporated; Fiorella's on Decatur, Incorporated; Guy Olano , Jr., P.O. Box 57809, New Orleans, LA 70157, doing business as Jazz Cafe, doing business as Fiorella's Cafe, doing business as Beerfest; Platinum Bourbon, Incorporated; Silver Bourbon, Incorporated; Brass Bourbon, Incorporated; Bourbon Burlesque Club, Inc orporated, Temptations; 327 Bourbon Street, Incorporated; Temptations, Incorporated; La Beauti, Incorporated; Fais Deaux

- Deaux, Incorporated, also known as Last Call; Jaxx House, Incorporated, Erroneously referred to as Jaxx's House, Incorporated, also kno wn as Jazz Cafe; Manhattan Fashion, L.L.C., also known as Scores West; N'Awlins Entertainment of Louisiana, Incorporated, also known as N'Awlins Entertainment Group,

Defendants

— Appellants

. United States Court of Appeals

Fifth Circuit 

### FILED May 20, 2021
Lyle W . Cayce Clerk Case: 20-30510 Document: 00515870047 Page: 1 Date Filed: 05/20/2021No. 20

- 30510

2 Appeal from the United States District Court for the Easte rn District of Louisiana No. 2:15

- CV

- 5848 ; No. 2:17

- CV

- 1093 ;

No. 2:18

- CV

- 6573

Before Jolly , Elrod, and Graves, Circuit Judges

. Per Curiam : *
This appeal concerns the district court’s enforcement of a settlement agreement in consolidated actions under the Fair Labor Standards Act by former employees of a group of New Orleans restaurants. We affirm

.
I.
On January 20, 2020, two weeks before trial, the parties reached a settlement agreement mediated by a magistrate judge. The parties submitted a Memorandum of Settlement for the district court’s approval and for entry of a consent judgment. The district court entered a 60

- day Order of Dismissal on Ja nuary 3, 2020, and because it concluded that it must approve the settlement’s fairness under the FLSA, directed the parties to submit a proposed consent judgment, reserving jurisdiction until the consent judgment was entered. On March 2, 2020, the parties moved for an extension of time to finalize the settlement documents. The district court granted the motion and reset the deadline for the finalized settlement agreement to March 17, 2020.
After the defendants changed counsel, the parties were unable to

ag ree on a consent judgment. The district court then reopened the case, held several status conferences, and “repeatedly ordered the parties to confect a

* Pursuant to 5th Cir cuit R ule 47.5, the court has determined that this opinion should not be published and is not precedent except under the limited circumstances set forth in 5th Cir cuit R ule 47.5.4. Case: 20-30510 Document: 00515870047 Page: 2 Date Filed: 05/20/2021No. 20

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3 consent judgment as set forth in the agreed upon Memorandum of Settlement signed in January 2020.” Final ly, on July 8, 2020

— more than
seven months after settlement was reached , during which time the defendants lodged several arguments that the district court deemed frivolous

— the district court ordered the p laintiffs to file the instant m otion to e nforce
the s ettlement agreement . The defendants also submitted a proposed consent judgment and distribution chart showing each plaintiff’s entitlement mirroring the plaintiff’s proposed orders, with minor language changes. After briefing and argument from both sides, t he district court granted the motion to enforce the settlement and entered the plaintiffs’ proposed judgment. The defendants timely appealed to this court.

II.
Having expressly retained jurisdiction to enforce the settlement in its
dismissal order , the district court had jurisdiction to enforce the settlement
agreement. See Kokkenen v. Guardian Life Ins. Co. of America , 511 U.S. 375, 378 (1994). (holding that a district court can retain jurisdiction over a settlement by either embodying the se ttlement contract in an order or expressly retaining jurisdiction to enforce the settlement). We have jurisdiction under 28 U.S.C. § 1291 over this appeal from a final judgment.
A district court has inherent power to enforce settlement agreements
in cases pending before it. Mid

- South Towing Co. v. Har

- Win, Inc. , 733 F.2d 386 (5th Cir. 1984). This court looks to Louisiana law to determine the validity and construction of the settlement agreement. See Lockette v. Greyhound Lines, Inc. , 817 F.2d 1182, 1185 (5 th Cir. 1987) ( “Although federal courts possess the inherent power to enforce agreements entered into in settlement of litigation, the construction and enforcement of settlement agreements is governed by the principles of state law applicable to contracts generally

. ” ). Louisiana Civil Code Article 3071 governs the enforcement of Case: 20-30510 Document: 00515870047 Page: 3 Date Filed: 05/20/2021No. 20

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4 settlement agreements. The settlement agreement between the plaintiffs and
the defendant s can be enforced on a finding that a binding, written agreement
exist s under Louisiana law. Lee v. Hunt , 631 F.2d 1171, 1173

- 74 (5th Cir. 1980). The defendants do not contest before this court that the parties reached a binding agreement; they argue only that the terms entered by the
district court in the Consent Judgment differ from those agreed to in the Memorandum of Settlement. Under Louisiana law, we review de novo a district court’s interpretation of a contract. See Gebreyesus v. F.C. Schaffer & Assocs., Inc. , 204 F.3d 639, 642 (5th Cir. 2000) (citing, e.g. , Patterson v. City of New Orleans , 686 So.2d 87, 90 (La. Ct. App. 1996)); Claimant ID 100197593 v. BP Expl. & Prod., Inc. , 666 F. App’x 358, 360 (5th Cir. 2016) (“Because the interpretation of a settlement agreement is a question of contract law, we review de novo.”).

III.

The Memorandum of Settlement called for the defendants to pay $800,000 , in annual installments of $200,000 , on March 15 of each year until 2023. The Memorandum of Settlement further provided:
The foregoing shall be reduced to a Consent Judgment subject to Court approval. a. Each defendant

- employer shall be liable for their respective pro rata share of amounts d ue to each of their employees. In addition to the obligation to pay by each defendant, the sum due shall be guaranteed by Guy W. Olano, Jr., Famous Bourbon Management Group, Inc., Silver Bourbon and Temptations, Inc. b. All attorneys’ fees and court costs shall be paid from the foregoing fund. The payments shall be paid from an escrow account administered by a qualified accountant or administrator designated by the parties paid for by defendants. Case: 20-30510 Document: 00515870047 Page: 4 Date Filed: 05/20/2021No. 20

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5 c. Each claimant shall produce the following documentation fo r approval of the administrator: (1) valid identification; (2) social security card; (3) executed IRS form W9. d. The amount of payment to each claimant shall be designated by their counsel and approved by the Court. e. The terms of this settlement shall b e confidential and shall not be disclosed by the parties. f. The record and resulting Consent Judgment shall be sealed. The Court shall retain jurisdiction over this matter. Defendants shall pay the mediation fees of Perry Dampf and Judge Daniel Knowles (r et.). g. This shall be in full and final settlement of all claims of the plaintiffs/claimants and the Court shall enter dismissals with prejudice in favor of the defendants, Joseph Ascani and Guy W. Olano, III

. The Memorandum of Settlement further provide s that “[t]he parties hereto acknowledge that each has the authority to execute this document to be fully binding on behalf of the person or entity indicated” and that “[t]he parties

. . . agree that by executing this agreement they are binding themselves to the agreement.” The Consent Judgment that the district court entered also provides that “[e]ach defendant

- employer shall be liable for their respective pro rate share of amounts due to each of their employees,” and references an
attached “Distribution C hart” setting the “amount of payment to each claimant.” The Distribution Chart is a spreadsheet listing each plaintiff, the amount of each installment check, and the “Companies Claimant Worked
For.”
The defendants primarily argue before this court that th ey never agreed to the Distribution Chart, which they say violates the terms of the Memorandum of Settlement. They contend that although the Memorandum of Settlement provides that each defendant shall be liable for its “pro rata
share of amounts due to eac h of [its] employees,” the Distribution Chart Case: 20-30510 Document: 00515870047 Page: 5 Date Filed: 05/20/2021No. 20

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6 “requires each defendant to pay the entirety of each claim if the employee
worked for more than one defendant.”

The defendants base their arguments on a misreading of the Consent Judgment and Distribution Char t . The Memorandum of Settlement provides that “[e]ach defendant

- employer shall be liable for their respective pro rata share of amounts due to each of their employees.” It further states that “[t]he amount of payment to each claimant shall be designated by their counsel and approved by the Court.” Consistent ly with this agreement, the Consent Judgment provides that “[e]ach defendant

- employer shall be liable for their respective pro rat a share of amounts due to each of their employees.” Also consistent ly wit h this agreement, the Consent Judgment incorporates a Distribution Chart, submitted by the plaintiffs but apparently based on information generated by the defendants , which shows the amount of payment owed to each claimant. Rather than requiring any defend ant to pay more than its pro rata share, the Distribution Chart shows each claimant’s entitlement and the defendants responsible for paying their pro
rata share of that entitlement.
It is unclear where the defendants got the idea that any are obliged to
“t o pay the entirety” to claimants who worked for more than one restaurant, as this language appears in neither the Memorandum of Settlement, the Consent Judgment, nor the Distribution Chart. As the district court concluded, “[none] of these documents contai n language that would make each Defendant responsible for the entirety of a Plaintiff’s claim if the Plaintiff worked for more than one Defendant.” Instead, the Consent Judgment, by incorporating the Distribution Chart, lists the amount due to
each claiman t and the individual defendants who are, together, responsible for that amount, leaving it up to those defendants to determine the amount each will pay as their pro rata share. If the defendants refuse or are unable to pay, “Guy W. Olano, Jr., [Famous Bour bon], Silver Bourbon and Case: 20-30510 Document: 00515870047 Page: 6 Date Filed: 05/20/2021No. 20

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7 Temptations, Inc.” are responsible as guarantors under the Memorandum of Settlement. In short, the plaintiffs have not claimed that any defendant is responsible for paying more than its pro rata share, the district court has not

so concluded, and no document reflects such an obligation.
Having found no error in the district court’s interpretation of the Memorandum of Settlement, the judgment below is AFFIRMED

. Case: 20-30510 Document: 00515870047 Page: 7 Date Filed: 05/20/2021