MEMORANDUM OPINION AND ORDER
Sun Life Assurance Company of Canada (“Sun Life”) brings this interpleader action under 28 U.S.C. §§ 1332 and 1335 and Federal Rule of Civil Procedure 22 against Great Lakes Business Credit, LLC (“Great Lakes”), Community Bank of Oak Park River Forest (“Community Bank”), and Stuart A. Swezey,' to settle competing claims made by Great Lakes and Community Bank to the surrender value of a life insurance policy Sun Life issued to Swezey. (R. 1, Compl.) Presently before the Court are Great Lakes’ and Community Bank’s cross-motions for summary judgment, (R. 22, Great Lakes’ Mot/Summ. J.; R. 26, Community Bank’s Mot. Summ. J.), and Community Bank’s motion to strike some of Great Lakes’ answers to the complaint, (R. 13, Community Bank’s Mot. Strike). For the reasons stated below, the
RELEVANT FACTS
I. Motion to strike
Before summarizing the facts of this case, the Court first addresses Community Bank’s motion to strike portions of Great Lakes’ answer to Sun Life’s complaint, which Community Bank filed on January 4, 2013. (R. 13, Community Bank’s Mot. Strike.) Federal Rule of Civil Procedure 12(f) provides that “[ujpon motion made by a party ... the court may order stricken from any pleading any insufficient defense or any redundant, immaterial, impertinent, or scandalous matter.” Generally, motions to strike are disfavored. Heller Fin., Inc. v. Midwhey Powder Co., Inc.,
A. Motion to strike paragraphs 12, 14, and 15
Community Bank moves to strike parts of paragraphs 12, 14, and 15 from Great Lakes’ answer, alleging that they contain unnecessary clutter and are immaterial to the dispute. (R. 13, Community Bank’s Mot. Strike at 2-3.) In paragraph 12, Great Lakes admits that Swezey assigned the life insurance policy herein at issue to Great Lakes and then extensively details subsequent transactions involving additional entities that were assigned the same policy. (R. 11, Great Lakes’ Answer ¶ 12.) Community Bank contends that the allegations in Great Lakes’ answer are immaterial and “bear no relation to the controversy in this litigation.” (R. 13, Community Bank’s Mot. Strike at 3) (citing Talbot,
Motions to strike are properly denied “when no prejudice could result from the challenged allegations, even though the matter literally is within the category set forth in Rule 12(f).” VPHI, Inc. v. Nat’l. Educ. Training Grp., Inc., No. 94 C 5559,
Community Bank also takes issue with the alleged “specious legal argument” in Great Lakes’ answer to paragraph 12. (R. 21, Community Bank’s Reply Mot. Strike at 1.) Great Lakes’ answer does contain argumentative statements, but the Court does not need to resort to the drastic measure of striking the entire answer. To the extent that the answer contains an inappropriate argument, the Court will not consider it. “Indeed, it is the function of the Court, with or without a motion to strike ... to eliminate from consideration any argument, conclusions, and assertions that are unsupported by the documented evidence of record offered in support of the statement.” Prince v. Chi. Public Sch., No. 09-CV-2010,
B. Motion to strike paragraphs 2, 4, 5,10,11,13,16, and 17
Community Bank also moves to strike the phrase “demands strict proof thereof’ that Great Lakes repeats in its responses to paragraphs 2, 4, 5, 10, 11, 13, 16, and 17 of its answer. (R. 21, Community Bank’s Reply Mot. Strike at 4.) Specifically, Great Lakes avers that it is “without sufficient information to admit or deny the allegation, and thus denies the allegation and demands strict proof thereof.” (R. 11, Great Lakes’ Answer.) Community Bank argues that the phrase “demands strict proof thereof’ should be stricken
II. The undisputed material facts
Swezey is president of Gabriel Sales Company of Oak Park (“Gabriel Oak Park”), a wholesale distributor of replacement automobile parts based in the Northern District of Illinois.
A. Community Bank’s loans to Gabriel Oak Park
Community Bank is a financial institution incorporated in Illinois, with its principal place of business in Oak Park, Illinois. (R. 10, Community Bank’s Answer ¶ 4; R. 27, Great Lakes’ Rule 56. 1 Resp. ¶2.)
On August 29, 2000, Gabriel Oak Park entered into a loan agreement with Community Bank (the “Community Bank Loan Agreement”), whereby Community Bank issued Gabriel Oak Park a $330,000 term loan and a $200,000 revolving line of credit (the “Community Bank Loan”). (R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 8; R. 23-2, Ex. A-l, Community Bank Loan Agreement.) In 2002, Community Bank renewed the Loan, (R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 9; R. 23-1, Ex. A, Braasch Decl. ¶ 6), and on February 15, 2002, pur
B. Great Lakes’ loan to Gabriel Oak Park and the Intercreditor Agreement
Great Lakes is a Michigan limited liability company authorized to do business in Illinois, with its principal place of business in Troy, Michigan. (R. 11, Great Lakes’ Answer ¶ 3; R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 3.) In September 2005, when Gabriel Oak Park could not qualify for additional loans from Community Bank due to Gabriel Oak Park’s recent losses, Great Lakes agreed to extend credit to Gabriel Oak Park. (R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 13.) In January 2006, Great Lakes agreed to loan Gabriel Oak Park $500,000 (the “Great Lakes Loan”) under certain conditions, including Community Bank subordinating its liens to Great Lakes’ liens pursuant to an Intercreditor and Subordination Agreement (“Intercreditor Agreement”). (R. 32, Community Bank’s Rule 56. 1 Resp. ¶ 2; R. 27-1, Ex. 1, Campbell Decl. ¶ 5.) Great Lakes and Community Bank executed the Intercreditor Agreement on January 25, 2006; it provides, in part, that (1) the Great Lakes Loan was secured by a first lien on Gabriel Oak Park’s “accounts, inventory and equipment, together with the proceeds thereof, (‘Great Lakes Collateral’),” and (2) Community Bank must subordinate any security interest it had (or would thereafter acquire) in the Great Lakes Collateral to Great Lakes’ security interest. (R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 14; R. 23-4, Ex. A-3, Intercreditor Agreement at Recitals A-D, ¶ 1.)
In addition to the Intercreditor Agreement and also on January 25, Great Lakes entered into a separate agreement with Gabriel Oak Park to secure the Great Lakes Loan (the “Great Lakes Loan Agreement”). (R. 32, Community Bank’s Rule 56.1 Resp. ¶3; R. 27-2, Ex. 1-A, Great Lakes Loan Agreement.) The Great Lakes Loan was secured by Gabriel Oak Park’s account receivables, instruments, general intangibles, inventory, equipment, furniture and fixtures. (R. 27,
Also on January 25, 2006, in connection with the Great Lakes Loan, Swezey assigned to Great Lakes an interest in the Policy. (R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 15; R. 32, Community Bank’s Rule 56. 1 Resp. ¶ 9; R. 27-6, Ex. 1-E, Policy Assignment Great Lakes.)’ Sun Life acknowledged the assignment on April 21, 2006. (R. 27-6, Ex. 1-E, Sun Life Acknowledgment Letter at 1.) Community Bank argues that this assignment is invalid because Swezey ceased to have any rights to the Policy after he assigned it to Community Bank four years earlier. (R. 23, Community Bank’s Mem. Summ. J. at 6-7.) To date, Gabriel Oak Park owes Great Lakes in excess of $316,695.44. (R. 27, Great Lakes’ Facts ¶ 11; R. 27-1, Ex. 1, Campbell Decl. ¶ 13.)
C. Formation and Transactions of Gabriel Chicago
Swezey formed Gabriel Sales of Chicago, LLC (“Gabriel Chicago”), on April 6, 2006. (R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 20; R. 32, Community Bank’s Rule 56.1 Resp. ¶ 20.) Gabriel Chicago is an Illinois limited liability company with its chief executive office in Forest Park, Illinois. (R. 23-5, Ex. A-4, Gabriel Chicago Loan Agreement.) Gabriel Chicago was formed in order to purchase inventory and other assets from Mutual Truck Company. (R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 21; R. 32, Community Bank’s Rule 56.1 Resp. ¶ 21.) Mutual Truck Company and Gabriel Oak Park had similar businesses, although Mutual Truck Company focused on truck parts, whereas Gabriel Oak Park dealt mainly with car parts. (R. 32, Community Bank’s Rule 56.1 Resp. ¶ 22.) In 2006, Community Bank agreed to loan Gabriel Chicago $325,000 (the “Gabriel Chicago Loan”) to finance the purchase of Mutual Truck Company’s inventory and other assets pursuant to a Loan and Security Agreement (“Gabriel Chicago Loan Agreement”). (R. 27, Great Lakes’ Facts ¶ 16; R. 32, Community Bank’s Rule 56.1 Resp. ¶ 21; R. 23-5, Ex. A-4, Gabriel Chicago Loan Agreement.) Pursuant to the Gabriel Chicago Loan Agreement, Gabriel Oak Park guaranteed the obligations of Gabriel Chicago (the “Gabriel Oak Park Guaranty”). (R. 32, Community Bank’s Rule 56.1 Resp. ¶ 16; R. 23-5, Ex. A-4, Gabriel Oak Park Guaranty.)
In September 2008, one month after consolidating Gabriel Oak Park’s debt into the Gabriel Oak Park Note, Community Bank extended a new loan in the amount of $774,775 to Gabriel Chicago in order for Gabriel Chicago to repay the outstanding balance of the Gabriel Chicago Loan and to purchase the Gabriel Oak Park Note (the “Gabriel Chicago Amended Loan Agreement”). (R. 32, Community Bank’s Rule 56.1 Resp. ¶ 27; R. 27-15, Ex. 9, Gabriel Chicago Am. Loan Agreement ¶ 4.) As part of the Gabriel Chicago Amended Loan Agreement, Community Bank assigned to Gabriel Chicago the Gabriel Oak Park Note and other assets (the “Community Bank Note Assignment”). (R. 32, Community Bank’s Rule 56.1 Resp. ¶ 29; R. 27-10, Ex. 4, Community Bank Note Assignment.) On the same day, Gabriel Chicago assigned back to Community Bank the Gabriel Oak Park Note (the “Gabriel Chicago Note Assignment”). (R. 32, Community Bank’s Rule 56.1 Resp. ¶ 30; R. 27-11, Ex. 5, Gabriel Chicago Note Assignment.)
Gabriel Oak Park filed for bankruptcy on October 5, 2012. (R. 11, Community Bank’s Answer ¶ 12; R. 23-7, Ex. B, Gabriel Oak Park’s Bankruptcy Pet’n at 3.) In an effort to satisfy Gabriel Oak Park’s outstanding financial obligations, Community Bank requested the surrender value of the Policy from Sun Life on June 28, 2012, and requested that Sun Life pay the proceeds directly and solely to Community Bank. (R. 27, Great Lakes’ Rule 56.1 Resp. ¶ 19.) Sun Life refused to honor Community Bank’s request on the basis that Swezey’s assignment of the Policy to Great Lakes might subject Sun Life to multiple liability. (Id.) Gabriel Oak Park’s bankruptcy petition lists a subordinated outstanding debt of $229,512.76 to Community Bank. (R. 23-7, Ex. B, Gabriel Oak Park Bankruptcy Pet’n at 4, 12.) In a deposition pertaining to Gabriel Oak Park’s bankruptcy filing, however, Swezey testified that Gabriel Chicago, not Gabriel Oak Park, owes Community Bank the outstanding $229,512.76. (R. 27-9, Ex. 3, Swezey Dep. at 93:2-94:8.)
PROCEDURAL HISTORY
Sun Life initiated this interpleader action on September 13, 2012. (R. 1, Compl.) Sun Life alleged that it was exposed to multiple liability due to the competing claims to the Policy by Community Bank and Great Lakes. (Id. 1.) On September 18, 2012, the Court granted judgment in favor of Sun Life and directed Sun Life to deposit the proceeds of the Policy with the Clerk of the Court. (R. 4, Min.Entry.)
On December 4, 2012, the Court entered a default judgment against Swezey for failure to timely appear, answer or otherwise plead to the complaint. (R. 9, Min.Entry.) Community Bank and Great Lakes filed answers to the Complaint on December 20 and 27, 2012, respectively. (R. 10, Community Bank’s Answer; R. 11, Great Lakes’ Answer.) Community Bank and Great Lakes both allege that they are entitled to the proceeds of the Policy. (R. 10, Community Bank’s Answer; R. 11, Great Lakes’ Answer.) On January 25, 2013, Community Bank filed a motion for summary judgment. (R. 22, Community Bank’s Mot. Summ. J.) Great Lakes filed a cross-motion for summary judgment on February 25, 2013. (R. 26, Great Lakes’ Mot. Summ. J.)
LEGAL STANDARD
Federal Rule of Civil Procedure 56 provides that “[t]he court shall grant summary judgment if the movant shows that there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law.” Fed. R. Civ. P. 56(a). The Supreme Court has said that summary judgment is proper “ ‘if the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, show that there is no genuine issue as to any material fact and that the moving party is entitled to a judgment as a matter of law.’ ” Celotex Corp. v. Catrett,
The moving party has the initial burden of demonstrating that it is entitled to summary judgment. Wheeler v. Lawson,
ANALYSIS
I. Jurisdiction and applicable law
The parties agree that jurisdiction and venue with this Court are proper, but this Court must consider the issue on its own initiative. Fid. & Deposit Co. of Md. v. City of Sheboygan Falls,
II. The cross-motions for summary judgment
The main thrust of Community Bank’s argument is that the Policy is a personal asset of Swezey, and, therefore, is not part of the collateral to which Great Lakes maintains a first priority lien. Thus, Community Bank argues that because Swezey assigned the Policy to Community Bank first, it has the senior interest pursuant to the general rule of “first in time, first in right.” (R. 31, Community Bank’s Reply at 3) (citing In re Key West Rest. & Lounge, Inc.,
A. Whether the Intercreditor Agreement subordinates Community Bank’s interest in the Policy to Great Lakes’ interest
Community Bank contends that three simple facts are dispositive in the dispute: (1) in 2002, Swezey assigned his Policy to Community Bank to secure the Community Bank Loan to Gabriel Oak Park; (2) in 2006, Swezey executed another assignment of the Policy to Great Lakes to secure the Great Lakes Loan to Gabriel Oak Park; and (3) Gabriel Oak Park owes Community Bank in excess of $229,512.76, as evidenced by Gabriel Oak Park’s bankruptcy filing. (R. 31, Community Bank’s Reply at 2.) Community Bank argues that “absent other circumstances, the timing of the 2002 assignment to Community Bank versus the 2006 assignment to Great Lakes would be dispositive.” (Id. at 3.) Community Bank argues that the Intercreditor Agreement has “no effect on Community Bank’s priority security interest in the policy” because the clear language of the agreement requires Community Bank to subordinate only its security interest in the Great Lakes Collateral. (Id. at 6.)
The Intercreditor Agreement specifies that Community Bank’s interest in the Great Lakes Collateral is subordinate to Great Lakes’ interest. (R. 23-4, Ex. A-3, Intercreditor Agreement ¶ D.) Thus, whether the Intercreditor Agreement entails a subordination of Community Bank’s interest in the Policy depends on whether the Policy is part of the Great Lakes Collateral. The Intercreditor Agreement defines the Great Lakes Collateral as the “accounts, inventory and equipment, together with the proceeds thereof.” (R. 31, Community Bank’s Reply at 6; R. 23, Ex. A-3, Intercreditor Agreement ¶ B.) Community Bank argues that this language in the Intercreditor Agreement is clear and unambiguous, and therefore the Agree
Great Lakes contends that the Great Lakes Collateral described in the Inter-creditor Agreement is actually a reference to the Great Lakes Loan Agreement, which defines “Great Lakes Collateral” more broadly to include “accounts, contract rights, instruments, chattel paper, intellectual property, inventory, cash and non-cash proceeds, equipment, furniture, and fixtures.” (R. 28, Great Lakes’ Mem. at 7; R. 27-2, Ex. 1-A, Great Lakes Loan Agreement § 3.1.) It argues that “where additional documents or terms are made part of a written contract by reference, the parties are bound by those additional terms even if they have never seen them.” (R. 33, Great Lakes’ Reply at 3) (quoting Constr. Fasteners, Inc. v. Digital Equip. Co. Inc., No. 185679,
The Court must thus determine the meaning of “Great Lakes Collateral” in the Intercreditor Agreement. See Ryan v. Chromalloy Am. Corp.,
Under Michigan law, “whether a contract is ambiguous is a question of law,” appropriate for a court to decide. Coates,
Seeking to avoid this result, Great Lakes argues, in essence, that' the Inter-creditor Agreement contains a latent ambiguity and can only be accurately interpreted by examining the Great Lakes Loan Agreement. (R. 28, Great Lakes’ Mem. at 7.) Specifically, Great Lakes contends that the definition of “Great Lakes Collateral” in the Intercreditor Agreement references the fact that the Great Lakes Loan was secured by additional assets beyond what was listed in the Intercreditor Agreement and that “Community Bank was well aware of the full extent of Great Lakes’ secured interest” when it signed the Inter-creditor Agreement. (Id. at 7-9.) Great Lakes thus argues that “Great Lakes Collateral” as used in the Intercreditor Agreement includes “accounts, contract rights, instruments, chattel paper, intellectual property, inventory, cash and non-cash proceeds, equipment, furniture and fixtures,” as defined by the Great Lakes Loan Agreement. (Id. at 7) (citing R. 27-7, Ex. 1-F, Intercreditor Agreement; R. 27-2, Ex. 1-A, Great Lakes Loan Agreement § 3.1(l)-(8)).
Under Michigan law, a court must “consider the extrinsic evidence to determine if there exists an ambiguity and then, if an ambiguity does exist, the court must consider extrinsic evidence to resolve that ambiguity.” Sault Ste. Marie Tribe of Chippewa Indians v. Granholm,
Thus, the Court must look beyond the plain language of the Intercreditor Agreement, which appears to clearly define “Great Lakes Collateral” and does not appear to reference any additional documents, to determine if the extrinsic evidence supports Great Lakes’ interpretation. It does not. Even if the Inter-creditor Agreement explicitly defined “Great Lakes Collateral” by reference to the Great Lakes Loan Agreement, neither document includes the Policy in its definition of “Great Lakes Collateral.” In relevant part, paragraph 2.6 of the Great
Great Lakes also points the Court to the affidavit of James Campbell, Senior Credit Officer of Great Lakes, which states that “Community Bank understood the terms of the contract.” (R. 27-1, Ex. 1, Campbell Decl. ¶ 9.) Campbell did not attest, however, that the mutually agreed upon definition of “Great Lakes Collateral” included the Policy. In fact, Community Bank contends that it and Great Lakes negotiated the wording of the Intercreditor Agreement and specifically excluded the Policy as part of the Great Lakes Collateral. (R. 31, Community Bank’s Reply at 7; R. 31-1, Ex. A, Suppl. Braasch Decl. ¶ 18.) Further, Community Bank and Great Lakes amended the Intercreditor Agreement in 2010, yet the definition of “Great Lakes Collateral” in the amended agreement is identical to the definition in the first Intercreditor Agreement. (R. 27-7, Ex. 1-F, Am. Intercreditor Agreement ¶ B.) Great Lakes has thus failed to meet its burden to provide extrinsic evidence showing that its interpretation of the Intercreditor Agreement is equally plausible to the meaning of the plain language of the Agreement. See Smith,
Because the Policy is not part of the Great Lakes Collateral, the Intercreditor Agreement does not subordinate Community Bank’s interest in the Policy to Great Lakes’ interest. Thus, according to the first in time, first in right rule, Community Bank has the priority interest in the Policy. The Intercreditor Agreement does not provide a basis to grant Great Lakes’ motion for summary judgment, nor does it provide a basis to deny Community Bank’s motion for summary judgment. Great Lakes has raised additional arguments, however, and the Court now turns to its second argument.
B. Whether Community Bank’s assignment of the Gabriel Oak Park Note invalidated its priority interest
Great Lakes next argues that the reciprocal assignments of the Gabriel Oak Park Note by Community Bank and then Gabriel Chicago strip Community Bank of its priority interest in the Policy. (R. 28, Great Lakes’ Mem. at 9.) Great Lakes argues that Community Bank specified which assets it was assigning to Gabriel Chicago when it assigned the Gabriel Oak Park Note: the amended loan and security agreements, a guaranty from Swezey, a guaranty from Gabriel Chicago, and a subordination agreement with Swezey, and a financing statement with subsequent amendments, but not an interest in the Policy. (R. 33, Great Lakes’ Reply at 4-5; R. 27-10, Ex. 4, Gabriel Chicago Assignment.) Great Lakes thus argues that as a result of Community Bank’s failure to explicitly reference the interest in the Policy, Gabriel Chicago never received an interest in the Policy from Community Bank. (R. 33, Great Lakes’ Reply at 5.) Great Lakes further argues that because Gabriel Chicago never received an interest in the. Policy, Gabriel Chicago could not re-assign the interest when it assigned the Gabriel Oak Park Note back to Community Bank. (Id. at 5.) According to Great Lakes, Community Bank’s only interest in the Policy arises from Gabriel Oak Park’s original loan obligations. (Id.) Great Lakes contends that those obligations were cancelled when Community Bank sold the Gabriel Oak Park Note to Gabriel Chicago. (Id. at 5-6.) Great Lakes cites Smith v. Material Service Corporation,
Community Bank counters that it retained its priority interest in the Policy through the various transactions. Community Bank avers that the Gabriel Oak Park Note preserved Community Bank’s security interest in the Policy when it specified that “nothing herein shall ... adversely affect any lien ... or security interest securing such indebtedness ... ”. (R. 31, Community Bank’s Reply) (quoting R. 23-6, Ex. A-5, Gabriel Oak Park Note at 2). The subsequent Gabriel Chicago Assignment expressly grants Gabriel Chicago “all rights and claims [Community Bank] may have under the Loan Documents.” (R. 27-10, Ex. 4, Gabriel Chicago Assignment at 1). The Loan Documents are explicitly defined in the Gabriel Chicago Assignment to include the Gabriel Oak Park Note. (Id. at ¶ 1) Thus, Community Bank argues that the Gabriel Chicago Assignment granted a priority security interest in the Policy to Gabriel Chicago. (R. 31, Community Bank’s Reply at 4.) Community Bank further contends that when Gabriel Chicago reassigned the Gabriel Oak Park Note to Community Bank, Gabriel Chicago also reassigned the collateral
According to Illinois law, “once a valid assignment is effected, the assignee acquires all of the interest of the assignor in the property and stands in the shoes of the assignor.” Stride v. 120 W. Madison Bldg. Corp.,
In order for an assignment to be valid, “there must be an intent to effectuate one, and that intent may be reflected by any instruments executed by the parties, as well as from surrounding circumstances.” In re Cycle Prods. Distrib. Co.,
C. Whether there is outstanding debt to secure
Great Lakes next argue that the security interest in the Policy is only valid to the extent that there exists outstanding debt to secure. See Smith,
Great Lakes provides additional reasons why the Court should deny Community Bank’s motion for summary judgment. Great Lakes argues that even if Community Bank has the priority interest, it failed to meet the preconditions set forth in the Policy Assignment Community Bank. (R. 28, Great Lakes’ Mem. at 13.) In addition, it argues that the Policy assignments to both Community Bank and Great Lakes are liens, not assignments. (R. 28, Great Lakes Mem. at 14.) Those arguments do not provide a basis for the Court to grant Great Lakes’ motion for summary judgment, however, and, having already concluded that granting summary judgment in favor of Community Bank would be inappropriate, the Court declines to address them.
CONCLUSION
For the reasons set forth above, Community Bank’s motion to strike (R. 13) is GRANTED in part and DENIED in part, and Community Bank’s and Great Lakes’ crossmotions for summary judgment (R. 22; R. 26) are DENIED. The parties are requested to reevaluate their settlement positions in light of this opinion and exhaust all efforts to settle this case. The parties shall appear for a status hearing on November 5, 2013 at 9:45 A.M.
Notes
. The Court takes the undisputed facts from the parties' Local Rule 56.1 statements of material facts. (R. 24, Community Bank's Local Rule 56.1 Statement of Material Facts ("Community Bank's Facts''); R. 27, Great Lakes' Local Rule 56.1 Response to Community Bank's Local Rule 56.1 Statement of Material Facts ("Great Lakes' Rule 56.1 Resp.”) & Great Lakes’ Statement of Additional Facts both in Response to Community Bank’s Motion for Summary Judgment and in Support of its Cross-Motion for Summary Judgment ("Great Lakes' Facts”); R. 29, Great Lakes’ Correction to Fact No. 14 ("Great Lakes Fact No. 14”); R. 32, Community Bank’s Response to Great Lakes' Local Rule 56.1 Statement of Material Facts ("Community Bank’s Rule 56.1 Resp.”) & Community Bank's Additional Facts in Response to Great Lakes’ Cross-Motion for Summary Judgment ("Community Bank’s Add'l Facts”); R. 34, Great Lakes’ Response to Community Bank's Additional Facts ("Great Lakes' Resp. Add! Facts”)). Community Bank’s Facts are nearly identical to its Additional Facts, and Great Lakes’ response to Community Bank’s Facts is nearly identical to its Response to Community Bank’s Additional Facts. Thus, for the sake of clarity, the Court will only cite to Community Bank's Facts and Great Lakes’ Facts unless specifically noted.
. Both parties offer documentation listing conflicting locations for Gabriel Oak Park. Gabriel Oak Park’s Bankruptcy Petition lists Gabriel Oak Park’s location as Northlake, Illinois. (R. 23-7, Ex. B, Gabriel Oak Park’s Bankruptcy Pet’n at 1.) The Amended Bankruptcy Petition, however, lists Gabriel Oak Park’s location as Melrose Park, Illinois. (R. 27-8, Ex. 2, Gabriel Oak Park’s Am. Bankruptcy Pet’n at 1.) Nonetheless, all of the locations listed for Gabriel Oak Park are located in the Northern District of Illinois, Eastern Division.