Full opinion text
MEMORANDUM AND ORDER JOSEPH F. BIANCO, District Judge: Plaintiffs brought this class action against defendants Astoria Financial Corporation (hereinafter, “Astoria Financial”), Astoria Federal Savings and Loan Association (hereinafter, “Astoria Federal”), Astoria Federal Mortgage Corporation (hereinafter, “Astoria Mortgage”), Long Island Bancorp, Inc. (hereinafter “LIB”), and Long Island Savings Bank, FSB (hereinafter, “LISB”) (collectively, “defendants”), alleging violations of the Truth in Lending Act (“TILA”), 15 U.S.C. § 1601, et seq., state consumer protection statutes, New York Real Property Law § 274-a, New York Real Property Actions & Proceedings Law 1921, and common law claims for breach of contract, fraud and unjust enrichment. Previously, this Court certified the following class of plaintiffs under Rules 23(b)(2) and (b)(3) of the Federal Rules of Civil Procedure: Ml consumers or borrowers in the United States who had or currently have a mortgage or residential loan originated or purchased by any of the defendants and who wrongfully paid or will be demanded to pay closing fees, satisfaction fees, discharge fees, prepayment fees (or penalties), refinance fees (or penalties), attorney document preparation fees, facsimile fees, recording fees and any other fees, charges, false debts or finance charges in contravention of their mortgage or loan contracts or applicable laws. Currently before the Court are the parties’ renewed cross-motions for summary judgment pursuant to Rule 56 of the Federal Rules of Civil Procedure, and plaintiffs’ motion for costs and fees. For the reasons set forth below, defendants’ motion for summary judgment is granted with respect to defendants Astoria Financial and LIB, and, accordingly, those two parties are terminated as defendants from this case. In addition, defendants’ motion for summary judgment as to the remaining defendants is partially granted with respect to the claim brought by named plaintiff Geoffrey Horn under the Home Ownership and Equity Protection Act of 1994 (“HOEPA”), 15 U.S.C. § 1689, and generally with respect to class plaintiffs’ claims under New York Real Property Law § 274-a, New York Real Property Actions & Proceedings Law § 1921, and the common law claims for unjust enrichment and fraud. However, the Court denies defendants’ motion for summary judgment as to plaintiffs’ claims brought under TILA, breach of contract, and New York General Business Law § 349. Plaintiffs’ motion for summary judgment is denied in its entirety. Finally, the Court defers plaintiffs’ motion for costs, without prejudice for renewal following trial. I. Background and Procedural History A. Background The underlying facts giving rise to this litigation are comprehensively described by the Honorable Arthur D. Spatt, United States District Judge, in a prior decision addressing defendants’ motion to dismiss (hereinafter, “McAnaney I”), and by the undersigned in prior decisions granting plaintiffs’ motion for class certification (hereinafter, “McAnaney II ”) and an earlier motion for summary judgment (hereinafter, “McAnaney III”). See McAnaney v. Astoria Fin. Corp., 357 F.Supp.2d 578 (E.D.N.Y.2005) (“McAnaney I ”); McAnaney v. Astoria Fin. Corp., No. 04-CV-1101 (JFB), 2006 WL 2689621 (E.D.N.Y. Sept. 19, 2006) (“McAnaney II ”); McAnaney v. Astoria Fin. Corp., No. 04-CV-1101 (JFB), 2007 WL 2702348 (E.D.N.Y. Sept. 12, 2007) (“McAnaney III ”). As such, the Court presumes familiarity with the facts of this case, and only briefly recites within this section basic background facts adduced during discovery regarding the loan agreements of the named plaintiffs and the basic dispute. Additional facts that are relevant to the instant motions are set forth in further detail in the Discussion section infra, taken from the parties’ depositions, affidavits, exhibits, and from the parties’ respective Local Rule 56.1 statements of facts. Upon consideration of each motion for summary judgment, the Court shall construe the facts in the light most favorable to the non-moving party. See Capobianco v. N.Y., 422 F.3d 47, 50 n. 1 (2d Cir.2005). 1. The McAnaneys On February 4,1993, David and Carolyn McAnaney (“the McAnaneys”) obtained a residential loan relating to their residence located in Belle Terre, New York, in the form of a mortgage from LISB (hereinafter, “the McAnaneys’ First Loan”). (Pls.’ 56.1 ¶ 1.) The McAnaneys’ First Loan was serviced by defendant LISB until that entity was acquired by defendant Astoria Federal and/or defendant Astoria Financial (Id. ¶ 3; Defs.’ Am. Resp. 56.1 ¶ 3.) Thereafter, Astoria Federal serviced the McAnaneys’ First Loan until it was sold to the Federal National Mortgage Association (“Fannie Mae”). (Pls.’ 56.1 ¶ 5.) On November 18, 2002, Astoria Federal sent the McAnaneys a “payoff letter” via facsimile, which listed several fees to be paid by the McAnaneys which were “necessary to satisfy” the McAnaneys’ First Loan. (Id. ¶ 6.) The amount listed on the payoff letter included: (1) an “Atty. Doc. Prep. Fee” of $125; (2) a “Facsimile Fee” of $25; and (3) a “Recording Fee” of $64.50. (Id. ¶¶ 7, 14, 16; Pls.’ Resp. 56.1 ¶¶ 67-69.) It is undisputed that the McAnaneys should not have been charged the Atty. Doc. Prep. Fee by Astoria Federal with regard to the McAnaneys’ First Loan. (Pls.’ 56.1 ¶ 11; Defs.’ Am. Resp. 56.1 ¶ 11.) According to defendants, Astoria Federal improperly demanded the Atty. Doc. Prep. Fee from the McAnaneys due to a “programming error” in an automated computer system used by Astoria Federal. (Pls.’ 56.1 ¶ 9.) Regardless of the reason for the error, plaintiffs assert that the McAnaneys paid the Atty. Doc. Prep. Fee to Astoria Federal, and that Astoria Federal retained the fee. (Defs.’ Am. Resp. 56.1 ¶ 8.) However, defendants assert that, upon discovery of its error, Astoria refunded the fee to an escrow account held by the McAnaneys. (Id. ¶ 12; Defs.’ 56.1 ¶ 61; Pls.’ Resp. 56.1 ¶ 61.) In any event, it is undisputed that Astoria Federal did not inform the McAnaneys that it had improperly demanded or collected the Atty. Doc. Prep. Fee, or that it had refunded such a fee to the McAnaneys’ escrow account. (Pls.’ 56.1 ¶ 13; Defs.’ Am. Resp. 56.1 ¶ 13; Pls.’ Resp. 56.1 ¶ 76.) It is further undisputed that the McAnaneys paid the Facsimile Fee and the Recording Fee to Astoria Federal. (Pls.’ 56.1 ¶¶ 15, 17.) The McAnaneys obtained a second residential loan from LISB concerning a property located in Port Jefferson, New York (hereinafter, “the McAnaneys’ Second Loan”). (Pls.’ 56.1 ¶ 25.) On November 18, 2002, Astoria Federal sent the McAnaneys a “payoff letter” relating to the McAnaneys’ Second Loan, which listed several fees to be paid by the McAnaneys which were “necessary to satisfy” the loan. (Id ¶ 29.) The amount listed on the payoff letter included: (1) an “Atty. Doc. Prep. Fee” of $125; (2) a “Facsimile Fee” of $25; and (3) a “Recording Fee” of $64.50. (Id. ¶¶ 30, 36, 38.) It is undisputed that the McAnaneys paid each of these fees to Astoria Federal. (Id ¶¶ 31, 37, 39.) 2. The Reillys On or about March 28, 2002, John and Constance Reilly (“the Reillys”) obtained a residential loan in the form of a mortgage from Astoria Federal (hereinafter, “the Reilly Loan”). (Pls.’56.1 ¶ 47.) The Reilly Loan was serviced by Astoria Federal until the time it was repaid. (Id ¶ 49.) On April 16, 2004, and April 19, 2004, respectively, Astoria Federal sent the Reillys two “payoff letters” which listed several fees to be paid by the Reillys that were “necessary to satisfy” the loan, including: (1) an “Atty. Doc. Prep. Fee” of $125; (2) “Facsimile Fees” of $25 and $50; and (3) a “Recording Fee” of $44.50. (Id. ¶¶ 51, 53, 59, 62; Defs.’ 56.1 ¶¶ 97-98.) It is undisputed that the Reillys paid the Facsimile Fee to Astoria Federal, and that Astoria Federal deducted the Recording Fee from funds held in escrow by Astoria Federal for the Reillys. (Pls.’ 56.1 ¶¶ 56, 61, 64; Defs.’ Am. Resp. 56.1 ¶¶ 56, 61, 64; Defs.’ 56.1 ¶¶ 46-47, 103; Pls.’ Resp. 56.1 ¶¶ 46-47, 103.) Plaintiffs claim that they paid the Atty. Doc. Prep. Fee to Astoria Federal, but defendants dispute that and claim that the fee was never collected. (Pls.’ 56.1 ¶ 55; Defs.’ Am. Resp. 56.1 ¶ 55; Defs.’ 56.1 ¶ 103; Pls.’ Resp. 56.1 ¶103.) Defendants further dispute plaintiffs’ contention that any collection of the Disputed Fees was in breach of the loan agreement. (Defs.’ Resp. 56.1 ¶¶ 54-57.) 3. The Russos On or about November 12, 1993, Philip and Cynthia Russo (“the Russos”) obtained a residential loan from LISB in the form of a mortgage (hereinafter, “the Russo Loan”). (Pls.’ 56.1 ¶ 72.) The Russo loan was serviced by LISB until the bank was acquired by Astoria Federal; thereafter, the loan was serviced by Astoria Federal until it was repaid. (Id. ¶¶ 74-75.) On June 2, 2004, Astoria Federal sent to the Russos a “payoff letter” which listed several fees to be paid by the Russos that were “necessary to satisfy” the Russo Loan, including: (1) an “Atty. Doc. Prep. Fee” of $125; (2) a “Facsimile Fee” of $25; and (3) a “Recording Fee” of $64.50. (Id. ¶¶ 77-78, 85, 87; Defs.’ 56.1 ¶¶ 83, 85; Pls.’ Resp. 56.1 ¶¶ 83, 85.) It is undisputed that the Russos paid the Disputed Fees to Astoria Federal. (Pls.’ 56.1 ¶¶ 79, 86, 88.) It is also undisputed that the Russos should not have been charged the Atty. Doc. Prep. Fee by Astoria Federal. (Id. ¶ 80; Defs.’ Am. Resp. 56.1 ¶ 80.) According to defendants, Astoria Federal improperly demanded the Atty. Doc. Prep. Fee from the Russos due to a “programming error” in an automated computer system used by Astoria Federal. (Id. 56.1 ¶ 81.) In any event, plaintiffs assert that the Russos paid the Atty. Doc. Prep. Fee to Astoria Federal, and that Astoria Federal retained that fee. (Pls.’ 56.1 ¶ 81; Defs.’ Am. Resp. 56.1 ¶ 81.) However, defendants assert that, upon discovery of its error, Astoria Federal refunded the fee to an escrow account held by the Russos. (Defs.’ Am. Resp. 56.1 ¶ 81; Defs.’ 56.1 ¶ 61; Pls.’ Resp. 56.1 ¶ 61.) Defendants also claim that they refunded the Recording Fee to the Russos. (Defs.’ Am. Resp. 56.1 ¶ 88.) Astoria Federal did not inform the Russos that it had improperly demanded or collected the Atty. Doc. Prep. Fee, or that it had refunded such a fee to the Russos’ escrow account. (Pls.’ 56.1 ¶¶ 83-84; Defs.’ Am. Resp. 56.1 ¶¶ 83-84.) On May 8, 2002, the Russos also obtained a residential loan from Astoria Federal in the form of a Home Equity Line of Credit (hereinafter, “the Russos’ HE-LOC”). (Pls.’ 56.1 ¶ 95.) The Russos’ HELOC was serviced by Astoria Federal until it was repaid. (Id. ¶ 97.) In two “payoff letters” dated, respectively, June 2, 2004, and June 16, 2004, Astoria Federal listed the amounts “necessary to satisfy” the Russos’ HELOC loan, including: (1) a “Satisfaction Fee/Atty Document Preparation Fee” of $125; and (2) a “County Clerk Fee/Recording Fee” of $64.50. (Id. ¶¶ 98-101, 107.) It is undisputed that the Russos paid both fees to Astoria Federal. (Pls.’ 56.1 ¶¶ 106, 111; Defs.’ Am. Resp. 56.1 ¶¶ 106, 111.) Plaintiffs assert that Astoria Federal improperly demanded and collected the fees from the Russos. (Pls.’ 56.1 ¶ 103; Defs.’ Am. Resp. 56.1 ¶ 103; Defs.’ 56.1 ¶92; Pls.’ Resp. 56.1 ¶ 92.) Defendants dispute plaintiffs’ contention that collection of any of the Disputed Fees was in breach of the loan agreement. (Defs.’ Resp. 56.1 ¶¶ 105-06.) 4. Geoffrey Horn On August 13, 2003, Geoffrey Horn and Elizabeth Tomlinson Horn (“the Horns”) obtained a purchase money mortgage loan on their residence in Bedford, New York, (hereinafter, “the Horn Loan”). (Defs.’ Supp. 56.1 ¶ 1.) Prior to closing, defendants provided a Federal Truth-In-Lending Disclosure (hereinafter, “TIL Disclosure”), which listed a $125 “Satisfaction Fee” amongst “prepaid” finance charges. (Defs.’ Supp. 56.1 ¶¶ 5-6; Decl. of Alfred W.J. Marks, Apr. 17, 2008, Ex. F.) On January 24, 2005, Horn received a faxed payoff statement on the Horn Loan which listed several fees to be paid by the Horns, which were “necessary to satisfy” the loan. (Defs.’ Supp. 56.1 ¶ 10; Decl. of Alfred W.J. Marks, Apr. 17, 2008, Ex. I.) The amount listed on the payoff letter included: (1) an “Atty. Doc. Prep. Fee” of $125; (2) a “Facsimile Fee” of $25; and (3) a “Recording Fee” of $36.50. (Defs.’ Supp. 56.1 ¶ 10; Decl. of Alfred W.J. Marks, Apr. 17, 2008, Ex. I.) It is undisputed that the Horns paid each of these fees to Astoria Federal. (Defs.’ Supp. 56.1 ¶ 11.) B. Procedural History Plaintiffs commenced this class action on March 16, 2004. The case was originally assigned to the Honorable Arthur D. Spatt, United States District Judge. On July 16, 2004, plaintiffs filed an amended complaint. Thereafter, defendants moved to dismiss the amended complaint. The motion was granted in part and denied in part by Memorandum & Order dated February 17, 2005, and the parties were directed to proceed with discovery. See McAnaney v. Astoria Fin. Corp., 357 F.Supp.2d 578 (E.D.N.Y.2005) (McAnaney I). On November 8, 2005, plaintiffs, with leave of the Court, filed a second amended class action complaint, adding certain state law claims. On March 31, 2006, the case was reassigned to the undersigned. Thereafter, plaintiffs moved to certify a class. The motion was granted on September 19, 2006. See McAnaney v. Astoria Fin. Corp., No. 04-CV-1101 (JFB), 2006 WL 2689621 (E.D.N.Y. Sept. 19, 2006) (McAnaney II). On October 20, 2006, plaintiffs moved for Court approval of the class notice and class notice plan. On December 15, 2006, defendants moved for summary judgment. On December 21, 2006, plaintiffs cross-moved for partial summary judgment. Oral argument was heard on the parties’ cross-motions on March 28, 2007. Thereafter, the parties submitted additional briefing regarding defendants’ motion to amend their filings under. Local Civil Rule 56.1 and their responses to plaintiffs’ requests to admit, as well as plaintiffs’ motion for costs and fees. By Memorandum and Order dated September 12, 2007, the Court granted defendants’ motion in part, dismissing all the named plaintiffs’ TILA claims as being time-barred under the relevant statute of limitations. See McAnaney v. Astoria Fin. Corp., No. 04-CV-1101 (JFB), 2007 WL 2702348 (E.D.N.Y. Sept. 12, 2007) (McAnaney III); see also McAnaney v. Astoria Fin. Corp., No. 04-CV-1101 (JFB), 2008 WL 222524 (E.D.N.Y. Jan. 25, 2008) (granting plaintiffs’ motion for partial reconsideration regarding the Russo HELOC loan, holding that TILA claim on Russo HELOC Loan was time-barred). After the Court found that none of the named plaintiffs had viable TILA claims, it decided to afford plaintiffs’ counsel a reasonable period of time for substitution or intervention of a new class representative. See McAnaney III, 2007 WL 2702348, at *13. Based on the ruling regarding the statute of limitations, the Court declined to address the remaining issues until the defect in class representation was addressed, and accordingly dismissed the remaining branches of the parties’ cross motions without prejudice to the parties refiling the motions following resolution of the class representatives issue. See id. at *14. On February 29, 2008, plaintiffs filed a motion to intervene Geoffrey Horn as a new named plaintiff. Following oral argument regarding the intervention motion on September 29, 2008, the Court granted plaintiffs’ motion on the record. As directed by the Court, plaintiffs subsequently filed a third amended complaint on October 13, 2008. On December 3, 2008, plaintiffs renewed their motion for summary judgment, and defendants thereafter renewed their cross-motion for summary judgment on December 5, 2008. Plaintiffs filed opposition papers to defendants’ motion on December 20, 2008, and defendants filed a supplemental reply memorandum in further support of their motion for summary judgment and in opposition to plaintiffs’ motion for summary judgment on December 22, 2008. On March 17, 2009 and June 30, 2009, plaintiffs filed supplemental letters providing further argument, to which defendants replied on March 19, 2009 and July 2, 2009. This matter is fully submitted. All submissions, including materials submitted in connection with the initial motions for summary judgment incorporated by reference, have been considered by the Court. II. Standard of Review A. Summary Judgment Standard The standards for summary judgment are well settled. Pursuant to Federal Rule of Civil Procedure 56(c), a court may not grant a motion for summary judgment unless “the pleadings, depositions, answers to interrogatories, and admissions on file, together with affidavits, if any, show that there is no genuine issue as to any material fact and that the moving party is entitled to judgment as a matter of law.” Fed. R. Civ. P. 56(c); Globecon Group, LLC v. Hartford Fire Ins. Co., 434 F.3d 165, 170 (2d Cir.2006). The moving party bears the burden of showing that he or she is entitled to summary judgment. See Huminski v. Corsones, 396 F.3d 53, 69 (2d Cir.2005). The court “is not to weigh the evidence but is instead required to view the evidence in the light most favorable to the party opposing summary judgment, to draw all reasonable inferences in favor of that party, and to eschew credibility assessments.” Amnesty Am. v. Town of W. Hartford, 361 F.3d 113, 122 (2d Cir.2004); see also Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986) (summary judgment is unwarranted if “the evidence is such that a reasonable jury could return a verdict for the nonmoving party”). Once the moving party has met its burden, the opposing party “must do more than simply show that there is some metaphysical doubt as to the material facts.... [T]he nonmoving party must come forward with specific facts showing that there is a genuine issue for trial.” Caldarola v. Calabrese, 298 F.3d 156, 160 (2d Cir.2002) (quoting Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586-87, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986)) (emphasis in original). As the Supreme Court stated in Anderson, “[i]f the evidence is merely colorable, or is not significantly probative, summary judgment may be granted.” 477 U.S. at 249-50, 106 S.Ct. 2505 (citations omitted). Indeed, “the mere existence of some alleged factual dispute between the parties” alone will not defeat a properly supported motion for summary judgment. Id. at 247-48, 106 S.Ct. 2505 (emphasis in original). Thus, the nonmoving party may not rest upon mere conclusory allegations or denials, but must set forth “concrete particulars” showing that a trial is needed. R.G. Group, Inc. v. Horn & Hardart Co., 751 F.2d 69, 77 (2d Cir.1984) (internal quotations omitted). Accordingly, it is insufficient for a party opposing summary judgment “merely to assert a conclusion without supplying supporting arguments or facts.” Bell-South Telecomms., Inc. v. W.R. Grace & Co., 77 F.3d 603, 615 (2d Cir.1996) (internal quotations omitted). B. Law of the Case Doctrine Plaintiffs repeatedly argue that a number of the arguments raised by defendants are foreclosed pursuant to the “law of the case” doctrine, based upon decisions made by Judge Spatt in denying defendants’ motion to dismiss in the instant case, as well as other decisions by the undersigned. Plaintiffs’ specific assertions regarding decisions that they claim are entitled to deference as law of the case are discussed in more detail infra, but the Court notes that plaintiffs are occasionally incorrect in relying on this doctrine, as certain issues were not in fact decided by Judge Spatt or this Court. Moreover, to the extent that plaintiffs are correct that some of defendants arguments were in fact raised to or addressed by Judge Spatt or the undersigned, the Court notes that “[application of the ‘law of the case’ doctrine is ‘discretionary and does not limit a courts power to reconsider its own decisions prior to final judgment.’ ” RSL Comm’cns, PLC v. Bildirci, No. 04-CV5217 (RJS), 2009 WL 454136, at *2 (S.D.N.Y. Feb. 23, 2009) (quoting Sagendorf-Teal v. County of Rensselaer, 100 F.3d 270, 277 (2d Cir.1996)); see also Arizona v. California, 460 U.S. 605, 618, 103 S.Ct. 1382, 75 L.Ed.2d 318 (1983) (“Law of the case directs a court’s discretion, it does not limit the tribunal’s power.”); accord DiLaura v. Power Auth. of the State of N.Y., 982 F.2d 73, 76 (2d Cir.1992); Golden Pac. Bancorp v. F.D.I.C., No. 95-CV-9281 (NRB), 2003 WL 21496842, at *5 n. 14 (S.D.N.Y. June 27, 2003) (“[WJhen the mandate of a higher court is not involved, the law of the case doctrine is a discretionary one.”). Of course, the discretionary law of the case doctrine applies to issues of law already decided by the Court. However, because of the divergent standard of review applicable to motions to dismiss and motions for summary judgment, the law of the case doctrine is inapposite to the Court’s analysis of whether, after the close of discovery, genuine issues of fact have been raised which survive summary judgment. See Nobel Ins. Co. v. City of N.Y., No. 00-CV1328 (KMK), 2006 WL 2848121, at *4 (S.D.N.Y. Sept. 29, 2006) (“[A]s a ruling in favor of a plaintiff on a motion to dismiss does not address the merits of a case, such ruling will not preclude a subsequent ruling in favor of a defendant on the same issue on a motion for summary judgment following discovery ... [t]he law of the case doctrine ... does not preclude this Court from reconsidering issues on summary judgment that have initially been raised in the context of a motion to dismiss.”); see also McKenzie v. BellSouth Telecommc’ns., Inc., 219 F.3d 508, 513 (6th Cir.2000) (“[O]ur holding on a motion to dismiss does not establish the law of the case for purposes of summary judgment, when the complaint has been supplemented by discovery.”). In accordance with the foregoing, in each instance that prior decisions of Judge Spatt or the undersigned are invoked, the Court has carefully scrutinized the decision, and the evidence developed during discovery, to determine whether adherence to the law of the case doctrine is warranted. III. Discussion A. Improper Defendants Defendants claim that discovery has demonstrated that certain parties are not proper defendants to this action. Specifically, defendants argue that Astoria Financial and LIB are bank holding companies that did not originate or service the loans at issue, and are therefore not subject to potential liability for the claims alleged in this case. (See Defs.’ Mem. at 40; Defs.’ Supp. Mem. at 25.) Plaintiffs do not dispute the fact that Astoria Financial and LIB (collectively, “bank holding company defendants”) were not involved in originating or servicing the loans, but rather assert that the bank holding company defendants may be held liable because they exercised control over their subsidiaries. (See Pls.’ Opp. Mem. at 59-61.) As set forth below, the Court agrees with defendants that the bank holding company defendants should be dismissed from the instant case because there is no evidence indicating their direct involvement, and there is insufficient record evidence from which a finder of fact could reasonably conclude that the corporate veil should be pierced under an alter ego theory of liability. As a baseline matter, parent companies are generally not liable for actions of their subsidiaries. See De Jesus v. Sears, Roebuck & Co., Inc., 87 F.3d 65, 69 (2d Cir.1996) (“As a general matter, ... a corporate relationship alone is not sufficient to bind a parent corporation for the actions of its subsidiary.”) (citation and internal quotation marks omitted). However, “[i]n some instances, the corporate relationship between a parent and its subsidiary [is] sufficiently close ... to justify piercing the corporate veil and holding one corporation legally accountable for the actions of the other.” De Jesus, 87 F.3d at 69 (citation and internal quotation marks omitted). Under New York law, two elements must be shown in order to pierce the corporate veil: “(i) that the owner exercised complete dominion over the corporation with respect to the transaction at issue; and (ii) that such domination was used to commit a fraud or wrong that injured the party seeking to pierce the veil.” Thrift Drug, Inc. v. Universal Prescription Adm’rs, 131 F.3d 95, 97 (2d Cir.1997) (citations and internal quotation marks omitted) (emphasis in original); see also Am. Protein Corp. v. AB Volvo, 844 F.2d 56, 60 (2d Cir.1988) (noting that to pierce the corporate veil the “parent must exercise complete dominion ‘in respect to the transaction attacked’ so that the subsidiary had ‘at the time’ no separate will of its own and such domination must have been used to ‘commit the fraud or wrong’ against plaintiff, which proximately caused plaintiffs injury.”) (quoting Lowendahl v. Baltimore & Ohio R.R., 247 A.D. 144, 157, 287 N.Y.S. 62 (N.Y.App.Div.1936)); accord Marketplace LaGuardia Ltd. P’ship v. Harkey Enters., Inc., No. 07-CV-1003 (CBA), 2008 WL 905188, at *2 (E.D.N.Y. Mar. 31, 2008). In the Second Circuit, courts look at a number of non-exclusive factors to determine whether the necessary dominion and control exists for the Court to pierce the corporate veil, including: “(1) the absence of the formalities and paraphernalia that are part and parcel of the corporate existence, i.e., issuance of stock, election of directors, keeping of corporate records and the like, (2) inadequate capitalization, (3) whether funds are put in and taken out of the corporation for personal rather than corporate purposes, (4) overlap in ownership, officers, directors, and personnel, (5) common office space, address and telephone numbers of corporate entities, (6) the amount of business discretion displayed by the allegedly dominated corporation, (7) whether the related corporations deal with the dominated corporation at arms length, (8) whether the corporations are treated as independent profit centers, (9) the payment or guarantee of debts of the dominated corporation by other corporations in the group, and (10) whether the corporation in question had property that was used by other of the corporations as if it were its own.” William Passalacqua Builders, Inc. v. Resnick Developers S., Inc., 933 F.2d 131, 139 (2d Cir.1991). In applying these factors, “there is a presumption of separateness ... which is entitled to substantial weight.” Am. Protein Corp., 844 F.2d at 60. In support of their position that liability may be potentially imposed on the bank holding company defendants, plaintiffs primarily point to undisputed facts that demonstrate that the bank holding company defendants owned controlling interests in the defendants whose direct involvement is alleged. Specifically, plaintiffs cite: (1) admissions that Astoria Financial is the parent company of Astoria Federal and that LIB was the parent company of LISB; and (2) undisputed record evidence that Astoria Financial and LIB consolidated the financial results of their subsidiaries in their publicly-filed financial statements. (Decl. of Joseph S. Tusa, Dec. 20, 2005, Ex. 2; Decl. of Joseph S. Tusa, Mar. 2, 2007, Ex. Y). However, it is well-settled that these facts, which simply demonstrate that the bank holding company defendants had controlling interests in the subsidiary defendants, are insufficient, standing alone, to pierce the corporate veil. De Jesus, 87 F.3d at 69 (“ ‘[OJwnership by a parent of all its subsidiary’s stock has been held an insufficient reason in and of itself to disregard distinct corporate entities. Actual domination, rather than the opportunity to exercise control, must be shown.’ ”) (quoting Williams v. McAllister Bros. Inc., 534 F.2d 19, 21 (2d Cir.1976)). Plaintiffs also point to record evidence that the bank holding company defendants and their subsidiaries shared common officers and directors (Decl. of Joseph S. Tusa, Dec. 20, 2006, Ex. 1; Decl. of Joseph S. Tusa, Mar. 2, 2007, Exs. Y, PP), but this Resnick factor, without more than otherwise indicated in the instant case, is insufficient as a matter of law to establish alter ego liability of a parent corporation. See Greene v. Long Island R.R. Co., 280 F.3d 224, 235 (2d Cir.2002) (“[Corporate ownership of a subsidiary and overlapping offices and directorates are not, without more, sufficient to impose liability on the parent for conduct of the subsidiary!.]”); see also In re Amaranth Natural Gas Commodities Litig., 587 F.Supp.2d 513, 538 (S.D.N.Y.2008) (holding that ownership and overlapping directors are insufficient, standing alone to pierce the corporate veil); In re Ski Train Fire in Kaprun, Austria on Nov. 11, 2000, 342 F.Supp.2d 207, 216 (S.D.N.Y.2004) (“Courts have held, however, that factors such as sole ownership, overlapping directors, consolidated financial statements, and reference to the subsidiary as a department are insufficient to establish the type of day-to-day control necessary to disregard corporate separateness.”); Allied Programs Corp. v. Puritan Ins. Co., 592 F.Supp. 1274, 1277 (S.D.N.Y.1984) (“ ‘It is well settled that there must be complete domination and control before the parent’s corporate veil can be pierced. Stock control, interlocking directors and officers, and the like, are in and of themselves insufficient.’ ”) (quoting Musman v. Modem Deb. Inc., 50 A.D.2d 761, 377 N.Y.S.2d 17, 20 (N.Y.App.Div.1975)). The facts which plaintiffs claim indicate excessive control and domination in the instant case — controlling ownership interest in subsidiaries, reporting of consolidated results of such subsidiaries in public filings, and overlapping directors and officers between parent and subsidiary corporations — are commonplace as generally-accepted corporate form, and are insufficient without more, as a matter of law, to eviscerate the presumption of corporate separateness. In sum, the Court finds that on the record evidence, no finder of fact could reasonably determine that the bank holding company defendants could be held liable for the claims alleged in this case under an alter ego theory of liability. Accordingly, Astoria Financial and LIB are entitled to judgment as a matter of law, and shall be terminated as defendants from this case. See, e.g., Warburton v. Foxtons, Inc., No. 04-CV2474 (FLW), 2005 WL 1398512, at *8 (D.N.J. June 13, 2005) (granting defendant summary judgment on plaintiffs TILA claim where plaintiff sought to hold defendant liable for its subsidiary’s actions and plaintiffs only showing was that defendant was the lender’s parent company); see also In re Currency Conversion Fee Antitrust Litig., 265 F.Supp.2d 385, 425-27 (S.D.N.Y.2003) (dismissing TILA claims as a matter of law as to bank holding parent companies where they did not extent credit and corporate veil piercing was not justified by the allegations). B. Truth In Lending Act Plaintiffs and defendants each cross move for summary judgment on Horn’s claim brought pursuant to the Truth in Lending Act (“TILA”), 15 U.S.C. 1601, et seq., which alleges that the Disputed Fees constitute undisclosed finance charges or prepayment penalties. As set forth in detail below, the Court has examined the record and has determined that disputed issues of material fact exist with respect to Horn’s claims under TILA, and that summary judgment must therefore be denied. 1. Statutory Framework In denying the motion to dismiss in the instant case, Judge Spatt provided the following well-detailed summary of the statutory framework applicable to the TILA claim alleged against defendants: [TILA] was enacted to assure meaningful disclosure of credit terms, avoid the uninformed use of credit, and to protect the consumer against inaccurate and unfair credit billing and credit card practices. 15 U.S.C. 1601 — 65(b) (2004); see also Ford Motor Credit Co. v. Milhollin, 444 U.S. 555, 559, 100 S.Ct. 790, 63 L.Ed.2d 22 (1980) (stating that TILA’s purpose is to assure “meaningful disclosure of credit terms to consumers”); Stein v. JP Morgan Chase Bank, 279 F.Supp.2d 286, 291 (S.D.N.Y.2003). Failure to make a required disclosure and satisfy the Act may subject a lender to statutory and actual damages that are traceable to the lender’s failure. Beach v. Ocwen Federal Bank, 523 U.S. 410, 412, 118 S.Ct. 1408, 1410, 140 L.Ed.2d 566 (1998). In enacting TILA, Congress delegated authority to the Federal Reserve Board of Governors to promulgate implementing regulations and interpretations known as Regulation Z. 15 U.S.C. § 1604(a). These regulations, which are located at 12 C.F.R. Part 226 may be relied upon by creditors for protection from any civil or criminal liability. See Household Credit Services, Inc. v. Pfennig, 541 U.S. 232, 124 S.Ct. 1741, 1746, 158 L.Ed.2d 450 (2004). According to Regulation Z, the provisions of TILA apply to creditors that regularly offer or extend credit for personal, family, or household purposes, and that is payable by agreement in more than four installments, or subject to a finance charge. 12 C.F.R. § 226.1 (2004). As such, TILA is applicable to loans that are secured by real property or a dwelling such as residential mortgage transactions and home equity loans. See id. § 226.3(b). “Any person who originates 2 or more mortgages ... in any 12-month period or any person who originates 1 or more such mortgages through a mortgage broker shall be considered to be a creditor for purposes of [TILA].” 15 U.S.C. § 1602. In general, TILA requires creditors to disclose, among other things, all finance charges and prepayment provisions. 12 C.F.R. § 226.18. The “finance charge” is defined as “the sum of all charges, payable directly or indirectly by the person to whom the credit is extended, and imposed directly or indirectly by the creditor as an incident to the extension of credit.” 15 U.S.C. § 1605(a) (emphasis added). Regulation Z further explains that the finance charge is “the cost of consumer credit as a dollar amount.” 12 C.F.R. § 226.4(a). Examples of finance charges in residential mortgage transactions include interest, points, loan fees, appraisal fees, credit report fees, mortgage insurance premiums, and debt cancellation fees. Id. 226(b). Regulation Z expressly exempts from disclosure certain charges, such as credit application fees charged to all applicants, unanticipated charges for late payment or default, fees charged for participation in a credit plan, and the seller’s points. Id. 226(c). In addition, the following fees related to residential mortgage transactions need not be disclosed if they are bona fide and reasonable: (1) fees for title examination, abstract of title, title insurance, property survey, and similar purposes; (2) fees for preparing loan-related documents, such as deeds, mortgages, and reconveyance or settlement documents; (3) notary and credit report fees; (4) property appraisal or inspection fees performed prior to closing; (5) amounts required to be paid into escrow or trustee accounts if the amounts would not otherwise be included in the finance charge. Id. Regulation Z also allows a creditor to exclude taxes and fees “that actually are or will be paid to public officials for determining the existence of or for perfecting, releasing, or satisfying a security interest.” Id. § 226.4(e)(1). McAnaney I, 357 F.Supp.2d at 583-84. 2. Section 1605(f) Accuracy Tolerance As a threshold matter, a claim for undisclosed fees under TILA may only be sustained if the disputed fees are considered to be finance charges under the statute and applicable regulations. “In order to be considered a finance charge, a charge must be incident to, or a condition of, the extension of credit.” Pechinski v. Astoria Fed. Sav. and Loan Assoc., 345 F.3d 78, 80 (2d Cir.2003) (citing 15 U.S.C. § 1605(a)) (“Except as otherwise provided in this section, the amount of the finance charge in connection with any consumer credit transaction shall be determined as the sum of all charges, payable directly or indirectly by the person to whom the credit is extended, and imposed directly or indirectly by the creditor as an incident to the extension of credit.”) (emphasis added by Pechinski). As noted by Judge Spatt in deciding the motion to dismiss, the determination of whether charges are incident to the extension of credit and therefore included within the definition of the finance charge is “extremely fact-intensive” and “[t]he critical inquiry is whether the creditor only would have provided the loan with a guarantee that the mortgagor would pay the fee.” McAnaney I, 357 F.Supp.2d at 584 (citations and internal quotation marks omitted). The focal point of defendants’ argument that summary judgment is warranted on Horn’s TILA claim regarding accurate disclosure of the finance charge centers upon the statute’s “tolerances for accuracy” provision, codified at 15 U.S.C. § 1605(f). That provision establishes a safe harbor for small errors in disclosures regarding the finance charge, providing, inter alia, that required disclosures of the finance charges “shall be treated as accurate” under TILA “if the amount disclosed as the finance charge ... does not vary from the actual finance charge by more than $100.” 15 U.S.C. § 1605(f)(1)(A); see also McCutcheon v. America’s Servicing Co., 560 F.3d 143, 147 (3d Cir.2009) (describing operation of TILA accuracy tolerance provision). Defendants specifically assert that assuming arguendo that the Facsimile Fee and Recording Fee assessed to Horn were fees that should have been properly disclosed as part of the finance charge, the issue critical to defendants’ motion for summary judgment on Horn’s TILA claim is whether there were disclosure deficiencies regarding the $125 Atty. Doc. Prep. Fee, because the sum of the $25 Facsimile Fee and the $36.50 Recording Fee is less than the $100 accuracy tolerance threshold. As an initial matter, plaintiffs dispute that § 1605(f) would apply in such a manner, specifically arguing that: (1) the accuracy tolerance threshold does not create a bar to a TILA claim regarding disclosure of the finance charge; (2) even if applicable, the provision only applies to accidental and not intentional omissions regarding the finance charge; and (3) the provision does not apply to omissions of entire components of the finance charge. For the reasons set forth below, the Court rejects plaintiffs’ arguments and agrees that the frame of analysis described by defendants is appropriate. First, plaintiffs’ contention that TILA claims for misstatements of the finance charge may survive summary judgment regardless of whether the $100 accuracy tolerance threshold is surpassed is contrary to the plain language of the statute. Section 1605(f) explicitly provides that errors in the finance charge that do not exceed $100 shall be “treated as accurate.” Plaintiffs have not and cannot point to any provision of TILA which provides for liability for accurate disclosures. See Sterten v. Option One Mortgage Corp., 479 F.Supp.2d 479, 483 (E.D.Pa.2007), aff'd, 546 F.3d 278 (3d Cir.2008) (noting that there is “no statutory violation” of TILA where the finance charge is deemed accurate pursuant to § 1605(f); defendants entitled to judgment as a matter of law where finance charge variance was $57). The Court also rejects plaintiffs’ assertion that the accuracy tolerance threshold under § 1605(f) includes a requirement that any variance under $100 be a non-intentional omission in order to be treated as accurate. In sole support of their argument that the accuracy tolerance provision incorporates a motive requirement, plaintiffs solely rely on a piece of TILA’s legislative history, a statement issued by former Senator Paul Sarbanes of Maryland, who stated that § 1605(f) “is intended to protect lenders from ... small errors of judgment ... It is obviously not intended to give lenders the right to pad fees up to the tolerance limit of $100.” 141 Cong. Rec. S. 14567 (daily ed. Sept. 28, 1995) (statement of Sen. Sarbanes). However, the Third Circuit has recently rejected plaintiffs’ specific argument that the statute should be read to incorporate a motive requirement, based upon Senator Sarbanes’ comment: [Tjhere is nothing to suggest that applying the tolerances provision turns on the motives of the creditor. The sole support [plaintiff] provides for that proposition is one reference in case law to a statement by then-Senator Paul Sarbanes .... But there is nothing in the actual text of § 1605(f) to indicate that courts have authority to condition application of the provision on the reason for a particular disclosure error. On the contrary the provision clearly states that “the disclosure of the finance charge ... shall be treated as accurate for the purposes of this subchapter if the amount disclosed as the finance charge falls within the specified tolerances.” In re Sterten, 546 F.3d 278, 286 (3d Cir.2008) (internal citations, quotation marks and alterations omitted); see also McCutcheon, 560 F.3d at 148-49 (“If anything, Senator Sarbanes’s statement shows that Congress was conscious that the tolerances of § 1605(f) might allow for certain improper behavior, yet deliberately chose not to condition application of the tolerances provision on a lender’s motive.”) The Court agrees with the Third Circuit’s analysis, and declines plaintiffs’ invitation to read a motive requirement into TILA based upon legislative history, where such a requirement is wholly unsupported by the plain text. See Arciniaga v. Gen. Motors Corp., 460 F.3d 231, 236 (2d Cir.), cert. denied, 549 U.S. 1097, 127 S.Ct. 838, 166 L.Ed.2d 667 (2006) (“When a statute’s language is clear, our only role is to enforce that language according to its terms. We do not resort to legislative history to cloud a statutory text that is clear even if there are contrary indications in the statute’s legislative history.”) (citations and quotation marks omitted); see also Green v. City of N.Y., 465 F.3d 65, 78 (2d Cir.2006) (“Statutory analysis begins with the text and its plain meaning, if it has one. Only if an attempt to discern the plain meaning fails because the statute is ambiguous, do we resort to canons of construction. If both the plain language and the canons of construction fail to resolve the ambiguity, we turn to the legislative history.”) (citation and quotation marks omitted); United States ex rel. Fullington v. Parkway Hosp., Inc., 351 B.R. 280, 286 n. 4 (E.D.N.Y.2006) (“The Supreme Court has emphasized the dangers in courts interpreting statutes by relying on remarks from floor debates or similar comments by lawmakers to discern legislative intent.”) (citing Garcia v. United States, 469 U.S. 70, 76 n. 3, 105 S.Ct. 479, 83 L.Ed.2d 472 (1984) (“[T]o select casual statements from floor debates, not always distinguished for candor or accuracy, as a basis for making up our minds about what law Congress intended to enact is to substitute ourselves for the Congress in one of its important functions.”)). Finally, the Court also finds that the § 1605(f) accuracy tolerance provision applies, even if entire components of the finance charge are omitted, so long as the total variance is less than $100. Plaintiffs do not cite any authority in favor of their position, and their argument disregards the applicable definition of the “finance charge” under TILA, which is “the sum of all charges ... imposed directly or indirectly by the creditor as an incident to the extension of credit.” 15 U.S.C. § 1605(a) (emphasis added); see also 12 C.F.R. § 226.4(a). Plaintiffs’ argument also ignores the fact that other courts have granted summary judgment in cases where the sum of disputed undisclosed elements of the finance charge is less than the $100 accuracy tolerance threshold established by § 1605(f). See, e.g., Edwards v. Accredited Home Lenders, Inc., No. 07-CV-0160 (KD), 2009 WL 559597, at *1 (S.D.Ala. Mar. 4, 2009) (noting previous grant of summary judgment based upon finding that the amount disclosed as a finance charge in the named plaintiffs TILA disclosure was “accurate” under the § 1605(f) accuracy tolerance threshold, notwithstanding that overpaid title-insurance and recording fees were entirely omitted from finance charge); see also Stump v. WMC Mortgage Corp., No. Civ. A. 02-326, 2005 WL 645238, at *8 (E.D.Pa. Mar, 16, 2005) (granting summary judgment, finding that there were no genuine issues of material fact with respect to a non-disclosed $25 notary fee and a $15 courier fee, because the sum of the contested charges was under the § 1605(f) accuracy tolerance threshold). Accordingly, the Court finds that the defendants’ proposed legal framework is correct, and proceeds to focus upon issues regarding the disclosure of the $125 Atty. Doc. Prep. Fee as part of the finance charge. 3. Atty. Doc. Prep. Fee Defendants present alternative arguments as to why there is no error in the finance charge disclosed with respect to the Atty. Doc. Prep. Fee: (1) that the Atty. Doc. Prep. Fee was in fact disclosed to Horn as part of the finance charge; or alternatively, that (2) the Atty. Doc. Prep. Fee did not need to be disclosed to Horn as part of the finance charge, because either (a) it was not incident to the extension of credit; or (b) it falls under an exception for excludable document preparation fees. For the reasons stated below, the Court finds that upon examination of the record, there exist disputed issues of material fact with respect to each of the alternative theories, which preclude granting summary judgment in favor of defendants on the basis of either. First, the Court finds that there is a material issue of disputed fact regarding whether the Atty. Doc. Prep. Fee was in fact disclosed to Horn prior to loan origination. It is undisputed that defendants provided Horn with a Federal Truth-In-Lending statement, dated July 1, 2003, which listed a “Satisfaction Fee” of $125 as an element of the finance charge. (See Decl. of Alfred W.J. Marks, Apr. 17, 2008, Ex. F (hereinafter, “TIL Disclosure Statement”).) Defendants claim that the Satisfaction Fee mentioned in the TIL Disclosure Statement refers to the same Atty. Doc. Prep. Fee that was requested by the payoff letter sent to Horn, and offers affidavit testimony to that effect. As a threshold matter, the Court agrees that if the affidavit testimony offered by defendants is believed, then that would compel a finding that the Atty. Doc. Prep. Fee was in fact disclosed as part of the finance charge, which would in turn entitle them to summary judgment as against Horn’s TILA claim. See, e.g., Davis v. Deutsche Bank Nat’l Trust Co., No. 05-CV-4061, 2007 WL 3342398, at *6 (E.D.Pa. Nov. 8, 2007) (granting summary judgment after determining that certain fees were in fact disclosed to borrowers, and so finance charge variance did not surpass the § 1605(f) accuracy tolerance threshold); see also Stump v. WMC Mortgage Corp., No. Civ. A. 02-326, 2005 WL 645238, at *3, 8 (E.D.Pa. Mar. 16, 2005) (finding that disclosure in TILA disclosure statement of $326 “Settlement or Closing Fee to Escrow Title” included, as a factual matter, a $225 “settlement of closing fee” paid to law firm; summary judgment granted on TILA claim because finance charge variance did not surpass the § 1605(f) accuracy tolerance threshold). However, the Court finds that there is a material issue of disputed fact regarding whether or not the TIL Satisfaction Fee refers to the same Atty. Doc. Prep. Fee, based on a combination of the facts that: (1) the fees were listed under different names; and (2) it is undisputed that the TIL Disclosure Statement listed the Satisfaction Fee as a “prepaid” finance charge, but was demanded again by the payoff letter. (See TIL Disclosure Statement; see also Decl. of Joseph S. Tusa, Apr. 25, 2008, Ex. 11 (document entitled “Truth-In-Lending Prepaid Items Worksheet” for Horn Loan, listing $125 Satisfaction fee as prepaid item).) Defendants counter with testimony that this Satisfaction Fee was actually not prepaid by Horn, and that the TIL Disclosure Statement’s characterization of that fee as prepaid was a mistake, but the Court cannot grant summary judgment to defendants on the basis that the Atty. Doc. Prep. Fee was in fact disclosed on this record. Although a jury could reasonably determine that the Satisfaction Fee and the Atty. Doc. Prep. Fee refer to the same charge and credit defendants’ testimony that the disclosure as a “prepaid” charge was an error, viewing the evidence in a light most favorable to plaintiffs, a jury could also reasonably determine that they referred to different fees, particularly if they find that the fee was already collected at closing and then demanded and collected again when Horn prepaid his mortgage. Accordingly, because there is a disputed issue of material fact regarding whether the Atty. Doc. Prep. Fee was in fact properly disclosed as part of the finance charge in the TIL Disclosure Statement provided to Horn, defendants are not entitled to summary judgment as against his TILA claim on this basis. Defendants are also not entitled to judgment as a matter of law based upon their argument that the Atty. Doc. Prep. Fee was not includable as part of the finance charge because it was not incident to the extension of credit, but rather related to the extinguishment of debt. Judge Spatt has already correctly rejected defendants’ argument and held that the fact that the Atty. Doc. Prep. Fee was collected following origination of the loan does not prevent it from being includable in the finance charge under TILA, noting that Regulation Z specifically directs that various post-origination fees are included. Similarly unavailing is defendants’ apparent argument that the Atty. Doc. Prep. Fee was not incident to the extension of credit simply because it was related to the “extinguishment of debt” based on Horn’s initiative to repay the loan, relying upon Pechinski v. Astoria Federal Savings and Loan Association, 238 F.Supp.2d 640 (S.D.N.Y.), aff'd, 345 F.3d 78 (2d Cir.2003). As Judge Spatt has already recognized in this case, the holding in the district court’s decision in Pechinski required more than the mere fact that the fee at issue was associated with the termination of the debt obligation to the lender defendant; rather, the district court also specifically relied upon the fact that the fee at issue in that case was related to a service requested by the borrower — processing fees regarding a refinancing with another lender — and would not have otherwise been required by the borrower in the lifespan of the loan. See McAnaney, 357 F.Supp.2d at 586 (“Pechinski held that the fees were not finance charges because they were not required by the creditor”); see also Pechinski, 238 F.Supp.2d at 643 (holding that the charged assignment fee was not includable in the finance charge where it was “imposed because of plaintiffs’ specific request that [defendant] assign the mortgage to another lending institution”). The critical inquiry in determining whether a fee is required to be included in the finance charge for TILA purposes is not whether it can be simply categorized as somehow relating to the extinguishment of debt, but rather, “whether the creditor only would have provided the loan with a guarantee that the mortgagor would pay the fee.” McAnaney I, 357 F.Supp.2d at 584 (citing Pechinski, 238 F.Supp.2d at 644). It is entirely unpersuasive for defendants to claim that the Atty. Doe. Prep. Fee was not a condition of credit in the Horn loan, where they otherwise point to language in the mortgage contract which they claim authorized collection of the fee. (See Decl. of Alfred W.J. Marks, Apr. 17, 2008, Ex. C at ¶ 23 (“I will pay all costs of recording the discharge in the proper official records. I agree to pay a fee for the discharge of this Security Instrument, if Lender so requires. Lender may require that I pay such a fee, but only if the fee is paid to a third party for services rendered and the charging of the fee is permitted by Applicable Law.”).) Moreover, defendants have steadfastly maintained that the fee may be assessed at loan satisfaction regardless of whether the loan is prepaid or proceeds to maturity, which plainly indicates that it is a charge that was reasonably contemplated to be assessed during the life span of the mortgage issued to Horn. (Aff. of William Conboy, Dec. 15, 2006, 40 (“The Facsimile Fee, Recording Fee and Attorney Doc Prep Fee would have and could have been assessed regardless of whether Plaintiffs prepaid their loans or held them to maturity.”).) Based on these facts, the instant case is plainly distinguishable from Pechinski, and defendants are not entitled to summary judgment on the basis that the Atty. Doc. Prep. Fee is not incident to the extension of credit. Finally, the Court finds that there exist disputed issues of material fact which preclude granting summary judgment to defendants on the ground that the Atty. Doc. Prep. Fee should be excluded from the finance charge based upon the statutory exclusion for document preparation fees. The exclusion which defendants rely upon is codified at 15 U.S.C. § 1605(e), and provides that: The following items, when charged in connection with any extension of credit secured by an interest in real property, shall not be included in the computation of the finance charge with respect to that transaction: ... (2) Fees for preparation of loan-related documents. 15 U.S.C. § 1605(e). It is undisputed that the Atty. Doc. Prep, fee was related to a loan-related document, and the Horn Loan was secured by an interest in real property, so it is eligible for the § 1605(e)(2) exclusion, provided that additional requirements imposed by Regulation Z are satisfied, that the document preparation fee was both (1) bona fide; and (2) reasonable. See 12 C.F.R. § 226.4(c)(7) (“Real-estate related fees. The following fees in a transaction secured by real property or in a residential mortgage transaction [are excluded from the finance charge], if the fees are bona fide and reasonable in amount: .. (ii) Fees for preparing loan-related documents, such as deeds, mortgages, and reconveyance or settlement documents.”) (emphasis added); see also McAnaney I, 357 F.Supp.2d at 583-84 (noting that document preparation fees for loan-related documents may be excluded if bona fide and reasonable). As an initial matter, defendants have offered affidavit testimony that the $125 Atty. Doc. Prep. Fee was set by the law firm of Thomas & Graham LLP, consistent with both their standard billing rates and prevailing local market rates for preparing loan satisfaction documents, and plaintiffs have not proffered any evidence which controverts this testimony of reasonableness. See, e.g., Brannam v. Huntington Mortgage Co., 287 F.3d 601, 606 (6th Cir.2002) (finding no genuine issue of material fact as to the reasonableness of document preparation fee where defendants offered evidence that the rate was reasonable market rate and plaintiff failed to offer evidence to the contrary; affirming grant of summary judgment on TILA claim based upon document preparation exclusion to finance charge). That said, the Court finds that there is a material issue of disputed fact regarding whether the fee was bona fide or reasonable, given the fact that there is a material issue of disputed fact regarding whether defendants demanded and collected the Atty. Doc. Prep. Fee from Horn at loan prepayment in violation of their contractual commitments, as well as regarding whether the fee was collected twice. As discussed supra, a jury could reasonably determine that the Atty. Doc. Prep. Fee demanded in the payoff letter and Satisfaction Fee listed in the TIL Disclosure Statement referred to distinct fees, and that the Satisfaction Fee was already prepaid, and so any additional demand for the Atty. Doc. Prep. Fee functioned as a prepayment penalty, in contravention of the terms of the loan agreements between Horn and defendants. (Decl. of Joseph S. Tusa, Apr. 25, 2008, Ex. 5 at 5 (“[Borrower] may make a Full Prepayment of Partial Prepayments without paying any Prepayment charge.”).) If the fee was collected in breach of contract, it cannot be fairly said to be bona fide, and if it was collected twice, it cannot be fairly said to be either bona fide or reasonable for the purposes of the 1605(e)(2) exclusion. See, e.g., McMaster v. CIT Group/Consumer Fin. Inc., No. 04-339, 2006 WL 1314379, at *4 (E.D.Pa. May 11, 2006) (finding existence of disputed issues of fact regarding whether fee was bona fide and reasonable where evidence existed that borrower was double charged for particular service); see also Therrien v. Resource Fin. Group, Inc., 704 F.Supp. 322, 327 (D.N.H.1989) (“[D]ouble charges are neither bona fide nor reasonable.”). Accordingly, defendants are not entitled to summary judgment based upon application of the document preparation exclusion. In sum, defendants are not entitled to summary judgment regarding Horn’s TILA claim based on any of their alternative arguments. In addition, the Court finds that plaintiffs’ cross-motion for summary judgment on Horn’s TILA claim is also unwarranted, because a jury could reasonably determine that either: (a) the Atty. Doc. Prep. Fee was in fact disclosed to Horn as part of the finance charge as the “Satisfaction Fee” in the TIL Disclosure Statement; or (b) that it was not in fact double-charged to Horn and otherwise collected in compliance of the contract, therefore qualifying it to be a reasonable and bona fide fee for the preparation of loan-related documents under the § 1605(e)(2) exclusion. If either of these determinations are made, then the TILA claim falls within the 1605(f) accuracy tolerance threshold, and defendants would not be liable to Horn on his TILA claim as a matter of law. C. HOEPA Claim Defendants move for summary judgment on named plaintiff Horn’s claim alleged under the Home Ownership and Equity Protection Act of 1994 (“HOEPA”), 15 U.S.C. 1639 (a component of TILA), specifically asserting that the Horn loan does not qualify for protection under the plain terms of the statute. (Defs.’ Supp. Mem. at 13-14.) For the reasons stated below, the Court agrees. HOEPA prohibits the attachment of prepayment penalties to certain types of mortgages, as defined by the statute. See 15 U.S.C. 1639(c)(1)(A) (“A mortgage referred to in section 1602(aa) of this title may not contain terms under which a consumer must pay a prepayment penalty for paying all or part of the principal before the date on which the principal is due.”) The statutory definition of HOEPA-covered mortgages includes loans that are secured by a consumer’s principal dwelling, but specifically carves out residential mortgage transactions under its plain terms, which includes purchase money mortgages. See 15 U.S.C. 1602(aa) (“A mortgage referred to in this subsection means a consumer credit transaction that is secured by the consumer’s principal dwelling, other than a residential mortgage transaction, a reverse mortgage transaction, or a transaction under an open end credit plan ... ”) (emphasis added); see also 15 U.S.C. 1602(w) (defining “residential mortgage transaction” as “a transaction in which a mortgage, deed of trust, purchase money security interest arising under an installment sales contract, or equivalent consensual security interest is created or retained against the consumer’s dwelling to finance the acquisition or initial construction of such dwelling”). Because it is undisputed that the Horn loan is a purchase money mortgage loan, Horn’s HOEPA claim fails as a matter of law. See, e.g., Llaban v. Carrington Mortgage Servs., LLC, No. 09-CV-1667-HPOR, 2009 WL 2870154, at *5 (S.D.Cal. Sept. 3, 2009) (dismissing HOEPA claims where loan at issue was a purchase money mortgage); Johnson v. Scala, No. 05-CV5529 (LTS), 2007 WL 2852758, at *4 (S.D.N.Y. Oct. 1, 2007) (dismissing HOEPA cl