CANADIAN NATIONAL RAILWAY COMPANY et al v. MONTREAL MAINE & ATLANTIC RAILWAY LTD
Filing
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ORDER granting 119 Motion to Dismiss Without Prejudice; dismissing as moot 121 Motion to Amend Answer to Complaint and Counterclaim; dismissing as moot 125 Motion for Leave to File an Early Motion for Summary Judgment. By JUDGE JOHN A. WOODCOCK, JR. (MFS)
UNITED STATES DISTRICT COURT
DISTRICT OF MAINE
CANADIAN NATIONAL
)
RAILWAY COMPANY AND
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WATERLOO RAILWAY COMPANY, )
)
Plaintiffs,
)
)
v.
)
)
MONTREAL, MAINE & ATLANTIC )
RAILWAY, INC.,
)
)
Defendant.
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1:10-cv-00452-JAW
ORDER ON MOTION FOR DISMISSAL WITHOUT PREJUDICE
Canadian National Railway Company as plaintiff and Twin Rivers Paper
Company LLC as intervenor-plaintiff move to dismiss this civil action without
prejudice, asserting they no longer wish to pursue litigation and the parties‟
resources would be better served pursuing business solutions to the underlying
dispute. Montreal, Maine & Atlantic Railway, Inc. opposes the motion, asking that
the case proceed forward or, in the alternative, that the dismissal be with prejudice.
The Court grants the motion to dismiss without prejudice.
I.
STATEMENT OF FACTS
A.
Procedural History
On October 29, 2010, Canadian National Railway Company and its wholly
owned subsidiary, Waterloo Railway Company (collectively “Canadian National” or
“CN”), filed a complaint in Aroostook County Superior Court, state of Maine,
against Montreal, Maine & Atlantic Railway, Inc. (MMA), alleging that MMA is
breaching a recorded easement over a portion of its railroad tracts that allows
Canadian National to serve the Twin Rivers paper mill in Madawaska, Maine.
Notice of Removal Attach. 1 ¶ ¶ 9-10 (Docket # 1) (Compl.). On the same day, Twin
Rivers Paper Company, LLC (“Twin Rivers” or “TR”), owner of the Twin Rivers
paper mill, moved to intervene. Id. at Attach. 11. On November 1, 2010, MMA
removed the case to federal court. Notice of Removal; Civil Cover Sheet (Docket #2).
Twin Rivers again moved to intervene. Mot. to Intervene (Docket # 5) (TR Mot.).
Over MMA‟s objection, the Court granted Twin Rivers‟ motion. Order on Mot. to
Intervene at 16 (Docket # 50).
On the same day that MMA removed the case to this Court, Canadian
National moved for a temporary restraining order and preliminary injunction.
Emergency Mot. for a TRO and Related Relief and for Entry of Prelim. Inj. Pursuant
to Rule 65, M.R.Civ. P. (Docket # 4) (CN Prelim. Inj. Mot.). On November 12, 2010,
Canadian National filed a supplemental memorandum in support of its motion.
Pls.’ Supplemental Mem. of Law in Support of Mot. for Emergency Injunctive and
Related Relief (Docket # 35) (CN Supplemental Mem.). On November 1, 2010, Twin
Rivers filed a memorandum in support of Canadian National‟s motion. Mem. of
Law of Twin Rivers Paper Company, LLC, in Support of Pls.’ Mot. for Emergency
Injunctive and Related Relief (Docket # 6) (TR Mem. in Support); Supplemental
Mem. of Twin Rivers Paper Company, LLC, in Support of Pls.’ Mot. for Emergency
Injunctive Relief. (Docket # 37) (TR Supplemental Mem. in Support). MMA opposed
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the motion. Montreal, Maine & Atlantic’s Opp’n to Canadian National Railway
Co.’s Mot. for TRO at 2 (Docket # 42) (Def.’s Prelim. Inj. Opp’n). Canadian National
replied to the opposition. Pls.’ Reply to Def.’s Opp’n to Pls.’ Mot. for TRO (Docket #
44).
Canadian National withdrew the motion for TRO but maintained its motion
for preliminary injunction. Pls.’ Withdrawal of Request for TRO and Request for
Status Conference on Mot. for Prelim. Inj. (Docket # 53) (CN Withdrawal TRO); Pls.’
Pre-Trial Memorandum (Docket # 80) (CN Pre-Trial Mem.); Intervenor Twin Rivers
Paper Company, LLC’s, Pre-Hearing Brief (Docket # 82) (TR Pre-Trial Mem.);
Montreal, Maine & Atlantic’s Prelim. Inj. Hr’g Br. (Docket # 83) (MMA Pre-Trial
Mem.). The Court held a testimonial hearing from December 20 through December
22, 2010. After the hearing, Canadian National and MMA submitted post-hearing
memoranda. Pls.’ Post-Trial Mem. (Docket # 100) (CN Post-Hr’g Mem.); Montreal,
Maine & Atlantic’s Post-Prelim. Hr’g Br. (Docket # 109) (MMA Post-Hr’g Mem.).
On November 18, 2010, MMA moved to compel arbitration and to dismiss or
stay the case pending the outcome of arbitration. Montreal, Maine & Atlantic’s Mot.
to Dismiss or Stay Litigation and Compel Arbitration (Docket # 51) (MMA Mot. to
Compel Arbitration). Canadian National opposed the motion. Pls.’ Opp’n to Def.’s
Mot. to Dismiss or Stay Litigation and Compel Arbitration (Docket # 67) (CN Opp’n
to Arbitration). MMA replied. Reply to Canadian National’s Opp’n to Montreal,
Maine & Atlantic’s Mot. to Dismiss or Stay Litigation and Compel Arbitration
(Docket # 71) (MMA Reply Arbitration Mem.). On April 1, 2011, this Court issued
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an Order denying all motions. Order on Mot. for Preliminary Inj. and to Dismiss or
Stay Litigation and Compel Arbitration (Docket # 115) (Order).
1.
Motion for Dismissal Without Prejudice
On May 9, 2011, Canadian National moved to dismiss the action without
prejudice pursuant to Fed. R. Civ. P. 41(a)(2).
Pls.’ Mot. for Dismissal Without
Prejudice (Docket # 119) (Pls.’ Mot.). MMA opposed the motion and moved to have
the case “resolved on the merits or dismissed with prejudice.” Def.’s Opp’n to Pls.’
Mot. to Dismiss Without Prejudice at 3 (Docket # 120) (Def.’s Opp’n). In support,
MMA attached Plaintiffs‟ Request for Production of Documents Propounded to
Defendant.
Additional Attachments re Response in Opp’n to Mot. to Dismiss
Without Prejudice (Ex. 1) (Docket # 122). On June 7, 2011, Canadian National
replied to MMA‟s opposition.
Pls.’ Reply to Def.’s Opp’n to Mot. for Dismissal
Without Prejudice (Docket # 123) (Pls.’ Reply).
B.
Facts
The Court described this controversy in detail in its April 1 Order and will not
repeat it here. Order at 4-14.
II.
THE POSITIONS
A.
Canadian National and Twin Rivers’ Position
Canadian National and Twin Rivers bring their brief motion to dismiss under
Rule 41(a)(2), which provides that “[u]nless the order states otherwise, a dismissal
under this paragraph (2) is without prejudice.” FED. R. CIV. P. 41(a)(2). In their
motion, Canadian National and Twin Rivers concede that in light of the Court‟s
April 1, 2011 Order, they “do not wish to continue to litigate this matter at the
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present time.” Pls.’ Mot. at 1. Canadian National and Twin Rivers contend that the
case is still in the early stages of litigation, asserting that the parties have only
engaged in “preliminary (and extremely abbreviated) discovery.” Id. at 2. They
submit that the high cost of litigation can be avoided by “pursuing business
solutions to the problems that underlie this litigation.” Id. at 1. They say that the
Plaintiffs “should neither be bound forevermore by a preliminary decision reached
on an abbreviated record, nor forced to litigate immediately on issues that may
better be resolved outside of court.” Id. at 1-2.
B.
MMA’s Response
MMA objects.
Def.’s Opp’n
at 1.
MMA argues that “the case is almost
entirely in” and asks that the case be allowed to continue or, in the alternative, that
the dismissal should be with prejudice. Id. at 1. MMA reasons that it has been “put
through a difficult and expensive hearing” and has expended “significant effort and
expense.” Id. at 1-2. It worries that a dismissal without prejudice may force it to
fight again a battle it already won:
A dismissal without prejudice would risk making MMA repeat much of
this effort. If [Canadian National] filed a new action here (but before a
different judge), or in state court, or with the Surface Transportation
Board, MMA would be forced to re-brief many of the same issues and
re-litigate many of the same ancillary fights.
Id. at 2. MMA rankles at the notion that after such an extensive hearing and
exhaustive Order, Canadian National wishes to avoid the result and remain free to
try again, raising the very same issues at a different time in a different forum. Id.
at 2-3.
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C.
Plaintiffs’ Reply
In reply, the Plaintiffs reiterate that “the resources of the parties and the
Court are not best allocated to litigating a case that Plaintiffs do not wish to
continue to litigate at this time.” Pls.’ Reply at 1. They dispute whether the case is
“almost entirely in.”
Id.
They point out that neither the evidence at the
preliminary injunction hearing nor the Order “will . . . disappear.” Id. at 2.
III.
DISCUSSION
As Canadian National and Twin Rivers filed the motion after MMA‟s answer
and without the stipulation of the parties, Rule 41(a)(2) applies:
“(2) By Court Order; Effect. Except as provided in Rule 41(a)(1), an
action may be dismissed at the plaintiff‟s request only by court order,
on terms that the court considers proper. . . Unless the order states
otherwise, a dismissal under this paragraph (2) is without prejudice.”
Fed. R. Civ. P. 41(a)(2). Whether to dismiss an action without prejudice under Rule
41(a)(2) remains in the discretion of the Court. JRA Architects & Project Managers,
P.S.C. v. First Financial Group, Inc.,375 F. App‟x 42, 43 (1st Cir. 2010); Doe v.
Urohealth Sys. Inc., 216 F.3d 157, 160 (1st Cir. 2000); Alamance Indus., Inc. v.
Filene’s, 291 F.2d 142, 146 (1st Cir. 1961); Ring v. ZF Lemforder Corp., No. CV-0983-B-W, 2009 U.S. Dist. LEXIS 53909, at *2 (D. Me. June 24, 2009); Holbrook v.
Andersen Corp., 130 F.R.D. 516, 519 (D. Me. 1990). The First Circuit has stated
that “[t]he basic purpose of Rule 41(a)(2) is to freely permit the plaintiff, with court
approval, to voluntarily dismiss an action so long as no other party will be
prejudiced.” Puerto Rico Maritime Shipping Auth. v. Leith, 668 F.2d 46, 50 (1st Cir.
1981) (quoting LeCompte v. Mr. Chip, Inc., 528 F.2d 601, 604 (5th Cir. 1976));
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Cabrera-Velazquez v. Puerto Rico Telephone Comp., No. 10-1523(JP), 2011 U.S.
Dist. LEXIS 50556, at *9 (D.P.R. May 10, 2011).
In deciding whether to allow a voluntary dismissal, courts generally consider
a number of factors: 1) the defendant‟s effort and expense of preparation for trial; 2)
excessive delay and lack of diligence on the part of the plaintiff in prosecuting the
action; 3) insufficient explanation for the need to take a dismissal; 4) the fact that a
motion is made at a critical juncture in the ongoing processing of the case; and, 5)
whether a dispositive motion has been filed. Doe, 216 F.3d at 160; ZF Lemforder
Corp., 2009 U.S. Dist. LEXIS 53909, at *3; Holbrook,130 F.R.D. at 519.
As a
general rule, a request for dismissal without prejudice should be granted “if no
prejudicial effects would result for the opposing party.” 9 CHARLES ALAN WRIGHT &
ARTHUR R. MILLER, FEDERAL PRACTICE
AND
PROCEDURE § 2364 (3d ed. 2008)
(WRIGHT & MILLER). “Accordingly, in ruling on a motion for voluntary dismissal,
„[t]he district court is responsible . . . for exercising its discretion to ensure that such
prejudice will not occur.‟” JRA Architects, 375 F. App‟x. at 43 (quoting Doe, 216
F.3d at 160). Finally, the First Circuit has clarified that the district courts “need
not analyze each factor or limit their consideration to these factors.” Doe, 216 F.3d
at 160.
As regards the first factor, the speedy and extensive briefing and hearing on
the motion for preliminary injunction presaged a similar “massive effort,” Def.’s
Opp’n, at 2, if the matter were to proceed to trial. Although the Court has become
familiar with the underlying facts, the parties are also familiar with the Court‟s
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initial analysis and with such able counsel representing the parties, the Court
envisions that a final litigated resolution would be expensive and time-consuming.
This factor favors dismissal without prejudice. As regards the second factor, there
is no evidence of dawdling on the part of the Plaintiffs. This factor favors dismissal
without prejudice. As regards the third factor, the Plaintiffs have explained that
they would prefer to devote their resources to a practical as opposed to legal
resolution of this controversy. This factor favors dismissal without prejudice. As
regards the fourth and fifth factors, the motion to dismiss is being made during a
brief lull in the case—at least from the Court‟s perspective. There are no dispositive
motions pending and trial has not been scheduled. These factors favor dismissal
without prejudice.
MMA‟s main claim of prejudice is that they will suffer exposure to potential
re-litigation. Def.’s Opp’n at 2 (MMA “would be forced to re-brief many of the same
issues and re-litigate many of the same ancillary fights”). However the First Circuit
has held that “[n]either the prospect of a second suit nor a technical advantage to
the plaintiff should bar the dismissal.” Leith, 668 F.2d at 50; Doe, 216 F.3d at 160161 (“An abuse of discretion is found only where the defendant would suffer „plain
legal prejudice‟ as a result of a dismissal without prejudice, as opposed to facing the
mere prospect of a second lawsuit”) (quoting Grover v. Eli Lilly & Co., 33 F.3d 716,
718 (6th Cir. 1994) (quoting Cone v. W. Va. Pulp & Paper Co., 330 U.S. 212, 217
(1947)) (emphasis supplied); 9 WRIGHT & MILLER § 2364 (“Accordingly, a very
significant number of courts have followed the traditional principle recognized by
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the federal courts that dismissal should be allowed unless the defendant will suffer
some plain legal prejudice other than the mere prospect of a second lawsuit”).
MMA also asserts that “the case is almost entirely in” and that a dismissal
without prejudice would “risk wasting this Court‟s time.” Def.’s Opp’n at 1-2. While
the parties disagree about what remains, they both express concern for the Court.
Pls.’ Mot. at 2 (“Rather than waste the Court‟s and the party‟s resources”); Def.’s
Mot. at 2 (“A dismissal without prejudice would likewise risk wasting this Court‟s
time”). The Court appreciates the parties‟ solicitude. From the Court‟s perspective,
its resources are better directed to controversies that all parties, particularly the
plaintiff, wish to litigate, rather than to controversies that the parties, who initially
sought relief, wish to dismiss.
A final factor is whether there is any realistic fear of spoliation of evidence.
This factor has not been raised by MMA and the Plaintiffs correctly observe that
much of the critical evidence remains available. Pls.’ Reply at 2. The agreements
will continue to exist and the discovery documents, deposition transcripts, and other
evidence are safely in the hands of the parties.
The parties have extensively
researched, briefed, and litigated the issues and, if the case reawakens, the work
can be dusted off. Thus, MMA‟s argument that “the case is almost entirely in” cuts
against their assertion that they would have to expend a great deal of time and
money re-briefing if litigation were re-initiated.
The Court sympathizes with MMA‟s earnest desire for finality especially
since from its perspective the current state of affairs, if made final, is advantageous.
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However, it remains true that “[a] dismissal is its own reward” and for most
defendants, a voluntary cessation of legal hostilities and a foe‟s retreat from the
field of battle is a consummation devoutly to be wished. ZF Lemforder Corp., 2009
U.S. Dist. LEXIS 53909, at *2.
The Court GRANTS the Plaintiff‟s Motion for Dismissal Without Prejudice
(Docket # 119).1
SO ORDERED.
s/ John A. Woodcock, Jr.
JOHN A. WOODCOCK, JR.
CHIEF UNITED STATES DISTRICT JUDGE
Dated this 30th day of June, 2011
The Court dismisses as moot the Defendant‟s motion to amend its Answer to the Complaint and its
motion for leave to file an early motion for summary judgment. Def.’s Mot. to Am. (Docket # 121);
Def.’s Mot. for Leave to File an Early Mot. for Summ. J. (Docket # 125).
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