QUANTUM CLEAN ENERGY SOLUTIONS, LLC v. MERCURY SOLAR SYSTEMS, INC.

Filing 35

OPINION AND ORDER denying 28 Motion for Summary Judgment, Quantum's motion for leave to amend the Complaint is GRANTED. Quantum may file an Amended Complaint, substituting the Assignment Plaintiffs, within 10 days and granting in part and den ying in part 27 Motion for Summary Judgment. Discovery is reopened for a period of 90 days from the date of entry of this Order, and the parties are directed to immediately contact Magistrate Judge Waldor to schedule discovery on this limited issue and to schedule any further proceedings. Signed by Judge Stanley R. Chesler on 8/11/14. (sr, )

NOT FOR PUBLICATION
UNITED STATES DISTRICT COURT
DISTRICT OF NEW JERSEY

QUANTUM CLEAN ENERGY
SOLUTIONS, LLC,
Plaintiff,
v.
MERCURY SOLAR SYSTEMS, INC.,
Defendants.

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Civil Action No. 12-2820 (SRC)

OPINION & ORDER

CHESLER, District Judge
This motion comes before the Court on two motions: 1) the motion for summary
judgment and to amend the Complaint to add real parties in interest by Plaintiff Quantum Clean
Energy Solutions, LLC (“Quantum”); and 2) the motion for summary judgment by Defendant
Mercury Solar Systems, Inc. (“Mercury”). For the reasons stated below, Plaintiff’s motion to
amend will be granted, and the motions for summary judgment will be denied.
This case arises from a contract dispute between the parties. Plaintiff first moves to
amend the Complaint to substitute Michael Fabrizio, John Cafaro, Mark Horan, and Quantum
Energy Partners, LLC as Plaintiffs (the “Assignment Plaintiffs”). Plaintiff contends that
Quantum was dissolved as an entity prior to the filing of the Complaint, and that the claims at
issue were assigned to the Assignment Plaintiffs, who should be substituted for Quantum as
Plaintiffs. Mercury, in opposition, argues that allowing amendment after the close of discovery
is unwarranted and highly prejudicial.
Federal Rule of Civil Procedure 15(a)(2) states that “[t]he court should freely give leave

when justice so requires.” Among the reasons which may justify denial of a motion to amend are
“undue delay, bad faith or dilatory motive on the part of the movant, repeated failure to cure
deficiencies by amendments previously allowed, undue prejudice to the opposing party by virtue
of allowance of the amendment, futility of amendment . . .” Foman v. Davis, 371 U.S. 178, 182
(1962).
While this Court agrees that Mercury could conceivably be prejudiced by allowing this
amendment after the close of discovery, that problem is remedied by allowing discovery to be
reopened. Mercury has not argued that the reopening of discovery would not cure whatever
prejudice it may have suffered. Nor does this Court perceive that it would then remain
prejudiced. As the Third Circuit has held:
[P]rejudice to the nonmoving party is the touchstone for the denial of the
amendment. A mere claim of prejudice is not sufficient; there must be some
showing that [defendant] was unfairly disadvantaged or deprived of the
opportunity to present facts or evidence which it would have offered had the
amendments been timely.
Dole v. Arco Chemical Co., 921 F.2d 484, 488 (3d Cir. 1990) (citations omitted). Mercury has
made no such showing here. If the parties are given the opportunity to conduct discovery
regarding the alleged assignment, this Court does not see how Mercury would be unfairly
disadvantaged. The motion to amend will be granted, and discovery will be reopened, limited to
the subject of the circumstances of the alleged assignment.
Neither motion for summary judgment may be decided at this juncture. The parties will
need to conduct discovery on the question of the assignment of the contract before they will be in
a position to litigate the claims in the Complaint. Both motions for summary judgment will be
denied without prejudice and may be renewed after the completion of discovery.
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For these reasons,
IT IS on this 11th day of August, 2014, hereby
ORDERED that Quantum’s motion to amend and for summary judgment (Docket Entry
No. 27) is GRANTED in part and DENIED in part; and it is further
ORDERED that Quantum’s motion for leave to amend the Complaint is GRANTED,
and Quantum may file an Amended Complaint, substituting the Assignment Plaintiffs, within 10
days of the date of entry of this Order; and it is further
ORDERED that Quantum’s motion for summary judgment (Docket Entry No. 27) is
DENIED without prejudice; and it is further
ORDERED that Mercury’s motion for summary judgment (Docket Entry No. 28) is
DENIED without prejudice; and it is further
ORDERED that discovery is reopened for a period of 90 days from the date of entry of
this Order, and the parties are directed to immediately contact Magistrate Judge Waldor to
schedule discovery on this limited issue and to schedule any further proceedings.

s/ Stanley R. Chesler
Stanley R. Chesler, U.S.D.J

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