Salt Lake City Corporation et al v. ERM WEST et al

Filing 392

MEMORANDUM DECISION and ORDER granting in part and denying in part #282 Motion for Summary Judgment. Signed by Judge Ted Stewart on 7/14/2015. (blh)

IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF UTAH
SALT LAKE CITY CORPORATION, a
Utah municipal corporation; BP
PRODUCTS NORTH AMERICA, INC., a
Maryland corporation; and CHEVRON
U.S.A. INC., a Pennsylvania corporation,

MEMORANDUM DECISION AND
ORDER GRANTING IN PART AND
DENYING IN PART DEFENDANTS’
MOTION FOR SUMMARY ON
PLAINTIFFS’ CLAIMS AGAINST WRS
INFRASTRUCTURE

Plaintiffs,
v.
ERM-WEST, INC., a California
corporation; COMPASS
ENVIRONMENTAL, INC., a Delaware
corporation; and WRS
INFRASTRUCTURE AND
ENVIRONMENT, INC., a North Carolina
corporation, d/b/a WRSCOMPASS, INC.,

Case No. 2:11-CV-1174 TS
District Judge Ted Stewart

Defendants.

This matter is before the Court on Defendants Compass Environmental, Inc. (“Compass”)
and WRS Infrastructure and Environment, Inc. d/b/a WRSCompass, Inc.’s (“WRS”) Motion for
Summary Judgment on Plaintiffs’ Claims against WRS. 1 For the reasons discussed below, the
Court will grant in part and deny in part Defendants’ Motion.
I. BACKGROUND
Compass contracted with Salt Lake City Corporation (the “City”) to provide remediation
services on the Northwest Oil Drain (“NWOD”). In 2007, WRS Holdings Company (“WRS
Holdings”), which is the parent company of WRS, purchased Compass. Defendants represent

1

Docket No. 282.
1

that WRS Holdings, not WRS, assumed Compass’s liabilities. 2 In their Motion, Defendants seek
an order dismissing the claims against WRS with prejudice.
II. SUMMARY JUDGMENT STANDARD
Summary judgment is appropriate “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.” 3 In
considering whether a genuine dispute of material fact exists, the Court determines whether a
reasonable jury could return a verdict for the nonmoving party in the face of all the evidence
presented. 4 The Court is required to construe all facts and reasonable inferences in the light most
favorable to the nonmoving party. 5
III. DISCUSSION
In response to Defendants’ Motion, Plaintiffs argue that WRS should be held liable under
the theory of successor liability. Plaintiffs assert that WRS is indirectly liable to Plaintiffs as
Compass’s successor and/or alter ego. Defendants argue that Plaintiffs’ claims for successor
liability must be pleaded in the complaint to provide proper notice to Defendants. 6 Additionally,
Defendants argue that WRS Holdings, not WRS, assumed Compass’s liabilities. Thus,
Defendants contend, WRS cannot be held liable under a theory of successor liability.

2

Docket No. 350, at 9 (citing Docket No. 282 Ex. 3).

3

Fed. R. Civ. P. 56(a).

4

See Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 249 (1986); Clifton v. Craig, 924
F.2d 182, 183 (10th Cir. 1991).
5

See Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587 (1986);
Wright v. Sw. Bell Tel. Co., 925 F.2d 1288, 1292 (10th Cir. 1991).
6

Docket No. 350, at 12 (citing NLRB v. I.W.G., Inc., 144 F.3d 685, 687–88 (10th Cir.

1998)).
2

In light of these arguments, the Court will grant Defendants Motion, but not dismiss the
claims against WRS with prejudice. The Court will grant Plaintiffs leave to amend their Second
Amended Complaint within fourteen (14) days of this Order to plead its theory of successor
liability against WRS and/or name WRS Holdings as a defendant. Upon receipt of Plaintiffs’
amended complaint, the Court will direct the parties to participate in limited discovery, if
necessary, to be completed promptly as to not delay the February 29, 2016, trial date.
IV. CONCLUSION
It is therefore
ORDERED that Defendants’ Motion for Summary Judgment (Docket No. 282) is
GRANTED in part and DENIED in part as set forth herein.
DATED this 14th day of July, 2015.

BY THE COURT:

Ted Stewart
United States District Judge

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