Bennett et al v. Skyline Corporation et al

Filing 45

MEMORANDUM OPINION AND ORDER GRANTING IN PART AND DENYING IN PART DEFENDANT SKYLINE'S MOTION TO DISMISS: It is ORDERED that Skyline's 35 Motion to Dismiss Count 4 of the Amended Complaint is GRANTED and its 35 Motion to Dismiss Count 3 of the Amended Complaint is DENIED. Signed by District Judge Irene M. Keeley on 4/10/15. (cnd)

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF WEST VIRGINIA
GABRIEL BENNETT and TIFFANY
BENNETT,
Plaintiffs,

v.

//

CIVIL ACTION NO. 1:14CV129
(Judge Keeley)

SKYLINE CORPORATION, BOB’S
QUALITY HOMES, INC., and
BELPRE SAVINGS BANK,
Defendants.
MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
Pending before the Court is the motion to dismiss the amended
complaint filed by the defendant, Skyline Corporation (“Skyline”)
(Dkt. No. 35). For the following reasons, the Court GRANTS IN PART
and DENIES IN PART Skyline’s motion to dismiss Counts Three and
Four of the amended complaint filed by the plaintiffs, Gabriel and
Tiffany Bennett (“the Bennetts”).
I.
A.

FACTUAL BACKGROUND

Factual Background
The Court has construed the following facts in the light most

favorable to the Bennetts, the non-movants. Papasan v. Allain, 478
U.S. 265, 286 (1986).

Skyline is an Indiana corporation that

manufactures home components.
Bob’s

Quality

Homes,

Inc.

Home builders such as co-defendant
(“Bob’s

Quality

Homes”)

purchase

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
manufactured home components from Skyline, and then build a home
from those components for purchasers.

Skyline provides an express

warranty guaranteeing that its home components are free from
manufacturing defects.
When the Bennetts purchased a new home from Bob’s Quality
Homes on April 18, 2013, Bob’s Quality Homes represented itself as
an authorized Skyline dealer/agent.

In order to pay for their new

home, the Bennetts entered into a loan agreement with co-defendant
Belpre Savings Bank (“Belpre”).
At the time they purchased their home, the Bennetts informed
Bob’s Quality Homes that they needed to have it delivered and ready
for occupancy by a certain date.

Despite guaranteeing that it

would deliver and install the home on time, Bob’s Quality Homes
failed to complete the installation on time.
The Bennetts contend that Bob’s Quality Homes damaged and
failed to properly install their home so that, when they finally
were able to occupy their home, they found nonconformities stemming
from the manufacture, delivery, and installation of the home. They
contend that these nonconformities have substantially impaired
their enjoyment of their new home.

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BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
After discovering the nonconformities, the Bennetts contacted
both Bob’s Quality Homes and Skyline, demanding that they undertake
repairs pursuant to any and all applicable warranties.

Bob’s

Quality Homes and Skyline, however, failed to repair the home in a
timely fashion.
Homes,

Skyline,

Consequently, the Bennetts notified Bob’s Quality
and

Belpre

of

their

rejection/revocation

of

acceptance of the home.
B.

Procedural Background
After the Bennetts filed their lawsuit in the Circuit Court of

Calhoun County, West Virginia (Dkt. No. 1 at 1), Skyline, with the
consent of Bob’s Quality Homes and Belpre, removed the case to this
Court (Dkt. No. 1), alleging original jurisdiction under 28 U.S.C.
§ 1332(a) based on diversity of citizenship (Dkt. No. 1 at 2).

The

Bennetts are citizens of West Virginia and reside in Calhoun
County, West Virginia.

Bob’s Quality Homes is an Ohio corporation

with its principal place of business in Ohio.

Belpre also is an

Ohio corporation with its principal place of business in Ohio.
Skyline is an Indiana corporation with its principal place of
business in Indiana. Id.

The price of the modular home components

used to construct the Bennetts’ home, standing alone, well exceeds
the jurisdictional threshold of $75,000.00.
3

Id. at 3.

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
Following removal, Skyline moved to dismiss the Bennetts’
complaint for failure to state a claim upon which relief can be
granted.
also

The Bennetts opposed Skyline’s motion to dismiss, and

sought

leave

to

amend

deficiencies (Dkt. No. 17).

their

complaint

to

correct

any

In a Memorandum Opinion and Order

entered on October 3, 2014, the Court granted Skyline’s motion to
dismiss Count Six insofar as it purported to state a stand alone
claim for breach of the duty of good faith, and also dismissed
Counts Five, Seven, Ten, Eleven, and Twelve (Dkt. No. 21 at 43-44).
It denied Skyline’s motion to dismiss Counts One, Two, Three, Four,
Six, Eight, and Nine.

Id.

In addition, it granted the Bennetts

leave to amend Counts Three and Four.

Id.

Thereafter, the Bennetts filed an amended complaint, alleging
seven counts against Skyline (Dkt. No. 29).

In their renewed

motion to dismiss Counts Three and Four of the amended complaint,
Skyline

argues

that

the

Bennetts

have

failed

to

cure

the

deficiencies noted by the Court in its previous Memorandum Opinion
and Order (Dkt. No. 35).

The motion is fully briefed and ripe for

disposition.

4

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
II.

LEGAL STANDARD

In reviewing the sufficiency of a complaint, a district court
“‘must accept as true all of the factual allegations contained in
the complaint.’”

Anderson v. Sara Lee Corp., 508 F.3d 181, 188

(4th Cir. 2007) (quoting Erickson v. Pardus, 551 U.S. 89, 94
(2007)).

While

a

complaint

does

not

need

detailed

factual

allegations, however, a plaintiff’s obligation to provide the
grounds of his entitlement to relief requires more than mere labels
and conclusions, and a formulaic recitation of the elements of a
cause of action will not do.
544, 555 (2007).

Bell Atl. Corp. v. Twombly, 550 U.S.

Indeed, courts “are not bound to accept as true

a legal conclusion couched as a factual allegation.”

Papasan v.

Allain, 478 U.S. at 286.
In considering whether the facts alleged are sufficient, “a
complaint must contain ‘enough facts to state a claim to relief
that is plausible on its face.’”
(quoting

Twombly,

550

U.S.

at

Anderson, 508 F.3d at 188

547).

“A

claim

has

facial

plausibility when the plaintiff pleads factual content that allows
the court to draw the reasonable inference that the defendant is
liable for the misconduct alleged.”

5

Ashcroft v. Iqbal, 556 U.S.

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
662, 678 (2009). This requires “more than a sheer possibility that
a defendant has acted unlawfully.”

Id.

III. ANALYSIS
A.

Count Three
Count Three of the amended complaint alleges that Skyline

expressly warranted that the home purchased by the Bennetts would
be free from defects, not be damaged, and be properly installed
(Dkt. No. 29 at 8).

Count Three also asserts that Skyline

expressly warranted that it would fix any defects within the
warranty period, and that the Bennetts’ home would be “delivered
with the options, fixtures, and components” they had selected, as
represented by Skyline’s models in their advertisements.

Id.

Finally, Count Three alleges that Skyline assumed “the express
warranty obligations” of Bob’s Quality Homes after it allegedly
breached its own express warranty.

Id. at 9.

As a result of

Skyline’s alleged breaches, the Bennetts contend that their home
“is defective, remodeled, retrofitted, and repaired in such a way
that it could not be considered ‘new’ and could not be valued as
highly as the ‘new’ home anticipated” at the time of purchase. Id.
In its motion, Skyline argues that the Bennetts “dressed up
their allegations but did not ‘explicitly allege the express
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BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
warranties

violated’

by

Skyline,

especially

considering

the

content, nature and exclusions” in its express warranty (Dkt. No.
36 at 3).

Specifically, Skyline denies that it provided the

Bennetts with an express warranty that their home “would be
delivered with the [selected] options, fixtures, and components,”
but that, in any case, such a claim properly relates to Count Five
of the Bennetts’ amended complaint, which alleges a breach of
contract claim.

Id.

Skyline also contends that, even if it did assume the express
warranties extended by Bob’s Quality Homes, the Bennetts failed to
explicitly allege the content of those express warranties.

Id.

Finally, it argues that the Bennetts cannot use parol evidence,
even if alleged with specificity, to contradict the express terms
of its warranty.

Id.

In their response to these arguments, the Bennetts contend
that they have provided “adequate information” about the nature of
their problems, and have fully described “the express warranties
made and assumed by Skyline in addition to the written warranty
already of record in this case.” (Dkt. No. 40 at 2) (emphasis in
original).

Specifically, they “intended to purchase a custom-

ordered home with specific bargained-for options . . . but that is
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BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
not what they ultimately received.” Id. at 3. The Bennetts assert
that, when they ordered their home, Skyline made the warranties
defined in W. Va. Code § 46A-6-102(8), in addition to the express
warranty noted by Skyline.

Id.

For its part, Skyline contends

that the Bennetts have provided “no factual support for their claim
that other express warranties were made,” and argues that it
performed more warranty service than was legally required (Dkt. No.
41 at 1-2).
In its earlier Memorandum Opinion and Order, the Court noted
that, in Count Three of their original complaint, the Bennetts had
provided only a conclusory allegation that “[t]he nonconformities
discovered

by

[them]

involved

substandard,

defective,

and/or

negligent manufacture, delivery, and installation,” which it found
to be insufficient as a matter of law (Dkt. No. 21 at 15).

In

granting them leave to amend, the Court ordered the Bennetts to
specify any “additional” express warranties implicated by W. Va.
Code § 46A-6-102(8).

Id. at 16.

The Bennetts have remedied many of these deficiencies in their
amended complaint (Dkt. No. 29 at 8).

First, they include a

specific allegation that Skyline warranted that their home “would
be delivered with the options, fixtures and components” they had
8

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
selected

or

that

were

represented

advertisements, and specifications.”

by

Id.

Skyline’s

“models,

They also allege that

Skyline warranted that it would repair any manufacturing defects
reported within the warranty period. Id.

Unlike the claims in the

original complaint, these allegations fall squarely within the
express

warranty

contained

in

Skyline’s

Modular

Home

Owner’s

Manual, which states that “[m]anufacturing defects reported to
Skyline within 15 months after original delivery by an authorized
dealer will be corrected on site, without charge, and within
reasonable time.”

(Dkt. No. 11 at 5).

Although “[m]isuse,

unauthorized repairs or alterations, minor imperfections and dealer
or owner improper transportation or setup are excluded,” Skyline’s
express warranty also states that the Bennetts “may have other
rights which vary from state to state.”

Id.

In West Virginia, a

merchant’s “description of the goods” or “sample or model” that
forms

part

warranties.
Unlike

of

the

basis

of

the

bargain

are

valid

express

W. Va. Code § 46-2-313(1)(a)-(c).
the

mere

conclusory

allegations

in

the

original

complaint, the claims in Count Three of the amended complaint are
factual allegations that the Court is required to accept as true at
the motion to dismiss stage of the litigation.
9

Papasan, 478 U.S.

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
at 286.

For that reason, the Court DENIES Skyline’s Motion to

Dismiss Count Three as inadequately pleaded.
Skyline’s

next

argument,

that

the

parol

evidence

rule

precludes part of the Bennetts’ claim in Count Three, is similarly
unavailing.

The Bennetts allege that Skyline “assumed the express

warranty obligations regarding the installation of the subject home
which were originally the warranty obligations of [Bob’s Quality
Homes], after [it] breached its express warranties.”
at 9).

(Dkt. No. 29

The parol evidence rule prohibits evidence of prior

agreements

“that

would

unambiguous contract.”

vary

or

supplement

the

terms

of

an

Trenton Energy, LLC v. EQT Production Co.,

2011 WL 3321479 at *3 (S.D.W. Va. Aug. 2, 2011) (emphasis added)
(quoting Wood Cnty. Airport Auth. v. Crown Airways, Inc., 919
F.Supp. 960, 965 (S.D.W. Va. 1996) and Restatement (Second) of
Contracts § 213(2)).

Count Three of the amended complaint,

however, supports a reasonable inference that Skyline assumed the
warranty obligations of Bob’s Quality Homes after the Bennetts
purchased the home, and, therefore, after the parties had entered
into the contract giving rise to the express warranty (Dkt. No. 29
at 9).

The parol evidence rule does not preclude evidence of

agreements between the parties that arose subsequent to the written
10

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
contract, such as those alleged by the Bennetts.

See Syl. Pt. 3,

Iafolla v. Douglas Pocahontas Coal Corp., 250 S.E.2d 128 (W. Va.
1978).

Therefore, the Court also DENIES Skyline’s motion to

dismiss Count Three of the amended complaint based on the parol
evidence rule.
B.

Count Four
In Count Four of their amended complaint, the Bennetts allege

that Skyline breached the implied warranty of merchantability
contained in W. Va. Code §§ 46-2-314 and 46A-6-107 because their
home “was not in merchantable condition when sold to [them], or
within a reasonable time thereafter, and was not fit for the
ordinary purpose for which a home is used,” resulting in damages
(Dkt. No. 29 at 10).

The Bennetts also contend that their home was

not installed in accordance with Skyline’s specifications and “the
applicable regulatory requirements.”

Id.

Skyline argues that the Bennetts’ additional allegations in
the amended complaint are still insufficient to assert a cognizable
claim for breach of the implied warranty of merchantability.

It

first asserts that any delay in their occupancy was caused by Bob’s
Quality Homes.

It also contends that Skyline “went above and

beyond its obligations” to get the Bennetts into their home.
11

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
Finally,

it

argues

that

the

Bennetts’

allegations,

if

true,

establish that their damages are excluded by Skyline’s express
warranty
Bennetts’

(Dkt.

No.

amended

36

at

complaint

4-5).
has

Skyline
not

reiterates

alleged

more

that
than

the
“the

‘unsupported conclusions’ which this Court found did not support
their breach of warranties causes of action.”

(Dkt. No. 41 at 2).

In response, the Bennetts argue that, as laypeople, they are
unable to specifically identify whether the “defects” they have
identified in their home are “manufacturing defects” covered by
Skyline’s warranty, “or the result of some installation error”
excluded by the warranty (Dkt. No. 40 at 2).

“Even with regard to

the implied warranty of merchantability, experts are necessary to
specifically identify ‘defects’ because it involves an experienced
examination of whether the home conforms ‘in all material respects
to

applicable

state

and

federal

statutes

and

regulations

establishing standards of quality and safety of goods.’” Id.
(quoting W. Va. Code § 46A-6-102(4)).
Count Four includes the following new allegations, first, that
their home, when delivered, was “unreasonably delayed,” which
caused them to suffer damages from delayed occupancy; second, that
their

home

was

not

installed
12

in

accordance

with

Skyline’s

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
specifications and applicable regulatory requirements (Dkt. No. 29
at 9-10).

Neither of these allegations, however, supports the

Bennetts’ claim that their home was not merchantable, as required
by W. Va. Code § 46-2-314(2)(a)-(f).

See Dkt. No. 21 at 17-18.

At

bottom, what the Bennetts still allege is that their home was unfit
for occupancy, and that their use of the home was impaired and
delayed.

The Court has previously found these allegations to lack

the factual content regarding merchantability necessary to survive
a motion to dismiss (Dkt. No. 21 at 19).

Therefore, the Court

GRANTS Skyline’s renewed motion to dismiss Count Four of the
Bennetts’ amended complaint.
IV.

CONCLUSION

For the reasons discussed, the Court GRANTS Skyline’s motion
to dismiss Count Four of the amended complaint, and DENIES its
motion to dismiss Count Three of the amended complaint (Dkt. No.
35).
It is so ORDERED.

13

BENNETT v. SKYLINE CORPORATION

1:14CV129

MEMORANDUM OPINION AND ORDER
GRANTING IN PART AND DENYING IN PART
DEFENDANT SKYLINE’S MOTION TO DISMISS [DKT. NO. 35]
The Court directs the Clerk to transmit copies of this order
to counsel of record.
DATED:

April 10, 2015.
/s/ Irene M. Keeley
IRENE M. KEELEY
UNITED STATES DISTRICT JUDGE

14