Caiman Eastern Midstream, LLC v. Hall et al

Filing 43

MEMORANDUM AND OPINION AND ORDER GRANTING 27 MOTION FOR LEAVE TO FILE AMENDED COMPLAINT AND DENYING WITHOUT PREJUDICE 23 MOTION FOR JUDGMENT ON THE PLEADINGS; Clerk is DIRECTED to file the plaintiffs amended complaint, which is attached as Exhibit A to the plaintiffs motion for leave to file an amended complaint 27 . Signed by Senior Judge Frederick P. Stamp, Jr. on 6/5/12. (rjs)

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF WEST VIRGINIA
CAIMAN EASTERN MIDSTREAM, LLC
Plaintiff,
v.

Civil Action No. 5:11CV135
(STAMP)

DALE E. HALL and ELAINE I. HALL,
Defendants.
MEMORANDUM OPINION AND ORDER
GRANTING MOTION FOR LEAVE TO
FILE AMENDED COMPLAINT AND
DENYING WITHOUT PREJUDICE
MOTION FOR JUDGMENT ON THE PLEADINGS
I.
The

plaintiff,

Caiman

Background
Eastern

Midstream,

LLC,

filed

a

complaint in this Court seeking to enforce a pipeline right-of-way
agreement allegedly entered into by the parties to this action on
June 30, 2011.

The defendants subsequently filed a motion for

judgment on the pleadings based upon their contention that the
right-of-way agreement is invalid and unenforceable because it
violates the statute of frauds.

Following the filing of the

defendants’ motion for judgment on the pleadings, the plaintiff
filed a motion for leave to file an amended complaint, pursuant to
Federal Rule of Civil Procedure 15(a), wherein the plaintiff seeks
to amend its complaint to attach a map which was allegedly attached
to

the

right-of-way

agreement

between

the

parties,

but

inadvertently not attached to the plaintiff’s original complaint.
The defendants have opposed the plaintiff’s motion for leave to
amend, and the plaintiff replied to the defendants’ opposition.

The motion for leave to file an amended complaint is now fully
briefed and ripe for disposition by this Court.

For the reasons

that follow, this Court will grant the plaintiff’s request for
leave to file an amended complaint, and because the defendants’
motion for judgment on the pleadings is based upon the plaintiff’s
original

complaint,

will

deny

the

defendants’

motion

without

prejudice subject to refiling based upon the plaintiff’s amended
complaint.
II.
Federal

Rule

of

Applicable Law

Civil

Procedure

15(a)(1)(A)

states,

in

pertinent part, that “[a] party may amend its pleading once as a
matter of course . . . before being served with a responsive
pleading.”

If a party seeks to amend its pleadings in all other

cases, it may only do so “with the opposing party’s written consent
or the court’s leave.
justice so requires.”
Rule

15(a)

The court should freely give leave when
Fed. R. Civ. P. 15(a)(2).

grants

the

district

court

broad

discretion

concerning motions to amend pleadings, and leave should be granted
absent some reason “such as 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 or
futility of the amendment.”

Foman v. Davis, 371 U.S. 178, 182

(1962); see also Ward Elec. Serv. v. First Commercial Bank, 819

2

F.2d 496, 497 (4th Cir. 1987); Gladhill v. Gen. Motors Corp., 743
F.2d 1049, 1052 (4th Cir. 1984).
III.

Discussion

The plaintiff requests to amend its complaint to attach as
Exhibit A to its amended complaint, a map allegedly attached to the
right-of-way

agreement

and

inadvertently

omitted

plaintiff’s original complaint in this action.

from

the

The defendants

argue in opposition to this motion that the right-of-way does not
reference the map sought to be attached as specifying the right-ofway.

They further maintain that this Court should deny the motion

for leave to amend because the map is insufficient to cure the
alleged deficiencies in the plaintiff’s complaint because it was
only a “proposed” map of the right-of-way and because it does not
supersede the language of the agreement, which they argue fails to
adequately describe the location of the right-of-way purported to
be conveyed by the agreement in order to satisfy the requirements
of the statute of frauds.
However, the defendants’ arguments against the plaintiff’s
motion for leave to amend do not address the grounds for denying
such a motion as articulated by the Supreme Court in Foman.
Rather, the defendants only address the factual merits of the
plaintiff’s claim, and of the defendants’ motion for judgment on
the pleadings, and argue that the amendment sought will not cure
the perceived failures of the merits of the plaintiff’s complaint.
While it could be argued that the defendants’ arguments amount to

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contentions that the requested amendment is futile, the defendants
have failed to make a sufficient showing in this regard.
Barring a showing that the plaintiff’s proposed amendment is
obviously

frivolous

or

legally

insufficient

on

its

face,

considerations of the substantive merits of the plaintiff’s claim
is not appropriate when considering a motion for leave to amend.
Johnson v. Oroweat Foods Co., 785 F.2d 503, 510-511 (4th Cir.
1983); Kerns v. Range Res.-Appalachia, LLC, No. 1:10CV23, 2011 U.S.
Dis. LEXIS 93920 *8 (N.D. W. Va, Aug. 23, 2011); and see Madison
Fund, Inc. v. Denison Mines Ltd., 90 F.R.D. 89 (S.D. N.Y. 1981)
(Defendant’s argument regarding the sufficiency of amendment sought
does not support denial of motion for leave to amend.

Unless

defendant can show that added claims are frivolous, motion for
leave

to

amend

is

not

appropriate

time

to

argue

merits

of

amendment.). Accordingly, the arguments advanced by the defendants
in their opposition to the plaintiff’s motion for leave to amend
are more appropriately raised in a dispositive motion, or at trial.
Further, there is no evidence that any of the other grounds
for denying a motion to amend apply to bar amendment in this case.
This action remains in the early stages of litigation, so undue
delay is not a concern.

Nor is there any indication of bad faith

or dilatory motive on the part of the plaintiff, and as this is the
plaintiff’s first request to amend its complaint, there has not
been repeated failure to cure deficiencies.

Finally, and most

importantly, this Court finds that there is no evidence to support

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a finding that amendment would unduly prejudice the defendants.
Attaching a map which was allegedly attached to the original rightof-way agreement which forms the basis for this case does not
change the landscape of this case in any measurable way.

Neither

do the defendants contend at this point that they have never seen
the map before or that they did not sign it as part of the rightof-way agreement with the plaintiff.

Further, at this early stage

in the litigation, the parties have not proceeded to a point where
there has been detrimental reliance upon the complaint as it was
originally filed.

Therefore, the plaintiff should be, and is,

granted leave to amend its complaint as requested.
Finally, also pending before this Court is the defendants’
motion for judgment on the pleadings.

Because this motion relies

upon the plaintiff’s original complaint, which is now superseded by
the amended complaint, this Court finds that the motion for
judgment on the pleadings is moot.

Accordingly, this Court must

deny this motion without prejudice subject to refiling based upon
the allegations of the amended complaint.
IV.

Conclusion

For the reasons set forth above, the plaintiff’s motion for
leave to file an amended complaint (ECF No. 27) is GRANTED.

The

Clerk is DIRECTED to file the plaintiff’s amended complaint, which
is attached as Exhibit A to the plaintiff’s motion for leave to
file an amended complaint (ECF No. 27).

Further, the defendants’

motion for judgment on the pleadings (ECF No. 23) is DENIED WITHOUT

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PREJUDICE subject to refiling based upon the allegations and
contents of the amended complaint.
IT IS SO ORDERED.
The Clerk is directed to transmit a copy of this memorandum
opinion and order to counsel of record herein.
DATED:

June 5, 2012

/s/ Frederick P. Stamp, Jr.
FREDERICK P. STAMP, JR.
UNITED STATES DISTRICT JUDGE

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