LAUREL GARDENS, LLC et al v. MCKENNA et al, No. 2:2018cv00210 - Document 200 (E.D. Va. 2018)
Court Description: MEMORANDUM ORDER granting 60 MOTION TO DISMISS FOR FAILURE TO STATE A CLAIM AND IMPROPER VENUE. The Court GRANTS MJL's motion to dismiss the Amended Complaint as to all claims against MJL that are before this Court. Signed by District Judge Mark S. Davis and filed on 7/18/18. (tbro)
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omissions, misrepresentations, facts, events, transactions, or occurrences described in either the Virginia litigation or the New Jersey litigation, or otherwise related to the Good Neighbor contract." Case No. 2:15cvl00, Plaintiffs' that the amended newly ECF No. complaint advanced 34-1, filed causes of at in 2-3. this action The case against face of establishes MJL arise ^ This Court is "mindful that judicial notice must not be used as an expedient for courts to consider ^matters beyond the pleadings' and thereby upset the procedural rights of litigants to present evidence on disputed matters." Goldfarb v. Mayor & City Council of Baltimore, 791 F.3d 500, 511 (4th Cir. 2015) (internal quotation marks and citation omitted). That said, here, MJL has pointed to a duly executed release recently entered in this Court in a prior case addressing the precise same claims at issue in this case, and Plaintiffs have offered a facially inadequate response to MJL's invocation of the express protections afforded by such release. Were this Court to refuse to enforce the terms of the release based on vague opposition that firmly suggests that Plaintiffs are referring to a different release executed by a party other than MJL, no release entered in federal court would ever insulate a party from the burdens/expense of future federal litigation. ^ This Court applies Virginia law based on the express choice-of-law provision in the Settlement Agreement. at 4-5. 11 Case No. 2:15cvl00, ECF No. 34-1, almost exclusively out of events related to the Good Neighbor contract. ECF No. 43 HH 205-19. Moreover, to the extent that an additional claim against MJL appears to be unrelated to such contract, the face of the amended complaint reveals that such claim still falls within the scope of the release as it arises out of acts/facts/events described in the Virginia litigation.® Id. Therefore, the affirmative defense advanced by MJL is apparent from the facts alleged on the face of the complaint (that is. Plaintiffs' own factual assertions plainly demonstrate that the claims fall within the scope of the release) thus based **salt barring litigation of such claims in this action. ® Plaintiffs contracts" contend that MJL that MJL entered is into Pennsylvania case (Tim McKenna). liable with to Plaintiffs another defendant on named in the MJL's filings in support of dismissal assert that such matters still fall within the scope of the release, ECF No. 60, at 10, and Plaintiffs do not contest such representation. That said, MJL at one point in its briefing labels the salt contract allegations as "new material allegations" not raised in the prior lawsuits, id. at 6-7, and notwithstanding Plaintiffs' silence on this issue, this Court deemed it necessary to review the cited public records from the prior suit to ensure that there is no plausible claim that the salt contracts fall outside of the scope of the release. A review of Laurel Gardens' "Answer and Counterclaim" in the prior Virginia Litigation conclusively resolves such issue, as Laurel Gardens expressly alleged in that case both that MJL was "doing business with Tim McKenna . . . in connection with the purchase of industrial road salt," and that "Tim McKenna has stolen and or embezzled hundreds of thousands of dollars-worth of goods, services and cash from [Laurel Gardens] and/or its affiliated companies." Case No. 2:15cvl00, ECF No. 27, at Counterclaim 12-13 (emphasis added). Accordingly, to the extent that Plaintiffs now assert that MJL purchased salt from Tim McKenna with knowledge that such salt actually belonged to Plaintiff American Winter Services (and not Tim McKenna), ECF No. 43 199, 221-24, such allegations are plainly within the scope of the release as they constitute previously "un-asserted" claims "arising out of, any acts . . . facts, events, transactions, or occurrences described in . . . the Virginia litigation." Case No. 2:15cvl00, ECF No. 34-1, at 2-3. 12 D. Conclusion For the reasons set forth herein, the Court GRANTS MJL's motion to dismiss the Amended Complaint as to all claims against MJL that are before this Court.^ ECF No. 60. The Clerk is REQUESTED to send a copy of this Memorandum Order to all counsel of record. IT IS SO ORDERED. /s/ Mark S. Davis UNITED STATES DISTRICT JUDGE Norfoll^ Virginia July 2018 ^ It remains unclear to this Court why any claims against MJL were transferred to this Court based on what appears to be a "permissive" contractual waiver of the right to challenge this Court's jurisdiction, as contrasted with a mandatory venue clause. Case No. 2:15cvl00, ECF No. 341, at 4-5; cf. IntraComm, Inc. v. Bajaj, 492 F.3d 285, 290 {4th Cir. 2007). That said, none of the Plaintiffs have sought reconsideration of the transfer order or otherwise advanced a post-transfer challenge to venue and/or jurisdiction in this Court. This Court further recognizes that all of the various Plaintiffs' claims against MJL were transferred to this Court, yet Laurel Gardens is the only Plaintiff that executed the release relied on by the Pennsylvania court to effectuate such transfer. Based on the current record, the legal relationship between the Plaintiffs is unclear, but the various Plaintiff business entities not only share the same legal address, they collectively identify themselves in the amended complaint as: "the Company." ECF No. 43, at 2-3. Notwithstanding the lack of clarity in the record on this issue, because the only legal basis for the transfer of all of "Plaintiffs' claims" against MJL from Pennsylvania to this Court is the jurisdictional waiver contained in the MJL Settlement Agreement, to the extent any Plaintiff is not legally bound by the terms of the settlement agreement (a claim Plaintiffs failed to raise in Pennsylvania or in this Court), such Plaintiff's claims are alternatively dismissed based on improper venue. 13
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