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HM Peachtree Corners I, LLC v. Panolam Industries International, Inc.

United States District Court, N.D. Georgia, Atlanta Division

August 28, 2017




         This matter is before the Court on Plaintiff HM Peachtree Corners I, LLC's (“Plaintiff”) 15(a) Motion for Leave to File Amended Complaint [14] (“Motion to Amend”).

         I. BACKGROUND

         A. Facts

         Plaintiff leased approximately 106, 531 square feet of office and warehouse space in Norcross, Georgia (the “Lease”) to Defendant Panolam Industries International, Inc. (“Defendant”).[1] (Compl. ¶ 10). The Lease expired on February 28, 2017. (Compl. ¶ 18). Plaintiff alleges the Lease imposed numerous obligations on the Defendant, including “maintain[ing] and repair[ing] the building, heating and air conditioning equipment, and the grounds of the Premises.” (Compl. ¶ 11). The Lease also required the Defendant to “return the Premises . . . in as good condition and repair as first received, natural wear and tear excepted” and refrain from “mak[ing] any alterations, additions, or improvements to the Premises without written consent by Plaintiff.” (Compl. ¶¶ 13-14).

         On August 26, 2016, Plaintiff inspected the property and discovered various repairs that were needed. (Compl. ¶ 19). Plaintiff wrote to Defendant about Defendant's obligations under the Lease to make repairs. (Compl. ¶¶ 23-27, 31). Plaintiff alleges that Defendant “refused to make certain repairs as required by the terms of the lease” such as “remov[ing] the Supervisor's Office from the Premises, ” “return[ing] the floor surface back to smooth level by coring bolt holes and filling in pits on the floor, ” and “repair[ing] and restor[ing] the concrete in both truck courts.” (Compl. ¶¶ 28-30). Plaintiff claims Defendant's “failure to make said repairs and return the Premises to Plaintiff at the end of the Lease term” in the condition required by the Lease “constitutes a breach of the Lease.” (Compl. ¶ 38). Plaintiff alleges it has suffered damages of nearly “half a million dollars.” ([14] at 1-2).

         B. Procedural History

         On January 27, 2017, Plaintiff filed its Complaint [1.1] in the State Court of Gwinnett County, Georgia. Plaintiff asserts a claim for breach of the Lease and also seeks attorney's fees and costs under O.C.G.A. § 13-6-11 and O.C.G.A. § 13-1-11. On March 20, 2017, Defendant filed its Notice of Removal [1], removing the action to the Court. On May 16, 2017, Plaintiff filed its Motion to Amend. In it, Plaintiff alleges additional damages it discovered when it inspected the leased premises after Defendant vacated them. ([14] at 24-34). The Defendant also adds a claim for declaratory judgment under O.C.G.A. § 9-4-1, et seq. requesting the Court to declare the repairs Defendant was required to make under the Lease and to order Defendant to pay for the repairs or, alternatively, find that Plaintiff is entitled to seek reimbursement damages from Defendant. ([14] at 26-28).

         On May 26, 2017, Defendant filed its Response to Plaintiff's Motion for Leave to File Amended Complaint [20] (“Response”). Defendant does not oppose Plaintiff's amended breach of contract claim, or its claim for attorney's fees and costs. ([20] at 8-9). Defendant does oppose Plaintiff's new declaratory judgment claim as “wholly duplicative” and “futile.” ([20] at 6, 8-9).


         A. Legal Standard

         Rule 15(a) of the Federal Rules of Civil Procedure allows a plaintiff to file one amended complaint, as a matter of course, if the amended complaint is filed within 21 days of service of the original complaint or within 21 days of the defendant's filing of a responsive pleading or Rule 12 motion to dismiss. See Fed.R.Civ.P. 15(a)(1). Amended complaints may be filed outside of these time limits only “with the opposing party's written consent or the court's leave.” See Fed.R.Civ.P. 15(a)(2).

         Rule 15 of the Federal Rules of Civil Procedure provides that “[t]he court should freely give leave [to amend] when justice so requires.” Fed.R.Civ.P. 15(a)(2). “There must be a substantial reason to deny a motion to amend.” Laurie v. Alabama Court of Criminal Appeals, 256 F.3d 1266, 1274 (11th Cir. 2001). “Substantial reasons justifying a denial include ‘undue delay, bad faith, dilatory motive on the part of the movant, . . . undue prejudice to the opposing party by virtue of allowance of the amendment, [and] futility of amendment.'” Id. (citing Foman v. Davis, 371 U.S. 178, 182 (1962)).

         “A district court may deny leave to amend a complaint if it concludes that the proposed amendment would be futile, meaning that the amended complaint would not survive a motion to dismiss.” Christman v. Walsh, 416 Fed.App'x 841, 844 (11th Cir. 2011); Burger King Corp. v. Weaver, 169 F.3d 1310, 1320 (11th Cir. 1999) (“[D]enial of leave to amend is justified by futility when the ‘complaint as amended is still subject to dismissal.'” (quoting Halliburton & Assoc., Inc. v. Henderson, Few & Co., 774 F.2d 441, 444 (11th Cir. 1985))); Bazemore v. U.S. Bank, N.A., No. 1:14-cv-3310, 2016 WL 889676, at *5 (N.D.Ga. Mar. 8, 2016) (“Futility means that the amended complaint would fail to state a claim upon which relief could be granted. Thus, the same standard of legal sufficiency as applied under a motion to dismiss for failure to state a claim pursuant to Rule 12(b)(6) is used to determine futility.” (internal citation omitted)); Bill Salter Adver., Inc. v. City of Brewton, AL, ...

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