United States District Court, E.D. Virginia, Newport News Division
MARINA ONE, INC. d/b/a JOYS MARINA, ARCHIE F. ALLEN, and LINDA ALLEN Plaintiffs,
JEAN JONES, Defendant.
MEMORANDUM OPINION & ORDER
RAYMOND A. JACKSON, District Judge.
Before the Court are motions for summary judgment. Defendant Jean Jones filed a Motion for Summary Judgment and Memorandum in Support, ECF Nos. 29 and 30, on November 5, 2014. Plaintiff Marina One, Inc. ("Marina One") filed a Motion for Summary Judgment and Memorandum in Support, ECF Nos. 31 and 32, on November 14, 2014. Defendant filed a Memorandum in Opposition to Plaintiffs' Motion, ECF No. 34, on November 25, 2014, and Plaintiff tiled a Reply, ECF No. 35, on December 1, 2014, Plaintiffs in this case are a marina and its owners. Plaintiffs filed a Complaint against Defendant, an owner of a boat that was berthed at Plaintiffs' marina. Defendant's husband is currently involved in ongoing stale court litigation against Plaintiffs for an injury that he sustained at Plaintiffs' marina. Plaintiff's, who rely on federal admiralty jurisdiction, allege that Defendant breached a slip agreement. Plaintiffs also seek a declaration that Defendant is obligated to indemnify Plaintiffs in the slate court action under that contract. For the reasons stated below, Plaintiffs' Motion for Summary Judgment is GRANTED in part and DENIED in part and Defendant's Motion for Summary Judgment is DENIED.
I. FACTUAL AND PROCEDURAL HISTORY
Plaintiff Marina One, Inc. is a Virginia corporation and the lessee and operator of Joys Marina in Hampton, Virginia ("the Marina'). Am. Compl. ¶ 4. Plaintiffs Archie and Linda Allen own the property where the Marina is located and lease it to Marina One. Am. Compl. ¶ 5. Additionally, they were the sole shareholders, directors, and officers of Marina One. Am. Compl. ¶ 6. Defendant Jean Jones is the co-owner of a 44-foot Sea Ray vessel that was docked at the Marina. The other owner of the vessel is Defendants husband. Rick Jones. Am. Compl. ¶ 8. Mr, Jones has filed suit in state court against the Plaintiffs and alleges that in May 2012, he suffered personal injury while disembarking from their vessel at the Marina. Am. Compl. ¶ 20.
Attached to the Amended Complaint is a Slip Lease Agreement ("the Agreement") signed on June 27, 2011, and providing for the dockage of the Jones' vessel at the Marina between July 1, 2011 and June 30, 2012. Ant Compl., Ex. A. Rick Jones is listed as the "Lessee, " but the Agreement was signed by Defendant. Above her signature is a certification that the person signing "is the owner of the vessel hereinabove described or is authorized to subj[e]ct such vessel to the provisions of this contract" Id. at 3. Notably, the Agreement provides that the lessee is required to obtain indemnity insurance in the amount of $300, 000 and to list the Marina as an additional insured. Am. Compl. ¶ 13. However, when Plaintiffs raised this clause as a defense in Mr. Jones' state court suit, he claimed that he was not bound by the Agreement because Defendant was not authorized to sign the Agreement on his behalf., Am. Compl. ¶ 28.
Plaintiffs raised five claims against Defendant. Count 1 is a claim for declaratory relief, and alleges that Defendant had the authority to bind herself to the Agreement as the owner of the vessel. As such, she is obligated to indemnify the Marina in her husband's state court suit. Count 2 is a breach of contract claim, and alleges that Defendant breached numerous clauses of the Agreement, such as the requirement to maintain the pier in a safe condition and to defend and indemnify the Marina. Count 3 and 4 are actual and constructive fraud claims, and are raised in the alternative to Counts 1 and 2. (Count 4 is also raised in the alternative to Count 3). They allege that Defendant fraudulently misrepresented that she had the authority to sign the Agreement. Count 5, also raised in the alternative to Counts 1 and 2, alleges that Defendant breached the warranty of authority that she made to the Marina.
On March 5, 2014, the Court entered an Order denying in part and deferring in part Defendant's first Motion to Dismiss. ECF No. 15. It denied the Motion to Dismiss on all but two grounds. First, as to Defendant's argument that the Complaint should be dismissed pursuant to Rule 12(b)(7) for failure to join Defendant's husband as a party, the Court ordered Defendant to notify him of this suit and deferred ruling pending any notification of his interest. Second, as to Defendant's claim that the Complaint failed to state claim as to the Aliens, the Court granted Plaintiffs leave to amend the Complaint to "sufficiently plead their connection to the contract and tort claims." ECF No. 15, at 20. Plaintiffs filed an Amended Complaint on March 27, 2014, ECF No. 18, and Defendant filed a Motion to Dismiss on April 16, 2014, ECF No. 21. On April 29, 2014, Plaintiffs filed their Memorandum in Opposition, ECF No. 23, and Defendant filed Reply on May 5, 2014, ECF No. 24.
On May 22, 2014, the Court entered a Memorandum Opinion and Order denying in part and granting in part Defendant's Motion to Dismiss. ECF No. 26. The Court denied Defendant's Motion to Dismiss for Failure to join Mr. Jones as a party, as Mr. Jones did not provide notice that he wished to claim an interest in this action within the window ordered by the Court. The Court Granted Defendant's Motion to Dismiss the Aliens' claims, Count 6, and the remaining counts to the extent they seek relief for the Aliens. The Court's dismissal on May 22, 2014, was without prejudice.
On November 5, 2014, Defendant Jean Jones filed a Motion for Summary Judgment and Memorandum in Support, ECF Nos. 29 and 30. Plaintiffs filed a Motion for Summary Judgment. Memorandum in Support of its Motion for Summary Judgment and Memorandum in Opposition to Defendant's Motion for Summary Judgment on November 14, 2014. ECF Nos. 31 and 32. Defendant Filed a Memorandum in opposition to Plaintiffs' Motion, ECF No. 34, on November 25, 2014, and Plaintiffs filed a Reply, ECF No. 35, on December 1, 2014. The Court determined that a hearing would not aid in the decisional process, and this matter is now ripe for judicial determination.
II. STANDARD OF REVIEW
Under Rule 56 of the Federal Rules of Civil Procedure, "[t]he Court shall grant summary judgment 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." Fed R. Civ. P. 56(a); see also McKinney v. Bd. of Trustees of Md. Cmty. Coll., 955 F.2d 924, 928 (4th Cir. 1992) ("[S]ummary judgments should be granted in those cases where it is perfectly clear that no issue of fact is involved and inquiry into the fact is not necessary to clarify the application of the law.") (citations omitted). In deciding a motion for summary judgment, the court must view the facts, and inferences to be drawn from the facts, in the light most favorable to the nonmoving party, Anderson v. Life Lobby Inc., 477 U.S. 242, 247-48 (1986); Matsushita Elec. Indus, Co. v. Zenith Radio Corp., 475 U.S. 574, 587 (1986).
Once a motion for summary judgment is properly made and supported, the opposing party "must come forward with specific facts showing that there is a genuine issue for trial." Matsushita, 475 U.S. at 586-87 (internal quotations omitted). Summary judgment will be granted "against a party who fails to make a showing sufficient to establish the existence of an essential element to that party's case, and on which that party will bear the burden of proof at trial." Celotex Corp. v. Catrett, 477 U.S. 317, 324 (1986). "Genuineness means that the evidence must create fair doubt; wholly speculative assertions will not suffice." Ross v. Commc'ns Satellite Corp., 759 F.2d 355, 364 (4th Cir. 1985), abrogated on other grounds by, Price Waterhouse v. Hopkins, 490 U.S. 228 (1989); see also Ash v. United Parcel Serv., Inc., 800 F.2d 409, 411-12 (4th Cir. 1986) (noting that the nonmoving party must offer more than unsupported speculation to withstand a motion for summary judgment).
The law of admiralty is "[d]rawn from state and federal sources, the general maritime law is an amalgam of traditional common-law rules, modifications of those rules, and newly created rules. East River. S.S. Corp. v. Transamerca Delaval, Inc., 476 U.S. 858, 864-65 (1986). In the contract law context, federal courts construe maritime contracts "like any other contracts: by their terms and consistent with the intent of the parties." Norfolk S. Ry. Co. v. Kirby, 543 U.S. 14, 31 (2004). A court sitting in admiralty may apply state contract law where it ...