Bp West Coast Products LLC v. Greene

• Decision Date: 28 April 2004
• Docket Number: No. CV F 02-6257 AWI SMS.,CV F 02-6257 AWI SMS.
• Citation: 318 F.Supp.2d 987
• Parties: BP WEST COAST PRODUCTS LLC, a Delaware limited liability corporation, Plaintiff, v. Robert GREENE, an individual, Defendant. And Related Counterclaims
• Court: U.S. District Court — Eastern District of California

318 F.Supp.2d 987

BP WEST COAST PRODUCTS LLC, a Delaware limited liability corporation, Plaintiff, v. Robert GREENE, an individual, Defendant And Related Counterclaims

No. CV F 02-6257 AWI SMS.

United States District Court, E.D. California.

April 28, 2004.

COPYRIGHT MATERIAL OMITTED

Jeffrey M. Hamerling, Kari S. Gregory, Piper Rudnick LLP, San Francisco, CA, for BP West Coast Products LLC, a Delaware limited liability company, plaintiff.

Thomas P Bleau, Bleau Fox and Fong, Los Angeles, CA, for Greene Robert, defendant.

MEMORANDUM OPINION AND ORDER GRANTING PLAINTIFF BP WEST COAST PRODUCT LLC'S MOTION FOR SUMMARY JUDGMENT

ISHII, District Judge.

In this action, Plaintiff BP West Coast Products LLC ("BPWCP") requests that the court find it did not violate the Petroleum Marketing Practices Act ("PMPA"), 15 U.S.C. § 2801, et. seq., when BPWCP did not renew a franchise and offered to sell a Facility. Defendant Robert Greene ("Greene") has filed a counterclaim in which he contends BPWCP violated the PMPA and California Business and Professions Code § 17200. Pending before the court is Plaintiff BPWCP's motion for summary judgment on BPWCP's declaratory relief claims and Greene's counterclaims.

PROCEDURAL HISTORY

On October 11, 2002, Plaintiff BPWCP filed a complaint for declaratory relief. BPWCP requests a declaratory judgment finding that BPWCP complied with its obligations under the PMPA and that state laws concerning the subject of this dispute are preempted, or alternatively, that BPWCP complied with any applicable state laws.

On January 30, 2003, Defendant Greene filed a motion to dismiss the complaint in which he contended that the PMPA does not confer jurisdiction over an action where a franchisor requests a declaratory judgment against a franchisee. On February 14, 2003, BPWCP filed an opposition. On March 11, 2003, the court denied Greene's motion and found the court has jurisdiction over BPWCP's declaratory relief action to determine if BPWCP violated the PMPA.

On March 17, 2003, BPWCP filed a first amended complaint.

On April 9, 2003, Greene filed a counterclaim for damages and injunctive relief against BPWCP for violations of the PMPA and for restitution and injunctive relief against BPWCP and Doe Defendants under California Business and Professions Code § 17200.

On March 19, 2004, BPWCP filed a motion for summary judgment. BPWCP contends that it complied with the PMPA, and as such, BPWCP is entitled to summary judgment on all of the PMPA claims. BPWCP also contends it is entitled to summary judgment on Greene's Section 17200 claim because it is preempted by the PMPA or is not sufficiently related to the PMPA to form the same case or controversy.

On April 5, 2004, Greene filed an opposition. Greene contends BPWCP's decision and actions were not in good faith and in the normal course of business. Greene contends the bidding scheme necessarily resulted in offers, which were used as right of first refusal offers, that included other components, such as goodwill. Greene contends BPWCP cannot rely on its notice of nonrenewal. Greene contends BPWCP is not entitled to summary judgment as a matter of law.

On April 12, 2004, BPWCP filed a reply.

LEGAL STANDARD

Summary judgment is appropriate when it is demonstrated that there exists no genuine issue as to any material fact, and that the moving party is entitled to judgment as a matter of law. Fed.R.Civ.P. 56(c); Adickes v. S.H. Kress & Co., 398 U.S. 144, 157, 90 S.Ct. 1598, 26 L.Ed.2d 142 (1970); Poller v. Columbia Broadcast System, 368 U.S. 464, 467, 82 S.Ct. 486, 7 L.Ed.2d 458 (1962); Jung v. FMC Corp., 755 F.2d 708, 710 (9th Cir.1985); Loehr v. Ventura County Community College Dist., 743 F.2d 1310, 1313 (9th Cir.1984).

Under summary judgment practice, the moving party always bears the initial responsibility of informing the district court of the basis for its motion, and identifying those portions of "the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any," which it believes demonstrate the absence of a genuine issue of material fact.

Celotex Corp. v. Catrett, 477 U.S. 317, 323, 106 S.Ct. 2548, 91 L.Ed.2d 265 (1986).

For claims were the moving party has the burden of proof at trial, that party must carry its initial burden at summary judgment by presenting evidence affirmatively showing, for all essential elements of its case, that no reasonable jury could find for the non-moving party. United States v. Four Parcels of Real Property, 941 F.2d 1428, 1438 (11th Cir.1991) (en banc); Calderone v. United States, 799 F.2d 254, 259 (6th Cir.1986); see also E.E.O.C. v. Union Independiente de la Autoridad de Acueductos y Alcantarillados de Puerto Rico, 279 F.3d 49, 55 (1st Cir.2002) (stating that if "party moving for summary judgment bears the burden of proof on an issue, he cannot prevail unless the evidence that he provides on that issue is conclusive.")

For claims were the "nonmoving party will bear the burden of proof at trial, a summary judgment motion may properly be made in reliance solely on the `pleadings, depositions, answers to interrogatories, and admissions on file.'" Celotex, 477 U.S. at 323, 106 S.Ct. 2548. Indeed, summary judgment should be entered, after adequate time for discovery and upon motion, against a party who fails to make a showing sufficient to establish the existence of an element essential to that party's case, and on which that party will bear the burden of proof at trial. Id. at 322, 106 S.Ct. 2548. "[A] complete failure of proof concerning an essential element of the nonmoving party's case necessarily renders all other facts immaterial." Id.

If the moving party meets its initial responsibility, the burden then shifts to the opposing party to establish that a genuine issue as to any material fact actually does exist. Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986); First Nat'l Bank of Arizona v. Cities Serv. Co., 391 U.S. 253, 288-89, 88 S.Ct. 1575, 20 L.Ed.2d 569 (1968); Ruffin v. County of Los Angeles, 607 F.2d 1276, 1280 (9th Cir.1979). In attempting to establish the existence of this factual dispute, the opposing party may not rely upon the mere allegations or denials of its pleadings, but is required to tender evidence of specific facts in the form of affidavits, and/or admissible discovery material, in support of its contention that the dispute exists. Rule 56(e); Matsushita, 475 U.S. at 586 n. 11, 106 S.Ct. 1348; First Nat'l Bank, 391 U.S. at 289, 88 S.Ct. 1575; Strong v. France, 474 F.2d 747, 749 (9th Cir.1973). The opposing party must demonstrate that the fact in contention is material, i.e., a fact that might affect the outcome of the suit under the governing law, Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986); T.W. Elec. Serv., Inc. v. Pacific Elec. Contractors Ass'n, 809 F.2d 626, 630 (9th Cir.1987), and that the dispute is genuine, i.e., the evidence is such that a reasonable jury could return a verdict for the nonmoving party, Anderson, 477 U.S. at 248-49, 106 S.Ct. 2505; Wool v. Tandem Computers, Inc., 818 F.2d 1433, 1436 (9th Cir.1987).

In the endeavor to establish the existence of a factual dispute, the opposing party need not establish a material issue of fact conclusively in its favor. It is sufficient that "the claimed factual dispute be shown to require a jury or judge to resolve the parties' differing versions of the truth at trial." First Nat'l Bank, 391 U.S. at 290, 88 S.Ct. 1575; T.W. Elec. Serv., 809 F.2d at 631. Thus, the "purpose of summary judgment is to `pierce the pleadings and to assess the proof in order to see whether there is a genuine need for trial.'" Matsushita, 475 U.S. at 587, 106 S.Ct. 1348 (quoting Fed.R.Civ.P. 56(e) advisory committee's note on 1963 amendments); International Union of Bricklayers v. Martin Jaska, Inc., 752 F.2d 1401, 1405 (9th Cir.1985). In resolving the summary judgment motion, the court examines the pleadings, depositions, answers to interrogatories and admissions on file, together with the affidavits, if any. Rule 56(c); Poller, 368 U.S. at 468, 82 S.Ct. 486; SEC v. Seaboard Corp., 677 F.2d 1301, 1305-06 (9th Cir.1982). The evidence of the opposing party is to be believed, Anderson, 477 U.S. at 255, 106 S.Ct. 2505, and all reasonable inferences that may be drawn from the facts placed before the court must be drawn in favor of the opposing party, Matsushita, 475 U.S. at 587, 106 S.Ct. 1348 (citing United States v. Diebold, Inc., 369 U.S. 654, 655, 82 S.Ct. 993, 8 L.Ed.2d 176 (1962)(per curiam)); Abramson v. University of Hawaii, 594 F.2d 202, 208 (9th Cir.1979). Nevertheless, inferences are not drawn out of the air, and it is the opposing party's obligation to produce a factual predicate from which the inference may be drawn. Richards v. Nielsen Freight Lines, 602 F.Supp. 1224, 1244-45 (E.D.Cal.1985), aff'd, 810 F.2d 898, 902 (9th Cir.1987).

FACTS

Until June 2003, BPWCP owned the real property and improvements of the ARCO-branded facility and AM/PM Mini Market located at 3611 S. Mooney Boulevard, Visalia California and known as Facility Number 6024 ("the Facility"). Prior to June 2003, Greene operated the Facility as a franchisee and lessee pursuant to two written franchise agreements. Greene purchased the Facility in June 2003. Although Greene no longer leases the Facility from BPWCP, the Facility was sold as an "operational ARCO/am/pm" franchise and Greene still operates the Facility pursuant to a franchise agreement.

In 2001, after evaluating a number of facilities, BPWCP's management decided that it was in the company's best financial and business interests to recover its capital investments in the Facility by selling its interest in the real estate and improvements.¹ Greene claims BPWCP not only wanted to obtain the profits from the sale of the real estate and improvements but...