Henderson v. Chesapeake Expl. LLC

• Decision Date: 31 December 2019
• Docket Number: CASE NO. 5:18CV1284
• Parties: JOHN O. HENDERSON, et. al., Plaintiffs, v. CHESAPEAKE EXPLORATION LLC, et al., Defendants.
• Court: U.S. District Court — Northern District of Ohio

JOHN O. HENDERSON, et. al., Plaintiffs, v. CHESAPEAKE EXPLORATION LLC, et al., Defendants.

CASE NO. 5:18CV1284

UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF OHIO EASTERN DIVISION

December 31, 2019

PEARSON, J.

JUDGE BENITA Y. PEARSON

MEMORANDUM OF OPINION AND ORDER [Resolving ECF No. 21]

Pending is Defendants Chesapeake Exploration, L.L.C. and CHK Utica L.L.C.'s motion for summary judgment. ECF No. 21. The matter has been fully briefed. See ECF Nos. 21, 25, and 26. For the reasons given below, Defendants' motion for summary judgment is denied.

I. Background

Plaintiffs John O. Henderson and Virginia E. Henderson (the "Hendersons") are two elderly individuals who own over 100 acres of property in Carroll County, Ohio.¹ ECF No. 21 at PageID #: 147. In 2015, the Probate Court of Carroll County appointed Plaintiffs Susan Culp and Sharon Maple as guardians of the Hendersons due to their dementia and Alzheimer's disease. ECF No. 21-5 at PageID #: 201-04. Plaintiffs seek declaratory relief voiding two contractual agreements the Hendersons entered into in 2010 and 2013, years before they were appointed guardians.

In 2010, the Hendersons entered into an agreement ("2010 Agreement") with Anschutz Exploration Corporation ("Anschutz") to lease part of their land for oil and gas drilling. ECF No. 21-1. Although their signatures were affixed at the bottom of the lease document, the Hendersons do not remember entering into this agreement. See ECF No. 21-1 at PageID #: 165; 21-4 at PageID #: 192. None of the Defendants were involved in the agreement to lease the Hendersons' land in 2010. See ECF No. 21-1.

In 2012, Anschutz assigned its interest in the lease agreement with the Hendersons to Defendants. ECF No. 21-8 at PageID #: 267, ¶¶ 6-8. In 2013, three years after the 2010 Agreement was signed, Defendants and the Hendersons signed an Amendment and Ratification to the original contract ("2013 Amendment"), granting Defendants license to drill and produce twice the size of the oil and gas development units on their land than the Hendersons agreed to in 2010. See ECF No. 21-3 at PageID #: 171-73. Defendants subsequently created a drilling unit on the land that continues to produce oil and gas. ECF No. 21 at PageID #: 148. The Hendersons signed the 2013 Amendment, but they "have been consistently unable to talk about the subject lease agreement" and "have denied that they entered into any agreements related to their property." See ECF No. 21-3 at PageID #: 173; ECF No. 21-4 at PageID #: 192.

In 2014, Ms. Henderson's daughters, Plaintiffs Susan Culp and Sharon Maple, sought guardianship over the Hendersons. See ECF No. 21-5. As mentioned above, Culp and Maple were appointed guardianship in 2015. Id.

Before Culp and Maple sought guardianship, the Hendersons had signed a land deed with a separate party in 2014. ECF No. 21-4 at PageID #: 190. Litigation over the enforcement ofthis real estate transaction ensued but the matter was settled in 2017. Id.

Dr. Matthew Inman, the Hendersons' treating physician since 2006, was deposed in that case and Plaintiffs disclosed that deposition to Defendants during discovery.²

See

ECF No-21-4 at PageID # 189-90; see also

ECF No. 21-6. In his deposition, Dr. Inman testified about his treatment of the Hendersons and provided opinions about their medical conditions, specifically dementia and Alzheimer's disease. See

ECF No. 21-6 at PageID #: 210-213, 217-19.

On May 2, 2018, Plaintiffs filed this suit seeking to avoid enforcement of the 2010 Agreement and the 2013 Amendment on the basis that the Hendersons were not competent to enter the contract. ECF No. 1-2. Defendants removed the case based on diversity jurisdiction. ECF No. 1.

II. Standard of Review

Summary judgment is appropriately granted when the pleadings, the discovery and disclosure materials on file, and any affidavits show "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 Johnson v. Karnes,

398 F.3d 868, 873 (6th Cir. 2005). The moving party is not required to file affidavits or other similar materials negating a claim on which its opponent bears the burden of proof, so long as the movant relies upon the absence of the essential element in the pleadings, depositions, answers to interrogatories, and admissions on file. Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986). The moving party must "show that the non-moving party hasfailed to establish an essential element of his case upon which he would bear the ultimate burden of proof at trial." Guarino v. Brookfield Twp. Trustees.,

980 F.2d 399, 403 (6th Cir. 1992).

Once the movant makes a properly supported motion, the burden shifts to the non-moving party to demonstrate the existence of a genuine dispute. An opposing party may not simply rely on its pleadings; rather, it must "produce evidence that results in a conflict of material fact to be resolved by a jury." Cox v. Ky. Dep't of Transp.,

53 F.3d 146, 150 (6th Cir. 1995). To defeat the motion, the non-moving party must "show that there is doubt as to the material facts and that the record, taken as a whole, does not lead to a judgment for the movant." Guarino, 980 F.2d at 403. In reviewing a motion for summary judgment, the Court views the evidence in the light most favorable to the non-moving party when deciding whether a genuine issue of material fact exists. Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587-88 (1986); Adickes v. S.H. Kress & Co., 398 U.S. 144 (1970).

"The mere existence of some factual dispute between the parties will not defeat an otherwise properly supported motion for summary judgment . . . ." Scott v. Harris,

550 U.S. 372, 380 (2007) (quoting Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 247-48 (1986)). The fact under dispute must be "material," and the dispute itself must be "genuine." A fact is "material" only if its resolution will affect the outcome of the lawsuit. Scott, 550 U.S. at 380. In determining whether a factual issue is "genuine," the Court assesses whether the evidence is such that a reasonable jury could find that the non-moving party is entitled to a verdict. Id. ("[Summary judgment] will not lie . . . if the evidence is such that a reasonable jury could return a verdict for the nonmoving party.").

III. Discussion

A. Dr. Inman's Deposition Testimony

As a preliminary matter, the Court must determine whether Dr. Inman's deposition testimony from a different case about the Hendersons' incompetency may be considered when ruling on the motion. Dr. Inman's deposition was taken in a separate case in which Plaintiffs similarly sought to avoid enforcement of a different contract because they claimed that the Hendersons lacked capacity to enter the agreement. ECF No. 21-6. Plaintiffs rely heavily on Dr. Inman's deposition in their opposition to Defendants' summary judgment motion. See ECF No. 25.

The Court ordered the parties to provide all expert discovery to each other by March 15, 2019. ECF No. 14 at PageID #: 109. Although Plaintiffs did not provide an expert report or summary of opinions or facts, they provided a copy of Dr. Inman's deposition to Defendants seven days before the expert discovery cutoff date. See ECF No. 21-4 at PageID #: 189-90, 199; ECF No. 14 at PageID #: 108.

Defendants raise two objections to consideration of Dr. Inman's deposition testimony at summary judgment. First, Defendants argue that Plaintiffs have not complied with the Rule 26 expert disclosure requirements and so the Court must decline to consider the corresponding evidence. ECF No. 26 at PageID #: 356-59; ECF No. 21 at PageID #:153-54. Second, Defendants claim that the deposition testimony is inadmissible hearsay that may not be considered at summary judgment. ECF No. 26 at Page ID #: 354-56. The Court addresses each issue below respectively.

1. Rule 26

Rule 26 requires parties relying on expert testimony to make disclosures to the other party during discovery. Fed. R. Civ. P. 26. The rule designates two kinds of experts and their respective disclosure requirements. Id. at (a)(2)(B)-(C). An expert retained by the attorneys to testify as an expert must provide a written report. Id.

at (a)(2)(B). An expert witness not retained by the attorneys need not provide a written report but still must provide a "summary of the facts and opinions to the which the witness is expected to testify." Id. at (a)(2)(C)(ii). A treating physician generally falls under the latter category of experts. Fed. R. Civ. P. 26(a)(2)(C) advisory committee's notes to 2010 amendment ("Frequent examples include physicians or other health care professionals and employees of a party who do not regularly provide expert testimony."). As Defendants correctly assert, however, the "determinative issue" for whether a treating physician must provide a written report rather than a brief summary is "the scope of the proposed testimony." Fielden v. CSX Transp., Inc., 482 F.3d 866, 869 (6th Cir. 2007). A treating physician may still need to provide a written report, rather than a summary of facts and opinions, if his testimony "strays from the core of the physician's treatment." Id.

In this case, Dr. Inman does not have to provide a written report because he relied on "what he . . . learned through actual treatment and from the plaintiff's records up to and including that treatment." Id. Although Dr. Inman's deposition was taken in a different case, he testified about the Hendersons' mental incapacity since he became their treating physician in 2006. ECF No. 21-6 at PageID #:208, 211, 214, 216. Dr. Inman's testimony includes the Hendersons' symptoms he witnessed, their lack of progress over the years of treatment, and hisobservations as their treating physician. Id.

at PageID #: 208-23. These facts were derived from what he observed during the course of treating the Hendersons. Because Dr. Inman's testimony does not "stray from the core of the...