Mckinney/Pearl Rest. Partners, L.P. v. Metro. Life Ins. Co., 3:14-cv-2498-B

• Decision Date: 08 January 2016
• Docket Number: No. 3:14-cv-2498-B,3:14-cv-2498-B
• Parties: MCKINNEY/PEARL RESTAURANT PARTNERS, L.P., Plaintiff, v. METROPOLITAN LIFE INSURANCE COMPANY and CB RICHARD ELLIS, INC., Defendants.
• Court: U.S. District Court — Northern District of Texas

MCKINNEY/PEARL RESTAURANT PARTNERS, L.P., Plaintiff, v. METROPOLITAN LIFE INSURANCE COMPANYand CB RICHARD ELLIS, INC., Defendants.

No. 3:14-cv-2498-B

UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF TEXAS DALLAS DIVISION

January 8, 2016

MEMORANDUM OPINION AND ORDER

Plaintiff McKinney/Pearl Restaurant Partners, L.P. d/b/a Sambuca ("Plaintiff" or "Sambuca") has filed a Motion to Compel [Dkt. No. 77] (the "Motion to Compel"), seeking to compel the production and organization of certain documents and metadata from Defendants Metropolitan Life Insurance Company ("MetLife") and CBRE, Inc. ("CBRE"; with MetLife, "Defendants"). United States District Judge Jane J. Boyle referred the motion to the undersigned United States magistrate judge for determination. See Dkt. No. 79. Defendants responded, see Dkt. No. 90, and Plaintiff filed a reply, see Dkt. No. 94. Plaintiff also filed a Motion for Leave to File Under Seal Appendix in Support of Reply to Motion to Compel, seeking leave to a sealed Reply Appendix [Dkt. No. 95-1]. See Dkt. No. 95.

Defendants also filed a Motion for Protective Order Regarding Requests for Admissions and Request for Expedited Relief against Plaintiff McKinney/Pearl Restaurant Partners, L.P. [Dkt. No. 81] (the "MPO"), seeking an order protecting Defendants from responding to any requests for admission that require expert opinions and from responding to more than 30 requests for admission. Judge Boyle referred this motion to the undersigned for determination. See Dkt. No. 83. The Court then set a briefing schedule and, "in light of the relief requested in Defendants' motion and to preserve the Court's ability to grant that relief, ... grant[ed] Defendants' request for expedited relief and order[ed] that Defendants' deadline for responding to Plaintiff's requests for admission is extended until ten days after the date on which the Court enters an order deciding the motion for protective order, subject to the Court's modifying this extended deadline in deciding the motion." Dkt. No. 84. Plaintiff then responded, see Dkt. No. 88, and Defendants filed a reply, see Dkt. No. 93.

The Court heard oral argument on the Motion to Compel and the Motion for Protective Order Regarding Requests for Admissions on January 6, 2016. See Dkt. No. 97.

For the reasons explained at oral argument, the Court GRANTS Plaintiff's Motion for Leave to File Under Seal Appendix in Support of Reply to Motion to Compel [Dkt. No. 95], grants Plaintiff leave to file the Reply Appendix [Dkt. No. 95-1] under seal, and will consider the materials in this appendix as appropriate in deciding the Motion to Compel. And, for the reasons and to the extent explained below, the Court GRANTS in part and DENIES in part Plaintiff's Motion to Compel [Dkt. No. 77] and DENIES Defendants' Motion for Protective Order Regarding Requests for Admissions [Dkt. No. 81].

Background

The Court has previously summarized the background and allegations in this case based on Plaintiff's Third Amended Complaint, which will be recounted only in part here. See Dkt. No. 25 at 2-6.

Plaintiff "brings this action against Defendants based on MetLife's alleged deliberate and ongoing failure to fulfill its obligations under a commercial lease agreement and Defendants' repeated misrepresentations in furtherance of their scheme to drive Sambuca out of the leased premises, resulting in repeated and continuing injury to Sambuca." Id. at 2 (internal quotation marks omitted). Plaintiff "is a Texas limited partnership operating a restaurant at 2120 McKinney Avenue in Dallas, Texas. On October 6, 2003, Sambuca entered into a lease agreement (the 'Lease') with 2100 Partners, L.P. for a space of approximately 9,000 square feet located at 2120 McKinney Avenue in Dallas, Texas (the 'Leased Premises'). The Lease was for a ten-year term and provided for two five-year renewal options. Sambuca avers that '[s]hortly after entering the Lease, 2100 Partners, L.P. sold the Leased Premises to MetLife, who assumed the 'Landlord' obligations under the Lease. Sambuca explains that MetLife contracted with CBRE to serve as property manager of the Leased Premises." Id. (citations and internal quotation marks omitted).

Plaintiff "asserts that MetLife has refused to remedy the flawed and shifting structure in spite of its obligations under the Lease. Sambuca further maintains that both Defendants actively hid information from Sambuca and made repeated representations and assurances that the structural issues would be addressed,knowing that Sambuca would rely on these representations. Additionally, Sambuca alleges that it has been the target of a concerted and wrongful attempt by Defendants to drive it out of the Leased Premises through purposeful delay and deception." Id. at 4-5 (citations and internal quotation marks omitted). "Accordingly, Sambuca asserts the following causes of action against Defendants: (1) breach of contract; (2) repudiation or anticipatory breach of contract; (3) breach of the warranty of quiet enjoyment; (4) fraud; (5) negligent misrepresentation; (6) civil conspiracy; and (7) aiding and abetting. Additionally, Sambuca demands: (1) specific performance; (2) declaratory judgment; and (3) rescission of the Lease renewal. Sambuca specifies that it seeks compensatory and exemplary damages, as well as attorneys' fees, costs, and interest. " Id. at 5 (citations omitted).

In the course of discovery in this case, Plaintiff served Defendants with several set of requests for production of documents. See Dkt. No. 82. Plaintiffs filed their Motion to Compel alleging that "Defendants have objected to and refused to produce clearly discoverable documents in response to multiple requests for production, relying on invalid boilerplate objections premised on relevance, breadth, undue burden, and confidentiality" and "have failed to produce electronic documents and information in accordance with Federal Rule of Civil Procedure 34, have failed to produce discoverable metadata, and have improperly redacted information from various responsive documents on the asserted basis of confidentiality, notwithstanding the existence of a confidentiality order." Dkt. No. 77 at 1. Plaintiff "requests that the Court overruleDefendants' objections to Sambuca's requests for production [], require Defendants to produce the requested documents (including improperly redacted information and all metadata), and order Defendants to fully comply with Rule 34, including producing metadata for all documents." Id. at 2. Plaintiff also "requests that the Court order Defendants to pay Sambuca's expenses, including attorney fees, incurred in preparing this Motion." Id. at 23.

Plaintiff also served Defendants each with a set of 564 requests for admission pursuant to Federal Rule of Civil Procedure 36. See Dkt. No. 81 at 2. In their Motion for Protective Order Regarding Requests for Admissions, Defendants assert that "[m]any of the requests seek to have the Defendants admit or deny issues that are solely expert opinions on what caused a particular alleged property condition"; that "[o]ther requests cannot be answered because it is unclear what facts Sambuca is seeking to have admitted or denied"; that, "[b]ecause of the sheer number of the requests, it would take more than 50 hours of attorney time and potentially more expert witness time for the Defendants to fully respond to the requests"; and that, "[f]or these requests, Defendants request that the Court enter an order that protects Defendants from having to respond to requests that seek solely expert opinions or respond to more than 30 requests for admissions." Id. Defendants also request that the Court award them their costs and attorneys' fees incurred in bringing their Motion for Protective Order Regarding Requests for Admissions. See id. at 6.

Legal Standards

Federal Rule of Civil Procedure 37(a) governs motions to compel discovery responses. Rule 37(a)(3)(B) provides that a party seeking discovery may move for an order compelling production against another party when the latter has failed to produce documents requested under Federal Rule of Civil Procedure 34. See FED. R. CIV. P. 37(a)(3)(B)(iv). For purposes of Rule 37(a), "an evasive or incomplete disclosure, answer, or response must be treated as a failure to disclose, answer, or respond." FED. R. CIV. P. 37(a)(4).

Under Federal Rule of Civil Procedure 26(c), the Court "may, for good cause, issue an order to protect a party or person from annoyance, embarrassment, oppression, or undue burden or expense." FED. R. CIV. P. 26(c)(1). "[T]he burden is upon [the party seeking the protective order] to show the necessity of its issuance, which contemplates a particular and specific demonstration of fact as distinguished from stereotyped and conclusory statements." In re Terra Int'l, 134 F.3d 302, 306 (5th Cir. 1998) (citation omitted). A protective order is warranted in those instances in which the party seeking it demonstrates good cause and a specific need for protection. See Landry v. Air Line Pilots Ass'n, 901 F.2d 404, 435 (5th Cir. 1990). The Court has broad discretion in determining whether to grant a motion for a protective order. See Harris v. Amoco Prod. Co., 768 F.2d 669, 684 (5th Cir. 1985). "The trial court is in the best position to weigh fairly the competing needs and interests of parties affected by discovery." Seattle Times Co. v. Rhinehart, 467 U.S. 20, 36 (1984).

The party resisting discovery must show specifically how each discovery request is not relevant or otherwise objectionable. See McLeod, Alexander, Powel & Apffel, P.C. v. Quarles, 894 F.2d 1482, 1485 (5th Cir. 1990). And a party who has objected to a discovery request must, in response to a motion to compel, urge and argue in support of his objection to a request, and, if he does not, he waives the objection. See Sonnino v. Univ. of Kansas Hosp. Auth., 221 F.R.D. 661, 670-71 (D. Kan. 2004). A party resisting discovery must show how the...