Painter's Mill Grille, LLC v. Brown

• Court: U.S. District Court — District of Maryland
• Writing for the Court: Richard D. Bennett
• Decision Date: 21 February 2012
• Docket Number: Civil Action No. RDB-11-1607
• Citation: Painter's Mill Grille, LLC v. Brown, Civil Action No. RDB-11-1607 (D. Md. Feb 21, 2012)
• Parties: PAINTER'S MILL GRILLE, LLC, et al., Plaintiffs, v. HOWARD S. BROWN, et al., Defendants.

PAINTER'S MILL GRILLE, LLC, et al., Plaintiffs,

v.HOWARD S. BROWN, et al., Defendants.

Civil Action No. RDB-11-1607

UNITED STATES DISTRICT COURT FOR THE DISTRICT OF MARYLAND

Dated: February 21, 2012

MEMORANDUM OPINION

This civil rights action arises out of a Lease Agreement between Painter's Mill Grille, LLC and 100 Painters Mill, LLC. Plaintiffs Painter's Mill Grille, LLC, Alessandro Vitale, Sergio Vitale and Rinaldo "Aldo" Vitale have filed a nine-count Complaint against 100 Painters Mill, LLC, Davis S. Brown Enterprises, LTD, Howard S. Brown, Lee Sachs and Carmella Bell (collectively "Defendants"). In the Complaint, Plaintiffs allege violations of 42 U.S.C. §§ 1981, 1982 and 1985(3) as well as claims of tortious interference with contract, tortious interference with economic relationships, abuse of process and breach of contract under Maryland common law against all Defendants. Pending before this Court is Defendants Lee Sachs and Carmella Bell's Motion to Dismiss or, in the Alternative, Motion for Summary Judgment (ECF Nos. 8 & 9).¹ Also before this Court is Defendants Howard S. Brown, 100 Painters Mill, LLC and David S. Brown Enterprises, LTD's Motion to Dismiss or, Alternatively, for Summary Judgment (ECF No. 12).

The parties' submissions have been reviewed and no hearing is necessary. See Local Rule 105.6 (D. Md. 2011). For the reasons that follow, Defendants Lee Sachs and Carmella Bell's Motion to Dismiss (ECF Nos. 8 & 9) is GRANTED. Additionally, Defendants Howard S. Brown, 100 Painters Mill, LLC and David S. Brown Enterprises, LTD's Motion to Dismiss (ECF No. 12) is GRANTED.

BACKGROUND

The following facts are derived from Plaintiffs' Complaint and Brief in Opposition to Defendants' motions to dismiss as well as Defendants' pleadings in support of their motions to dismiss (ECF No. 8-2, 9-2, 12-1, 22 & 23). Nonetheless, this Court accepts Plaintiffs' factual allegations as true and construes those facts in the light most favorable to the Plaintiffs. See, e.g., E.I. du Pont de Nemours & Co. v. Kolon Indus., Inc., 637 F.3d 435, 440 (4th Cir. 2011).

Painter's Mill Grille, LLC is a "limited liability company organized and existing under the laws of the State of Maryland" with its principal place of business located at Suite 110, 100 Painters Mill Road, Owings Mills, Maryland 21117. Pls.' Compl. ¶ 6, ECF No. 1. Alessandro Vitale, Rinaldo "Aldo" Vitale and Sergio Vitale (collectively "the Vitales") are the members of this limited liability company, which at all times was doing business as and operated Cibo's Bar & Grill ("Cibo"), a restaurant with a primarily African-American clientele. David S. Brown Enterprises ("Brown Enterprises") and 100 Painter's Mill, LLC are limited liability companies "organized and existing under the laws of the State of Maryland," headquartered at Suite 900, 100 Painters Mill Road, Owings Mills, Maryland 21117. Pls.' Compl. ¶¶ 10-11. Brown Enterprises owns the building at 100 Painters MillRoad. Howard S. Brown is the Chairman of Brown Enterprises and an agent, servant, or employee of 100 Painters Mill, LLC. Lee Sachs is the General Counsel for Brown Enterprises and Carmella Bell is the Assistant General Counsel for Brown Enterprises. Both Lee Sachs and Carmella Bell represent Brown Enterprises and 100 Painters Mill, LLC.

This dispute is the result of an apparently difficult relationship between a Landlord and its Tenant. On June 7, 2002, Painter's Mill Grille, LLC ("Tenant") entered into a ten-year Lease Agreement, extendable for two additional five-year terms, with 100 Painters Mill, LLC ("Landlord") for the use of Suite 110 in the building located at 100 Painters Mill Road. The Lease Agreement was amended twice, once in July of 2003 and a second time on September 8, 2006. The agreement stipulates that Landlord's consent is required before Tenant can assign his obligations to another individual or entity.

It is undisputed that during the term of the lease Painter's Mill Grille, LLC, as the Tenant, repeatedly failed to pay rent in a timely manner. From November 2003 until April 2009 100 Painters Mill, LLC, as the Landlord, initiated seventeen rent actions and obtained a judgment in its favor each time.² On May 22, 2009 Landlord foreclosed on Tenant's right of redemption due to its repeated failure to pay rent and obtained a restitution judgment for total rent due in the amount of $21,806.78. Landlord then first scheduled to evict Tenant on December 2, 2009, but delayed this eviction until January 4, 2010 to once again give Tenant more time to become current with rent payments. One day prior to the expiration of thisgrace period, Painter's Mill Grille, LLC filed for bankruptcy protection in the United States Bankruptcy Court for the District of Maryland. See In re Painter's Mill Grille, LLC, Debtor, Case No. 10-10026 (JFS) (Bankr. Md.).³

Almost six months after this bankruptcy action was dismissed, Painter's Mill Grille, LLC and the Vitales (collectively "Plaintiffs") brought this civil action seeking compensatory and punitive damages against Landlord, Brown Enterprises and the individual Defendants Howard S. Brown, Lee Sachs and Carmella Bell. Plaintiffs contend that as the Cibo clientele became increasingly and predominantly African-American, Defendants "became progressively more hostile" and were determined to drive Cibo out of business. Pls.' Compl. ¶ 18. Plaintiffs allege that Defendants interfered with their ability to have a profitable business by (a)"charging arbitrary amounts of rent [and] common area maintenance fees (CAM)," (b)"turning off lights in [the] common area" of the building and interfering with Cibo patron's ability to access the restaurant during normal business hours, and (c) by instructing other employees in the building to avoid patronizing Cibo. Id. at ¶¶ 21-22. Plaintiffs allege that throughout the term of the lease, Defendants Brown, Sachs and Bell, referred to their clientele as "Element," "Undesirable Element" and with other racial epithets. Moreover, Plaintiffs allege that the seventeen successful rent actions initiated by Defendants against them were meant to drive them out of the building and out of business and were "based in part on unsubstantiated arbitrary amounts of rent and [common area maintenance] fees." Id. at ¶ 23.

Additionally, Plaintiffs allege that they sought to sell their business because of Defendants' repeated acts against them and their constant harassment. To that effect, on October 31, 2008, Plaintiffs allege that they entered into an Asset Purchase Agreement with Earnest and Betty Hines ("The Hines"), an African American couple. According to Plaintiffs, Defendants intentionally interfered with Plaintiffs' ability to contract and "induced the couple to breach the contract." Id. at ¶ 28. Particularly, Plaintiffs claim that Defendants "unreasonably [withheld] consent," imposed "unreasonable demands on both the Hines and Plaintiffs, and made "unfounded derogatory comments and accusations about Cibo." Id. at ¶ 30. Moreover, Plaintiffs claim that during the second negotiations meeting between the Hines, Plaintiffs and Defendants, Defendants Sachs and Bell made repeated remarks about not wanting "another chicken and waffle shack." Id. at ¶¶ 19, 29. According to Plaintiffs, all other parties present at that meeting perceived these remarks as racially offensive. Moreover, Plaintiffs contend that Sachs and Bell's remarks and behavior during the meeting caused the Hines to abandon their efforts at purchasing the restaurant. Plaintiffs further claim that Defendants were motivated both by a desire to drive them out of business and by racial animus against the Hines.

As a result, Plaintiffs' Complaint alleges nine Counts against Defendants. Counts I & II allege violations of 42 U.S.C. § 1981. Count III alleges violations of 42 U.S.C. § 1982. Count IV claims that the Defendants conspired to drive Plaintiffs out of business and out of the building because of the race of their patrons and the Hines in violation of 42 U.S.C. § 1985(3). The remaining counts allege claims under Maryland law. Count V & VI allege tortious interference with contract, Count VII alleges tortious interference with economicrelationships, Count VIII alleges abuse of process and Count IX alleges breach of contract. Id. at 60-92.

STANDARD OF REVIEW

Although Defendants alternatively move for Summary Judgment, this Court will treat their motions exclusively as motions to dismiss for failure to state a claim under Rule 12(b)(6) of the Federal Rules of Civil Procedure.

Under Federal Rule of Civil Procedure 8(a)(2), a complaint must contain a "short and plain statement of the claim showing that the pleader is entitled to relief." Rule 12(b)(6) of the Federal Rules of Civil Procedure authorizes the dismissal of a complaint if it fails to state a claim upon which relief can be granted; therefore, "the purpose of Rule 12(b)(6) is to test the sufficiency of a complaint and not to resolve contests surrounding the facts, the merits of a claim, or the applicability of defenses." Presley v. City of Charlottesville, 464 F.3d 480, 483 (4th Cir. 2006); see also McBurney v. Cuccinelli, 616 F.3d 393, 408 (4th Cir. 2010) (citation omitted). When ruling on such a motion, the court must "accept the well-pled allegations of the complaint as true," and "construe the facts and reasonable inferences derived therefrom in the light most favorable to the plaintiff." Ibarra v. United States, 120 F.3d 472, 474 (4th Cir. 1997). However, this Court "need not accept the legal conclusions drawn from the facts, and [this Court] need not accept as true unwarranted inferences, unreasonable conclusions or arguments." Nemet v. Chevrolet, Ltd. V. Consumeraffairs.com, Inc., 591 F.3d 250, 253 (4th Cir. 2009) (internal quotation marks and citation omitted).

A complaint must be dismissed if it does not allege "enough facts to state a claim torelief that is plausible on its face." Bell Atl. Corp. v. Twombly, 550...