The opinion of the court was delivered by: Ricardo M. Urbina United States District Judge
Document Nos.: 55, 57, 63
DENYING THE PLAINTIFFS'MOTION TO FILE A FOURTH AMENDED COMPLAINT; DENYING THE PLAINTIFFS'MOTION TO ENFORCE THE SETTLEMENT AGREEMENT;GRANTING THE DEFENDANTS'MOTION DISMISS THE THIRD AMENDED COMPLAINT;GRANTING THE DEFENDANTS'MOTION FOR SUMMARY JUDGMENT*fn1
This matter comes before the court on the plaintiffs' motion to file a fourth amended complaint, the plaintiffs' motion to enforce the settlement agreement, the defendants' motion to dismiss the third amended complaint and the defendants' motion for summary judgment. The plaintiffs, owners and tenants of properties known as the Skyland Shopping Center, contend that legislation ("the Skyland legislation") authorizing the defendants, the District of Columbia ("the District" or "D.C.") and the National Capital Revitalization Corporation ("NCRC"), to exercise eminent domain over the plaintiffs' property is unconstitutional. The plaintiffs request leave to amend their complaint a fourth time to add a claim to enforce a settlement agreement allegedly made between plaintiffs Rose and Joseph Rumber ("Rumber plaintiffs") and the defendants, to note the filing of condemnation actions in the D.C. Superior Court and to reflect that the D.C. Council ("Council") has repealed the legislation that created the NCRC. The Rumber plaintiffs seek enforcement of an unsigned settlement agreement allegedly entered into with the defendants prior to the dissolution of the NCRC. The defendants move for dismissal of the third amended complaint under Federal Rules of Civil Procedure 12(b)(1) and 12(b)(6), arguing that the court should abstain from hearing the claims of certain plaintiffs, that other plaintiffs have no standing, that the claims of all the plaintiffs are moot, and, in any event, that the takings authorized by the Skyland legislation are for a public purpose. Because the court determines that the new claims and information in the proposed fourth amended complaint are futile, that the alleged settlement agreement is unenforceable, that it lacks jurisdiction to hear certain claims and that the takings at issue are for a public use, the court denies the plaintiffs' motion to amend the complaint, denies the plaintiffs' motion to enforce the settlement agreement, grants the defendants' motion to dismiss and grants the defendants' motion for summary judgment.
II. FACTUAL & PROCEDURAL BACKGROUND*fn2
Beginning in 2004, D.C. enacted a series of bills establishing and defining the eminent domain power of the NCRC with regard to the Skyland Shopping Center in Southeast D.C. 3d Am. Compl. ¶¶ 2-4. This legislation authorized the NCRC to acquire property by eminent domain, when at least two-thirds of the Council has approved such action, to assist the NCRC in achieving D.C.'s revitalization goals. D.C. CODE § 2-1219.19 (repealed).
On July 13, 2004, the plaintiffs brought suit to enjoin the defendants from commencing eminent domain proceedings. See generally Compl. The plaintiffs filed a motion for a preliminary injunction on May 6, 2005. The court denied the motion because no taking and denial of just compensation had yet occurred; the plaintiffs had demonstrated no irreparable and substantial injury; and an injunction would impede the public interest. Mem. Op. (May 31, 2005) at 6-19. The plaintiffs filed another motion for a preliminary injunction on June 27, 2005, which the court again denied for the same reasons. Mem. Op. (July 19, 2005). On December 12, 2005, the court granted the defendants' motion to dismiss the third amended complaint, determining that the plaintiffs' claims were not ripe because no taking had occurred. Mem. Op. (Dec. 12, 2005). The plaintiffs filed a notice of appeal, and the Circuit remanded the case to allow the court to address the plaintiffs' public use argument. Rumber v. District of Columbia, 487 F.3d 941, 944-45 (D.C. Cir. 2007). The defendants renewed their motion to dismiss the third amended complaint in November 2007, arguing that the court should dismiss the complaint on the grounds of abstention, standing, mootness or because the defendants have a proper public purpose for acquiring the property. See generally Defs.' Renewed Mot. to Dismiss 3d Am. Compl. ("Defs.' Mot. To Dismiss"). On January 6, 2008, the plaintiffs filed a motion for leave to file a fourth amended complaint on the grounds that the law creating the NCRC was repealed and that the defendants failed to honor a settlement agreement with the Rumber plaintiffs. See generally Pls.' Mot. for Leave to File 4th Am. Compl. ("Pls.' Mot. to Amend"). Lastly, on January 30, 2008, the Rumber plaintiffs filed a motion to enforce the disputed settlement agreement. See generally Pls.' Mot. to Enforce. The court now addresses each of these motions.
A. The Court Denies the Plaintiffs' Motion to File a Fourth Amended Complaint
1. Legal Standard for a Motion for Leave to Amend the Complaint
Under Federal Rule of Civil Procedure 15(a), a party may amend its pleading once as a matter of course at any time before a responsive pleading is served. FED. R. CIV. P. 15(a).
According to decisions of this circuit, Rule 15(a) "guarantee[s] a plaintiff an absolute right" to amend the complaint once at any time so long as the defendant has not served a responsive pleading and the court has not decided a motion to dismiss. James v. Hurson Assocs., Inc. v. Glickman, 229 F.3d 277, 282-83 (D.C. Cir. 2000) (citing FED. R. CIV. P. 15(a)). If there is more than one defendant, and not all have served responsive pleadings, the plaintiff may amend the complaint as a matter of course with regard to those defendants that have yet to answer. 6 FED. PRAC. & PROC. 2d § 1481. Motions to dismiss and for summary judgment do not qualify as responsive pleadings for the purposes of Rule 15. James, 229 F.3d at 283; Bowden v. United States, 176 F.3d 552, 555 (D.C. Cir. 1999); U.S. Info. Agency v. Krc, 905 F.2d 389, 399 (D.C. Cir. 1990).
Once a responsive pleading is served, however, a plaintiff may amend the complaint only by leave of the court or by written consent of the adverse party. FED. R. CIV. P. 15(a); Foman v. Davis, 371 U.S. 178, 182 (1962). The grant or denial of leave lies in the sound discretion of the district court. Firestone v. Firestone, 76 F.3d 1205, 1208 (D.C. Cir. 1996). The court must, however, heed Rule 15's mandate that leave is to be "freely given when justice so requires." Id.; Caribbean Broad. Sys., Ltd. v. Cable & Wireless P.L.C., 148 F.3d 1080, 1083 (D.C. Cir. 1998). Indeed, "[i]f the underlying facts or circumstances relied upon by a plaintiff may be a proper subject of relief, he ought to be afforded an opportunity to test his claim on the merits." Foman, 371 U.S. at 182. Denial of leave to amend therefore constitutes an abuse of discretion unless the court gives sufficient reason, such as futility of amendment, undue delay, bad faith, dilatory motive, undue prejudice or repeated failure to cure deficiencies by previous amendments. Id.; Caribbean Broad. Sys., 148 F.3d at 1083.
Denial of leave to amend based on futility is warranted if the proposed claim would not survive a motion to dismiss. James Madison Ltd. v. Ludwig, 82 F.3d 1085, 1099 (D.C. Cir. 1996). An amended complaint is futile if it merely restates the same facts as the original complaint in different terms, reasserts a claim on which the court previously ruled, fails to state a legal theory or could not withstand a motion to dismiss. Robinson v. Detroit News, Inc., 211 F. Supp. 2d 101, 114 (D.D.C. 2002) (quoting 3 FED. PRAC. 3d § 15.15); Willoughby v. Potomac Elec. Power Co., 100 F.3d 999, 1003 (D.C. Cir. 1996) (affirming the district court's denial of leave to amend given the "little chance" that plaintiff would succeed on his claim).
Rule 15(a) governs the amendment of pleadings, stating generously that "leave [to amend] shall be freely given when justice so requires," FED. R. CIV. P. 15(a), and "instructs the [d]istrict [c]court to determine the propriety of amendment on a case by case basis." Harris v. Sec'y, United States Dep't of Veterans Affairs, 126 F.3d 339, 343 (D.C. Cir. 1997). Whether to grant or deny leave to amend rests in the district court's sound discretion. Foman v. Davis, 371 U.S. 178, 182 (1962). Such discretion is not unlimited, however, for it is an "abuse of discretion" when a district court denies leave to amend without a "justifying" or sufficient reason. Id.; Firestone v. Firestone, 76 F.3d 1205, 1208 (D.C. Cir. 1996). Reasons that justify a denial of leave to amend include undue delay, bad faith, repeated failure to cure a pleading's deficiencies, undue prejudice to the opposing party, and futility of amendment. Foman, 371 U.S. at 182; Richardson v. United States, 193 F.3d 545, 548-49 (D.C. Cir. 1999); Caribbean Broad. Sys., Ltd. v. Cable & Wireless P.L.C., 148 F.3d 1080, 1084 (D.C. Cir. 1998).
Courts require a sufficient basis for denial of leave to amend because the purpose of pleading under the Federal Rules of Civil Procedure is "to facilitate a proper decision on the merits," not to set the stage for "a game of skill in which one misstep by counsel may be decisive to the outcome." Foman, 371 U.S. at 181-82 (citing Conley v. Gibson, 355 U.S. 41, 48 (1957)). Under Rule 15(a), the non-movant generally carries the burden in persuading the court to deny leave to amend. Cf. Dussouy v. Gulf Coast Inv. Corp., 660 F.2d 594, 598 n.2 (5th Cir. 1981) (endorsing exceptions to the general rule that the burden of persuasion rests with the non-movant in the Rule 15(a) context); see also Gudavich v. District of Columbia, 22 F. App'x 17, 18 (D.C. Cir. 2001) (noting that the non-movant "failed to show prejudice from the district court's action in allowing the [movant's] motion to amend") (unpublished decision).
2. The Plaintiffs' Proposed Fourth Amended Complaint Would Be Futile
The plaintiffs seek to file a fourth amended complaint to add a claim to enforce an alleged settlement agreement and update their other claims based on the fact that the Skyland legislation has been repealed. See Pls.' Mot. to Amend, Ex. 1 ("Proposed 4th Am. Compl."). The defendants argue that the amendments are futile because those stemming from the repealing of the Skyland legislation do not substantively change any of the plaintiffs' claims and because the alleged settlement agreement is unenforceable.Defs.' Opp'n to Pls.' Mot. to Amend*fn3 at 1-5.
The plaintiffs contend simply that amendment is "necessary and in the interest of justice." Pls.' Mot. to Amend at 2.
In the third claim of the proposed fourth amended complaint the plaintiffs allege that the statutory authority under which the defendants have acted is called into question because the Council repealed the Skyland legislation. Proposed 4th Am. Compl. ¶¶ 136-39. The plaintiffs do not explain how the repealing of the Skyland legislation, which dissolved the NCRC and turned over all rights and responsibilities to D.C., would alter or lessen the statutory authority of D.C. to exercise its eminent domain powers.
D.C. has properly transferred authority from the NCRC to itself. See, e.g.,D.C. CODE § 2-1225.01(a) (stating that "the Mayor shall succeed to the powers, duties, and responsibilities of the boards of directors of the NCRC"); D.C. CODE § 1225.02 (a)(1) (transferring all of the NCRC's contracts to D.C.'s contracting and procurement system); D.C. CODE § 2-1225.13 (allowing the Mayor to enter into a contract in which NCRC started the initial procurement process). D.C. CODE § 2-1225.41(a) specifically states that the repealing of the Skyland legislation "shall not impair or affect the validity of the acquisition by the NCRC . . . of any property nor shall the repeal affect the authority under which properties were previously taken, or for which condemnation proceedings were initiated." See also D.C. CODE § 2-1225.41(b) (stating that "[c]ondemnation proceedings initiated by the NCRC . . . may be continued . . . by the Mayor . . . and the Mayor may rely upon the authority pursuant to which the NCRC . . . acted as well as the findings previously made by the Council and by the NCRC"); D.C. CODE 2-1225.42(c) (declaring that "[t]he Mayor may exercise eminent domain . . . to acquire properties in the Skyland Eminent Domain Area for the purpose of redeveloping the Skyland Shopping Center"). Accordingly, the court does not question D.C.'s authority to act under the mandate previously granted to the NCRC, and the third claim is also futile.
The fifth claim in the proposed fourth amended complaint is one to enforce a settlement agreement between the Rumber plaintiffs and the defendants. Id. at ¶¶ 145-47. The Rumber plaintiffs also filed a motion to enforce the settlement agreement, which the court denies, infra Part III.B, rendering this claim futile as well. Because all of the newly proposed ...