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1443 Chapin Street, LP v. PNC Bank

June 21, 2010

1443 CHAPIN STREET, LP, PLAINTIFF/COUNTER-DEFENDANT
v.
PNC BANK, NATIONAL ASSOCIATION, DEFENDANT/COUNTER- AND THIRD-PARTY PLAINTIFF
v.
STEVEN F. SCHWAT, THIRD-PARTY DEFENDANT.



The opinion of the court was delivered by: Colleen Kollar-kotelly United States District Judge

MEMORANDUM OPINION

Plaintiff, 1443 Chapin Street, LP, ("Chapin Street"), the owner and developer of a condominium project in the District of Columbia, brings this case against Defendant, PNC Bank, National Association ("PNC"). As set forth in the Complaint, Chapin Street alleges that it entered into a construction loan agreement with PNC to provide construction financing for its condominium project. According to Chapin Street, PNC breached the parties' agreement when it wrongfully stopped funding the project in the middle of construction. PNC disputes these claims, arguing that Chapin Street was in default of the loan and that PNC properly withheld funding under the terms of the parties' agreement. PNC has filed a Counterclaim against Chapin Street on the basis of Chapin Street's alleged breach and seeks all monies allegedly owed by Chapin Street under the parties' contract. In addition, PNC has filed a Third-Party Complaint against Third-Party Defendant Steven F. Schwat, whom PNC asserts executed an absolute and unconditional guaranty of payment for Chapin Street's debts in connection with the loan agreement, seeking to enforce the terms of Schwat's guaranty.

Presently before the Court are two motions, both of which relate to PNC's Third-Party Complaint against Schwat. First, Third-Party Defendant Schwat has filed a [29] Motion to Dismiss for Improper Venue or, in the Alternative, to Abstain Under the Colorado River Doctrine ("Motion to Abstain"). Schwat's Motion focuses solely on PNC's Third-Party Complaint against him; it does not address either Chapin Street's Complaint or PNC's Counterclaim against Chapin Street. In response, PNC filed a [43] Motion for Sanctions Pursuant to Fed. R. Civ. P. 11 against Schwat and his attorneys, which is also now pending before the Court. PNC asserts that Schwat and his attorney should be sanctioned for filing the Motion to Abstain, which PNC contends is frivolous, unsupported by law, and was filed for an improper purpose. The Court has throughly considered the parties' Motions and supporting briefing, applicable case law, and the entire record of the case herein. For the reasons set forth below, the Court shall DENY WITHOUT PREJUDICE Schwat's [29] Motion to Dismiss for Improper Venue or, in the Alternative, to Abstain Under the Colorado River Doctrine and shall DENY PNC's [43] Motion for Sanctions Pursuant to Fed. R. Civ. P. 11.

I. BACKGROUND

As discussed above, the above-captioned matter stems from a loan agreement entered into between Chapin Street and PNC and which was guaranteed by Third-Party Defendant Schwat. Chapin Street alleges that PNC breached the parties' agreement when it wrongfully stopped funding the project in the middle of construction. PNC counters that it rightfully withheld further funding under the terms of the parties' agreement and that Chapin Street had defaulted on the loan. This dispute has fostered two separate civil actions - one in federal court and one in state court. The first action was filed by PNC against Schwat on June 13, 2008, in the Circuit Court for Baltimore County (the "Baltimore County Lawsuit"). The second is the instant action, filed by Chapin Street against PNC on August 5, 2008. The Court briefly discusses both below.

A. The Baltimore County Lawsuit

PNC filed the Baltimore County Lawsuit on June 13, 2008. Schwat's Mot. to Abstain, Docket No. [29], at 2; PNC's Mem. in Opp'n, Docket No. [32], at 3 & Ex. 2 (Baltimore County Lawsuit docket sheet). On December 3, 2008, PNC filed a motion for summary judgment arguing that it was entitled to payment on the guaranty. Schwat's Mot. to Abstain at 2; PNC's Mem. in Opp'n at 4-5 & Ex. 6. PNC's motion was denied by the Circuit Court on February 11, 2009. Schwat's Mot. to Abstain at 2; PNC's Mem. in Opp'n at 4-5 & Ex. 8. By that time, the instant action had been filed and was pending before this Court. Given the pendency of this litigation, PNC approached Schwat about the possibility of jointly stipulating to dismissal of the Baltimore County Lawsuit without prejudice so that PNC's claims against Schwat could be re-brought as a third-party complaint in this Court. See PNC's Mem. in Opp'n at 5 & Ex. 9. The parties were unable to reach agreement on the issue, however, and PNC proceeded to file a Motion to Dismiss its claims against Schwat without prejudice, which Motion was opposed by Schwat. See Schwat's Mot. to Abstain at 2-3; PNC's Mem. in Opp'n at 5-6 & Exs. 10-11. PNC's Motion to Dismiss was also denied by the Circuit Court. PNC's Mem. in Opp'n, Ex. 12. A bench trial was subsequently held in February 2010, and the Court has been advised that the post-trial briefs have been submitted and closing arguments have been (or will soon be) completed. See Notice, Docket No. [47]. No final decision has yet been issued.

B. The Instant Lawsuit

Chapin Street initially filed this action in the Superior Court for the District of Columbia on August 5, 2008. The case was subsequently removed to this Court by PNC on the basis of diversity jurisdiction on September 3, 2008. See Notice of Removal, Docket No. [1]. As discussed above, Chapin Street's Complaint in this action alleges that it entered into a construction loan agreement with PNC to provide construction financing for a condominium project and that PNC breached that agreement when it wrongfully stopped funding the project in the middle of construction. See id., Ex. A ("Complaint"). Shortly after the case was removed and before discovery had yet commenced, PNC filed a Motion to Dismiss or for Summary Judgment. See Docket No. [3]. Chapin Street opposed the Motion, arguing in relevant part that it was entitled to discovery pursuant to Federal Rule of Civil Procedure 56(f). See Docket No. [12]. By Memorandum Opinion and Order dated July 31, 2009, the Court granted Chapin Street's request for discovery and denied without prejudice PNC's motion for summary judgment. See Chapin Street v. PNC Bank, 258 F.R.D. 186 (D.D.C. 2009).

As required, PNC then filed its Answer to the Complaint. In addition, PNC simultaneously filed a Counterclaim against Chapin Street for monies allegedly owed under the parties' contract and also filed a Third-Party Complaint against Schwat. See [24] Answer, Counterclaim, and Third-Party Complaint. PNC asserts that Schwat executed an absolute and unconditional guaranty of payment for Chapin Street's debts in connection with the loan. See id. The parties agree that the allegations at issue in PNC's Third-Party Complaint are identical to those at issue in the Baltimore County Lawsuit. See Am. Jt. Fed. R. Civ. P. 26(f) and LCvR 16.3(d) Report, Docket No. [25], at p. 3, ¶ 2 ("This Third-Party Complaint raises the identical claims as an action brought by PNC against Schwat in the Circuit Court for Baltimore County, Maryland in June 2008 (Case No. 03-C-08-006454).").

An Initial Scheduling Conference was held on September 3, 2009, at which time the Court set a discovery schedule. See Sept. 3, 2009 Order, Docket No. [28]. The Court subsequently referred this case to Magistrate Judge John M. Facciola for all pretrial management purposes (except for resolution of any dispositive motions that may be filed by the parties) pursuant to Local Civil Rule 72.2(a). See Referral Order, Docket No. [33]. Several discovery-related motions remain pending and are currently under consideration by Magistrate Judge Facciola. The parties are scheduled to appear before this Court for a status hearing on June 22, 2010, and separately before Magistrate Judge Facciola for an evidentiary hearing related to the discove issues on that same date. No dispositive motions schedule has yet been set.

C. The Pending Motions

During the course of the September 3, 2009 Initial Scheduling Conference, Schwat's counsel raised concerns regarding the propriety of proceeding with the litigation of PNC's Third-Party Complaint given the identical lawsuit filed by PNC in the Baltimore County Circuit Court. See Transcript of Sept. 3, 2009 Initial Schedule Conference ("Tr.") at 11:15-12:8. Counsel advised that he believed the parallel proceedings were inappropriate and that he anticipated filing a motion on the issue. See id. The Court suggested that the parties confer in an effort to resolve Schwat's concerns regarding the parallel proceedings without the need for briefing. See id. at 17-2-6, 19-24. No such agreement was reached, however, and Schwat filed the now-pending Motion to Abstain. See Schwat's Mot. to Abstain, Docket No. [29]. Schwat contends that this Court should stay or dismiss PNC's Third-Party Complaint against him in light of the Baltimore County Lawsuit, which involves the identical claims.*fn1 See id. PNC has filed an Opposition to the Motion. See PNC's Opp'n, Docket No. [32]. Schwat declined to file a reply.

Several months after briefing on Schwat's Motion to Abstain had been completed but before the Court had yet ruled on the motion, PNC filed the now-pending Motion for Sanctions Pursuant to Fed. R. Civ. P. 11. See PNC's Mot. for Sanctions, Docket No. [43]. As set forth therein, PNC contends that the pending Motion to Abstain is "frivolous, unsupported by law and premised upon misleading factual representations" and was "undertaken in bad faith." Id., Ex. 15 ("PNC's Mem.") at 2, 27. Schwat has filed an Opposition to PNC's Motion, see Schwat's Opp'n, Docket No. ...


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