The opinion of the court was delivered by: Emmet G. Sullivan United States District Judge
Plaintiff Temitayo Fawehinmi brings this action against Lincoln Holdings, LLC d/b/a Monumental Sports and Entertainment ("MSE"), Centre Group Limited Partnership ("Centre Group"), and DC Arena LP ("DC Arena") (collectively, "Defendants"), alleging claims of breach of contract, breach of the covenant of good faith and fair dealing in a contract, negligent misrepresentation, and intentional misrepresentation. Pending before the Court is Defendants' Motion for Partial Summary Judgment on Count II (breach of the covenant of good faith and fair dealing in a contract), Count III (negligent misrepresentation), Count IV (intentional misrepresentation), and Plaintiff's claim for punitive damages. In addition, Defendants Centre Group and DC Arena move for summary judgment as to Count I (breach of contract), arguing that they were not parties to the contract at issue. Upon consideration of the motion, the oppositions and replies thereto, the relevant law, the entire record in this case, and for the reasons set forth below, the Court will GRANT IN PART AND DENY IN PART Defendants' Motion for Partial Summary Judgment.
Plaintiff alleges that on May 23, 2011, he entered into an exclusive licensing agreement (the "Agreement") with Defendants to rent the Patriot Center (the "Arena") for a fundraising concert to be held on July 30, 2011. Compl. ¶ 13; see also Defs.' Statement of Material Facts Not In Dispute ("Defs.' SMF") ¶ 1. The Agreement consisted of two documents titled "Basic Information Sheet" and "Standard Provisions." Defs.' SMF ¶ 2; see also Defs.' Mot. for Summ. J. ("Defs.' MSJ"), Ex. A. The Agreement permitted Plaintiff to use the premises from 7:30 p.m. through 11:00 p.m. on July 30, 2011 for an agreed fee of $40,000, plus the costs of stagehands and rigging and a $4-per-ticket parking fee. See Compl. ¶¶ 15, 18; Defs.' SMF ¶ 7. Plaintiff was required to pay an advance deposit of $6,000 and then an additional deposit of $15,000, both of which he paid prior to the event date. Compl. ¶ 16; Defs.' SMF ¶¶ 8, 10.
On July 26, 2011, Plaintiff met with the General Manager of the Arena, Barry Geisler, to pay the required $15,000 deposit. Plaintiff alleges that Geisler suggested that Plaintiff cancel the event and used expletives when referring to Plaintiff. Compl. ¶ 17. According to Plaintiff, on July 30, 2011, most of the performing artists scheduled to perform at the event appeared at 3:00 p.m. for the sound check. At about 7:30 p.m., the doors to the Arena were opened and a disc jockey began entertaining the crowd. Compl. ¶ 19. However, at about 9:00 p.m., Geisler appeared on the stage, without obtaining authorization or consent from Plaintiff, and announced that the event was terminated and that the guests and event participants must leave the Arena. Compl. ¶ 20; see also Defs.' SMF ¶ 21. Plainitff alleges that Geisler's announcement brought the event to a premature end. Compl. ¶ 21; see also Defs.' SMF ¶ 21.
Plaintiff filed his Complaint in this action on November 21, 2011. Plaintiff subsequently consented to the dismissal of named Defendants Barry Geisler, DC Arena Associates, Commonwealth of Virginia, and George Mason University. The remaining Defendants, MSE, Centre Group, and DC Arena, filed an Answer and Counterclaim on January 23, 2012. Defendants then filed a Motion for Partial Summary Judgment on February 13, 2012. Plaintiff filed a request for discovery pursuant to Rule 56(d), and then subsequently, Plaintiff filed an Opposition to the Motion for Partial Summary Judgment. The motion is ripe for determination by the Court.
Summary judgment should be granted only if the moving party has shown that there are no genuine issues of material fact and that the moving party is entitled to judgment as a matter of law. See Fed. R. Civ. P. 56(a); Celotex Corp. v. Catrett, 477 U.S. 317, 325 (1986). "A fact is material if it 'might affect the outcome of the suit under the governing law,' and a dispute about a material fact is genuine 'if the evidence is such that a reasonable jury could return a verdict for the nonmoving party.'" Steele v. Schafer, 535 F.3d 689, 692 (D.C. Cir. 2008) (quoting Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248 (1986)). The moving party bears the initial burden of demonstrating the absence of genuine issues of material fact. See Celotex, 477 U.S. at 323. In determining whether a genuine issue of material facts exists, the Court must view all facts in the light most favorable to the non-moving party. See Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587 (1986); Keyes v. Dist. of Columbia, 372 F.3d 434, 436 (D.C. Cir. 2004). The non-moving party's opposition, however, must consist of more than mere unsupported allegations or denials; rather, it must be supported by affidavits or other competent evidence setting forth specific facts showing that there is a genuine issue for trial. See Fed. R. Civ. P. 56(c)(1); Celotex, 477 U.S. at 324. "The mere existence of a scintilla of evidence in support of the [non-movant]'s position will be insufficient; there must be evidence on which the jury could reasonably find for the [non-movant]." Anderson, 477 U.S. at 252.
As an initial matter, neither party disputes that Virginia law applies to all of Plaintiff's claims. In a diversity case, a federal court follows the choice-of-law rules of the jurisdiction in which it sits. See Klaxon Co. v. Stentor Electric Mfg. Co., 313 U.S. 487, 496-97 (1941). District of Columbia courts give effect to contractual choice-of-law provisions "as long as there is some reasonable relationship with the state specified." Elemary v. Philipp Holzmann A.G., 533 F. Supp. 2d 144, 153-54 n.3 (D.D.C. 2008) (citation omitted). Here, the Agreement explicitly provides: "The Agreement shall be construed and enforced under the laws of the State in which the Arena is located." Defs.' MSJ, Ex. A, at ¶ 38. The Patriot Center is located in Fairfax, Virginia. Defs.' MSJ at 7; see also Compl. ¶¶ 4, 8. There is a reasonable relationship between a contract for the use of an arena in Virginia and the application of Virginia law.
Even if the Agreement did not contain an explicit choice-of-law provision, under District of Columbia law, where the parties to a contract have not agreed on the applicable law, the court uses a "constructive blending" of the "governmental interest" analysis and the "most significant relationship" test, to determine which state's laws apply. Stephen A. Goldberg Co. v. Remsen Partners, Ltd., 170 F.3d 191, 194 (D.C. Cir. 1999) (citing Hercules & Co., Ltc. v. Shama Rest. Corp., 566 A.2d 31, 41 n.18 (D.C. 1989)). Under that test, courts must "evaluate the governmental policies underlying the applicable laws and determine which jurisdiction's policy would be more advanced by the application of its law to the facts of the case under review." Dist. of Columbia v. Coleman, 667 A.2d 811, 816 (D.C. 1995). In so doing, courts also consider certain relevant factors enumerated in the Restatement (Second) of Conflict of Laws. For contract claims, District of Columbia Courts consider the five factors listed in the Restatement (Second) of Conflict of Laws § 188: (1) the place of contracting; (2) the place of negotiation; (3) the place of performance; (4) the location of the contract's subject matter; and (5) the domicile, residence, nationality, place of incorporation and place of business of the parties. Stephen A. Goldberg Co., 170 F.3d at 194. For tort claims, District of Columbia courts consider the four factors set forth in the Restatement (Second) of Conflict of Laws § 145:
(1) the place where the injury occurred; (2) the place where the conduct causing the injury occurred; (3) the domicile, residence, nationality, place of incorporation and place of business of the parties; and (4) the place where the relationship is centered. Coleman, 667 A.2d at 816.
Here, the Court finds that the factors weigh in favor of Virginia. It is not explicit in the record whether the negotiation and contracting occurred in Virginia. Defendants imply that both of these factors weigh in favor of Virginia, see Defs.' MSJ at 7, and Plaintiff does not address the choice-oflaw issue, instead assuming that Virginia law applies to all of his claims. The domicile, residence, and place of business of the remaining parties is split between Maryland, Virginia, and the District of Columbia. See Compl. ¶¶ 2, 4-6. However, the place of performance of the contract and the location of the contract's subject matter were both the Patriot Center in Virginia. Moreover, the place where the injury and ...