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CCI-LAP I L.P. v. Honeywell International Inc.

United States District Court, N.D. Alabama, Eastern Division

October 28, 2019

CCI-LAP I, L.P., Plaintiff,
v.
HONEYWELL INTERNATIONAL, INC., Defendant.

          MEMORANDUM OPINION AND ORDER

          ANNEMARIE CARNEY AXON UNITED STATES DISTRICT JUDGE.

         Before the court is Defendant Honeywell International, Inc.'s (“Honeywell”) motion for partial dismissal of the complaint. (Doc. 2).

         Plaintiff CCI-LAP I, L.P. (“CCI”) leases real property to Honeywell for operation of a facility that assembles and tests aircraft components. CCI contends that Honeywell's facility has contaminated the property with pollutants, causing two potential buyers to cancel purchase agreements for the property and forcing CCI to pay cleanup expenses. CCI asserts claims against Honeywell for breach of contract (Count One); negligence (Count Two); and wantonness (Count Three). (Doc. 1-1 at 4-5).

         Honeywell has moved to dismiss CCI's wantonness claim for failure to state a claim. Honeywell also has moved to dismiss CCI's request for consequential damages and specific performance. (See Doc. 2). The court GRANTS IN PART and DENIES IN PART Honeywell's motion to dismiss.

         The court finds, and CCI agrees, that its wantonness claim and its request for specific performance do not meet pleading standards under Federal Rule of Civil Procedure 8. Therefore, the court GRANTS Honeywell's motion to dismiss as to these two claims and DISMISSES WITHOUT PREJUDICE CCI's wantonness claim and request for specific performance. The court DENIES Honeywell's request to dismiss CCI's request for consequential damages because at the pleading stage, the court cannot find a matter of law that CCI is not entitled to those damages.

         I. BACKGROUND

         At this stage, the court must accept as true the factual allegations in the complaint and construe them in the light most favorable to the plaintiff. Butler v. Sheriff of Palm Beach Cty., 685 F.3d 1261, 1265 (11th Cir. 2012). The court also may consider a document attached to a motion to dismiss if it is central to the plaintiff's claims and the authenticity of the document is not challenged. Day v. Taylor, 400 F.3d 1272, 1276 (11th Cir. 2005). Honeywell attached to its motion to dismiss a copy of the lease agreement between itself and CCI. CCI references the lease in its complaint, the lease is central to CCI's request for damages, and CCI has not challenged the contents of the lease. Therefore, the court's description of the facts incorporates not only CCI's allegations but also the contents of the lease agreement.

         CCI owns real property in Anniston, Alabama that it leases to Honeywell. (Doc. 1-1 at 2, ¶ 1). Honeywell operates its Anniston Aviation Aftermarket Center on the property. (Doc. 1-1 at 2-3, ¶¶ 2, 4). Honeywell assembles, reconditions, and tests aircraft components at the facility. (Doc. 1-1 at 3, ¶ 4).

         Honeywell has occupied the property continuously since 1986 under a lease agreement that was assigned to CCI when it purchased the property in 2003. (Doc. 1-1 at 2, ¶ 3). In January 2017, CCI and Honeywell executed a lease agreement pursuant to which Honeywell agreed to continue to occupy the real property for 180 months. (Doc. 1-1 at 2, ¶ 2).

         Relevant to Honeywell's motion to dismiss, the lease agreement states that Honeywell agrees not to undertake activity on the premises that will produce hazardous materials. (Doc. 2 at 29). In addition, the lease agreement provides that Honeywell “shall indemnify, defend, and hold” CCI “harmless from and against any and all losses, liabilities . . ., claims, demands, actions, suits, damages (excluding consequential, incidental, special, and punitive damages . . .)” that are “brought or recoverable against, or suffered or incurred” by CCI “as the result of any release of” hazardous materials. (Doc. 2 at 30).

         In October 2017, CCI entered a Purchase and Sale Agreement (“PSA”) with a potential buyer, who agreed to buy the property for $4, 550, 000.00. (Doc. 1-1 at 3, ¶ 50). In December 2017, an environmental site assessment revealed Hexavalent Chromium in numerous groundwater samples taken from the property. (Doc. 1-1 at 3, ¶ 6). The concentrations of Hexavalent Chromium exceeded the United States Environmental Protection Agency's regional screening levels by various amounts. (Doc. 1-1 at 3, ¶ 6). Based on these exceedances, the potential purchaser of the property terminated its PSA with CCI. (Doc. 1-1 at 3, ¶ 7).

         In April 2018, CCI entered a second PSA with another potential buyer for the sum of $4, 425, 000.00. (Doc. 1-1 at 3, ¶ 8). In June 2018, the second potential purchaser conducted its own environmental site assessment which revealed Hexavalent Chromium in excessive levels. (Doc. 1-1 at 3, ¶ 9). Based on those test results, in August 2018, the second potential purchaser terminated its PSA with CCI. (Doc. 1-1 at 3, ¶ 10).

         CCI alleges that Honeywell's activities on the leased premises are the cause of the excessive levels of Hexavalent Chromium. (Doc. 1-1 at 4, ¶ 11). CCI claims that it has been damaged by Honeywell because the presence of Hexavalent Chromium caused it to lose two potential purchasers for the property. (Doc. 1-1 at 4, ¶ 12). CCI also alleges that it was forced to hire environmental consultants, pay legal fees, and enter an Alabama Department of Environmental Management voluntary cleanup program at its own expense. (Doc. 1-1 at 4, ¶¶ 13-14).

         CCI seeks compensatory and punitive damages against Honeywell. (Doc. 1-1 at 5). CCI also demands specific performance of the ...


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