PINEY ORCHARD COMMUNITY ASSOCIATION, INC.
PINEY PAD A, LLC, et al
For Appellant: Steven J. Lewicky (Davis, Agnor, Rapaport & Skalny, LLC on the brief) all of Columbia, MD.
For Appellee: Steven M. Kleeper (George E. Brown, Erin R. Guiffre, Kramon & Graham, PA on the brief) all of Baltimore, MD.
Zarnoch, Nazarian, Wallace, Sean D. (Specially Assigned), JJ.[*] Opinion by Nazarian, J.
[221 Md.App. 199] Nazarian, J.
" Men's arguments often prove nothing but their wishes."
Charles Caleb Colton
This case involves a parcel of land and covenants that, on their face, don't apply to that parcel. The Piney Orchard Community Association, Inc. (" the Association" ) seeks to overcome the omission by arguing that the historic plan for the Piney Orchard community (" Piney Orchard" ) contemplated restrictions to the uses of the parcel that apply through indirect or equitable avenues. The owners of the parcel, appellees Piney Pad A, LLC and Piney Pad B, LLC (collectively " Piney Pad" ), sought a declaratory judgment that the covenants did not apply, and the Circuit Court for Anne Arundel County granted Piney Pad's Motion for Summary Judgment. The Association complains on appeal that it was wrongfully denied the opportunity to develop and submit evidence in support of its claims. Our decision to affirm the judgment for Piney Pad is as much about summary judgment, and the burden a party bears when opposing a
motion for summary judgment, as it is about covenants.
Piney Orchard is a planned community near Odenton, Maryland. It covers more than three square miles and consists of about " 4,500 apartments, condominium units, townhomes, and single family homes." The Association is " a condominium association that manages" Piney Orchard. The community includes a small retail shopping center with some commercial businesses located next to the development's community center, indoor pools, and fitness center. The parties describe this [221 Md.App. 200] part of Piney Orchard--seemingly its commercial hub--as the " Village Center," and the property at issue in this litigation (the " Property" ) sits next to it.
The Property was originally part of the land owned by the Piney Orchard Master Partnership (" POMP" ), but now is owned by Piney Pad. The configuration and ownership of the Property has evolved over time and it has been designated with various lot numbers over the course of many plat filings, but for present purposes two undisputed details matter:
1. The Property was part of original Parcel 5; and
2. The Property consists of the portions of original Parcel 5 now known as Lot 4RRR and Lot 9R.
Portions of the broader Piney Orchard community are subject to either of two sets of covenants. The first, which POMP (as Declarant) recorded on January 10, 1990, is the " Declaration of Covenants, Conditions and Restrictions" (the " POCA Declaration" ). Counsel for Piney Pad described the POCA Declaration at the hearing on the Summary Judgment [221 Md.App. 201] Motion (the " Hearing" ) as the " residential declaration." Generally speaking, the POCA Declaration " subject[ed] the Property described on Exhibit A attached hereto to the covenants, liens, easements, conditions and restrictions set forth and established herein in order to preserve the aesthetic qualities of the community."  Much of Piney Orchard is governed now by the POCA Declaration, but at the outset only then-Parcel 6 was subject to it. The
POCA Declaration made plain that it was a general plan, and expressly was " not intended to limit [POMP] with respect to the use or type of development or pattern of development for any particular parcel of property within Piney Orchard."
The POCA Declaration also provides that other Piney Orchard properties could be brought within its reach by " recording in the Land Records of Anne Arundel County Supplemental Declarations containing a description of such additional property and expressing an intent to subject such additional property to the terms of this Declaration and such additional covenants, liens, easements, conditions or restrictions as may be appropriate thereto[.]" In Article III, § 2, the POCA Declaration explains how its definition of " Property" can expand to encompass properties added in that manner: " [A]dditional property may be annexed to the Property and made subject to this Declaration by the recordation of a 'Supplemental Declaration' containing a description of such additional property and also containing any other appropriate covenants, conditions or restrictions applicable to such property to be [221 Md.App. 202] annexed."  And POMP understood how to accomplish such an annexation: between 1991 and 2006, it recorded over fifty Supplemental Declarations that subjected new developments within Piney Orchard to the POCA Declaration.
A second and separate series of documents addressed and circumscribed the commercial uses of the Village Center:
o On December 13, 1995, POMP recorded a Declaration of Covenants, Conditions and Restrictions (the " 1995 Village Center Declaration" ) for the Village Center, which had been approved by Anne Arundel County as a " planned commercial complex." The 1995 Village Center Declaration laid out detailed limitations governing, among other things, building height, utility pipe location, parking, and signage. The Property was not included in the parcels listed as covered by this declaration.
o On October 3, 1997, POMP recorded an amended and restated Declaration (the " 1997 Village Center Declaration" ), which was the same in substance as the 1995 Village Center Declaration. It added Lots 4RR and 6RR (which later became Lots 4RRR and 9R, the Property at issue here) by defining the subject property to include them.
o On October 21, 2010, Piney Pad recorded a First Amendment to the 1997 Village Center Declaration (the " First Amendment" ) that purported to " de-annex" Lots 4RR and 9 from " [t]he operation, effect, covenants, liens, easements, conditions and restrictions of the 1997 [Village Center] Declaration."
Whether the Property is subject to the 1997 Village Center Declaration is a matter of dispute.
[221 Md.App. 203] On October 15, 2012, Piney Pad filed a Complaint and Motion for Summary Judgment
in the circuit court, seeking a declaratory judgment that the Property was not subject to the POCA Declaration. According to the Complaint, the " clear and unambiguous language of the [POCA Declaration] establishes as a matter of law that neither Lot 4RRR nor Lot 9R is subject to the [POCA Declaration]." It also pointed out that when Piney Pad first bought Lot 4RRR (at the time Lot 4RR) and Lot 9R (then Lot 9), the " Special Warranty Deeds" conveying the lots " did not contain any mention of the application of the POCA Declaration" to the Property. Although Piney Pad also argued that the First Amendment had the effect of " de-annexing" the Property from the 1997 Village Center Declaration, it did not seek any specific declaratory relief relating to that Declaration.
The Association opposed the Summary Judgment Motion. Although the Association did not dispute that the Property fell outside the group of parcels defined in the POCA Declaration, it contended that the Property had been reserved for commercial development, that Piney Pad's attempt at de-annexation by way of the First Amendment was ineffective, and therefore that the Property still fell under the auspices of the 1997 Village Declaration. It also seemed to argue that if the court determined that the Property was no longer subject to the 1997 Village Center Declaration, the Property instead was subject to the residential requirements of the POCA Declaration. The Association cited to a handful of notations in subdivision filings over the years (by both POMP and Piney Pad) that, according to the Association, served to " put the world on notice" that the Property fell under the 1997 Village Center Declaration and the POCA Declaration.
The circuit court held a hearing on the Summary Judgment Motion on April 1, 2013. At the end of the hearing, the trial [221 Md.App. 204] court ruled from the bench that it would issue a declaratory judgment, and later signed an Order that stated:
neither Lot 4RRR nor Lot 9R (as described in Plaintiffs' Complaint) is subject to [the POCA Declaration, and the Association] lacks any right, now or in the future, to enforce the covenants, conditions, or restrictions set forth in the POCA Declaration against either Lot 4RRR or Lot 9R; and . . . [the Association] is enjoined from asserting any claim, at law or otherwise, relating to the use, occupancy, or possession of either Lot 4RRR or Lot 9R, or any part thereof, arising out of the POCA Declaration.
The Association filed a timely notice of appeal.
The Association's position on appeal turns not on what the POCA Declaration actually says, but on what the Association contends that the POCA Declaration meant to say. This is not a case in which the operative documents contain an ambiguity that requires us to look at the intent of the parties through extrinsic evidence--the Property is unambiguously absent from the list of parcels listed in or added to the POCA Declaration. And because neither of the Association's two appellate theories-- first, that the court should have invoked its equitable powers to bring the Property within the POCA Declaration and second, that the Property's " de-annexation" from the Village Declarations could
not have left the Property fully unencumbered--credibly stretches the POCA Declaration [221 Md.App. 205] to reach the Property, the circuit court correctly granted summary judgment to Piney Pad. Of course, by removing the Property from the reach of the community's covenants, Piney Pad and NVR may well have left the buyers of their proposed condominiums standing outside the proverbial community fence, looking longingly at the swimming pool and other benefits of community membership. But be that as it may, we hold that the circuit court correctly issued, on the summary judgment posture, the declaratory judgment Piney Pad sought.
We review de novo a trial court's grant of a motion for summary judgment, and we construe all " reasonable inferences that may be drawn from the facts against the moving party." Myers v. Kayhoe, 391 Md. 188, 203, 892 A.2d 520 (2006). Maryland Rule 2-501 details both sides' burdens:
(a) Motion. Any party may make a motion for summary judgment on all or part of an action on the ground that there is no genuine dispute as to any material fact and that the party is entitled to judgment as a matter of law. The motion shall be supported by affidavit if it is (1) filed before the day on which the adverse party's initial pleading or motion is filed or (2) based on facts not contained in the record.
(b) Response. A response to a written motion for summary judgment shall be in writing and shall (1) identify with particularity each material fact as to which it is contended that there is a genuine dispute and (2) as to each such fact, identify and attach the relevant portion of the specific document, discovery response, transcript of testimony (by page and line), or other statement under oath that demonstrates the dispute. A response asserting the existence of a [221 Md.App. 206] material fact or controverting any fact contained in the record shall be supported by an affidavit or other written statement under oath.
" The purpose of summary judgment is to determine whether there are facts in dispute that must be resolved through a more formal resolution process, such as a trial on the merits. Thus, in order to defeat a motion for summary judgment, the party opposing the motion must present admissible evidence demonstrating the existence of a dispute of material fact." Hines v. French, 157 Md.App. 536, 549, 852 A.2d 1047 (2004) (emphasis added) (citations omitted). And as we explained in Hines, " [i]f there is no dispute of material facts, then our role is to determine whether the trial court was correct in granting summary judgment as a matter of law. . . .
'The standard of appellate review of a summary judgment is whether it is 'legally correct.'" 157 Md.App. at 549-50 (quoting Eng'g Mgmt. Servs. v. Md. State Hwy. Admin., 375 Md. 211, 229-30, 825 A.2d 966 (2003) (citations omitted)). Moreover, it is wholly appropriate for a trial court to grant a declaratory judgment at the summary judgment stage:
The standard of review for a declaratory judgment entered as a result of the grant of a motion for summary judgment is 'whether that declaration was correct as a matter of law.' Olde Severna Park Improvement Ass'n, Inc. v. Gunby, 402 Md. 317, 329, 936 A.2d 365 (2007) (citations omitted). We have held that '. . . it is permissible for trial courts to resolve matters of law by summary judgment in declaratory judgment actions,' Megonnell v. United Services, 368 Md. 633, 642, 796 A.2d 758 (2002).
Long Green Valley Ass'n v. Bellevale Farms, Inc., 205 Md.App. 636, 651-52, 46 A.3d 473 (2012), aff'd, 432 ...