United States District Court, D. Maryland
Richard D. Bennett United States District Judge.
Brandsafway Services, LLC ("Brandsafway") brings
this action against its customer, Manolis Painting, Inc.
("Manolis"), for damages caused by an alleged
breach of an Equipment Rental Agreement ("Rental
Agreement") pursuant to which Manolis rented scaffolding
and related equipment. (Compl, ECF No. 1.) Currently pending
before this Court is Plaintiffs Motion for Judgment on the
Pleadings on Defendant's Affirmative Defenses (ECF No.
16). The parties' submissions have been reviewed, and no
hearing is necessary. See Local Rule 105.6 (D. Md.
2018). For the reasons that follow, Plaintiffs motion shall
following facts are alleged in the Plaintiffs Complaint, ECF
No. 1. On or about July 8, July 14, and August 2, 2016,
Manolis agreed to rent scaffolding equipment from American
Platform & Scaffolding ("APS"). (Compl. ¶
7, ECF No. 1.) Shortly after Manolis entered into these
rental agreements with APS, in August 2016, Brandsafway
purchased APS. (Id.) As a result, Brandsafway now
owns APS's contracts and agreements. (Id.) After
Brandsafway purchased APS, Manolis agreed to rent some
additional scaffolding and to purchase some scaffolding from
Brandsafway. (Id. at ¶ 8.) Manolis used the
scaffolding that it rented from Brandsafway on a construction
project in Annapolis, Maryland. (Id. at ¶ 9.)
Manolis has received invoices from Brandsafway and has never
disputed them, but Manolis has not paid the fees due under
the Rental Agreement. (Id. at ¶¶ 15-21.)
filed the instant lawsuit on July 3, 2018, alleging five
causes of action and seeking monetary damages plus
interest. (Id. at ¶¶ 22-51.) Manolis filed
its Answer on August 24, 2018, in which it asserted nine
affirmative defenses. (Answer, ECF No. 12.) On October 13, 2018,
Brandsafway filed the instant motion seeking judgment on the
pleadings under Federal Rule of Civil Procedure 12(c), based
on Manolis' failure to include any factual detail or
support for its assertions. (Mot., ECF No. 16.) Brandsafway
contends that Manolis' affirmative defenses do not
satisfy the United States Supreme Court's plausibility
standard for pleadings as set forth in Ashcroft v.
Iqbal, 556 U.S. 662 (2009) and Bell Atlantic Corp.
v. Twombly, 550 U.S. 544 (2007), and therefore, the
defenses fail to provide Brandsafway with fair notice.
reasons that follow, this Court shall DENY Brandsafway's
motion and shall allow Manolis to amend its Answer.
12(c) authorizes a party to move for judgment on the
pleadings any time after the pleadings are closed, so long as
the motion is made early enough so as not to delay trial.
See Fed. R. Civ. P. 12(c). Pleadings are considered
closed "upon the filing of a complaint and answer
(absent a court-ordered reply), unless a counterclaim,
crossclaim, or third-party claim is interposed, in which
event the filing of an answer to a counterclaim, crossclaim
answer, or third-party answer normally will mark the close of
the pleadings." 5C Charles Alan Wright, et al.,
Federal Practice & Procedure § 1367 (4th
Ed. May 2019). "A Rule 12(c) motion for judgment on the
pleadings is appropriate when all material allegations of
fact are admitted in the pleadings and only questions of law
remain." Wells Fargo Equip. Fin., Inc. v. State Farm
Fire & Cas. Co., 805 F.Supp.2d 213, 216 (E.D. Va.
2011), aff'd, 494 F. A'ppx 394 (4th Cir.
2012) (quoting Republic Ins. Co. v. Culbertson, 717
F.Supp. 415, 418 (E.D. Va. 1989)). The reviewing Court
"is required to view the facts presented in the light
most favorable to the nonmoving party." Corrigan v.
Methodist Hosp., 158 F.R.D. 70, 71 (E.D. Pa. 1994)
acknowledges that it must provide fair notice of the factual
basis for its defenses. (Def.'s Resp. 2-3, ECF No. 19.)
It contends, however, that some of its defenses do provide a
sufficient factual basis to provide fair notice of its
defense, namely, that it purchased and paid for the
scaffolding equipment. (Id. at 3.) Specifically,
Manolis notes that its Eighth Affirmative Defense
states that "Plaintiffs claims are barred by
payment," and in its specific responses to the numbered
paragraphs in Plaintiffs Complaint, it states repeatedly that
"Manolis' purchased and paid for all the scaffolding
provided" by Brandsafway. (Id.) Manolis __
further contends that Brandsafway's motion is untimely
because it would have been more appropriate to file a motion
to strike the defenses "within 21 days after being
served with the pleading." (Id. at 2 (quoting
Fed.R.Civ.P. 12(f)(2)).) Brandsafway missed the deadline of
September 21, 2018 and instead filed the instant motion on
October 13, 2018. (Id.) Finally, Manolis requests
leave to amend its Answer. (Id. at 4.)
Court has held that affirmative defenses are subject to the
pleading requirements articulated by the Supreme Court in
Tivombly, 550 U.S. 544, and Iqbal, 556 U.S.
662, which requires that affirmative defenses be pled in such
a way as to "ensure that an opposing party receives fair
notice of the factual basis for an assertion contained in a
 defense." Bradsham v. Bilco Receivables,
LLC, 725 F.Supp.2d 532, 536 (D. Md. 2010). While this
pleading standard "does not require the assertion of all
supporting evidentiary facts," it does require that,
"[a]t a minimum,  some statement of the ultimate facts
underlying the defense ... must be set forth, and both its
non-conclusory factual content and the reasonable inferences
from that content, must plausibly suggest a cognizable
defense available to the defendant." Ulyssix Techs.,
Inc. v. Orbital Network Engineering Inc., No.
ELH-10-2091, 2011 WL 631145, at *15 (D. Md. Feb. 11, 2011)
case, Manolis has provided Brandsafway with fair notice of
its defense that it purchased and paid for the scaffolding
equipment and thus owed no rental fees. The United States
Court of Appeals for the Fourth Circuit has noted that
striking pleadings is "a drastic remedy," Waste
Mgmt. Holdings, Inc. v. Gilmon, 252 F.3d 316, 347 (4th
Cir.2001), and if stricken, "the defendant should
normally be granted leave to amend," Banks v. Realty
Mgmt. Serv., No. 10cv14 (JCC/TCB), 2010 WL 420037, at *1
(E.D. Va. Jan. 29, 2010) (citing 5C Wright & Miller
§ 1381 (3d ed. 2004)). Therefore, under the
circumstances, this Court shall deny judgment to the
Plaintiff on the basis of Defendant's lack of factual
support for its defenses. Rather, this Court shall allow
Manolis to amend its Answer to supply the requisite detail to
support its affirmative defenses.
1. Plaintiffs Motion for Judgment on the Pleadings on
Defendant's Affirmative Defenses ...