August Image LLC v. Esthetic Finesse LLC

• Court: District Court, D. Arizona
• Decided: July 11, 2025
• Docket: 2:24-cv-02457
• Status: Unknown

Opinion

1 WO 2 3 4 5 6 IN THE UNITED STATES DISTRICT COURT 7 FOR THE DISTRICT OF ARIZONA

9 August Image LLC, No. CV-24-02457-PHX-SHD

10 Plaintiff, ORDER

11 v.

12 Esthetic Finesse LLC, et al.,

13 Defendants. 14 15 Pending before the Court is Plaintiff August Image LLC’s (“August”) motion for 16 leave to amend its complaint to join Defendant Diane Howard’s husband in this action to 17 “bind the marital community.” (Doc. 53.) Defendants Howard and Esthetic Finesse, LLC 18 (“Esthetic” and collectively, “Defendants”) oppose the motion. (Doc. 54.) For the reasons 19 explained below, August’s motion for leave to amend is granted.1 20 I. BACKGROUND 21 This is a copyright infringement action, in which August alleges Defendants have 22 used various photographs owned by August without August’s permission on Defendants’ 23 social media accounts. (See generally Doc. 44.) 24 August initially brought its complaint against Esthetic only. (See Doc. 1.) On 25 November 18, 2024, it amended its complaint as a matter of right to add Howard as a 26 defendant. (See Doc. 13.) Fed. R. Civ. P. 15(a)(1). On March 10, 2025, August obtained 27 1 The Court decides this motion without oral argument because the issues are fully 28 briefed and argument would not aid the Court’s decisional process, see LRCiv 7.2(f), and further, August withdrew its request for oral argument, (Doc. 59). 1 Defendants’ consent to file a Second Amended Complaint (“SAC”), which added 2 allegations concerning Defendants’ use of August’s photographs on Facebook. (See Doc. 3 45; Doc. 44 ¶ 38 (alleging that August “discovered that Defendants were continuing to 4 unlawfully exploit four of the Photographs . . . on the Facebook Account” “long after [it] 5 instituted this litigation and as Defendants were actively litigating against [its] claim”).) 6 Fed. R. Civ. P. 15(a)(2). 7 The Court has since entered a Case Management Order, which set a deadline of May 8 16, 2025 for amended pleadings. (Doc. 51 at 1.) On May 14, 2025, August moved for 9 leave to file a Third Amended Complaint (“TAC”). (Doc. 53.) This amendment would 10 add Howard’s husband “solely in his spousal capacity” to “bind the marital community 11 should [August] prevail.” (See id. at 1.) Defendants filed a response opposing the addition 12 of Howard’s husband as a party, (Doc. 54), and August filed a reply, (Doc. 57). 13 II. LEGAL STANDARD 14 Rule 15 provides that the “court should freely give leave [to amend] when justice 15 so requires.” Fed. R. Civ. P. 15(a)(2). As the term “freely” suggests, this “policy is to be 16 applied with extreme liberality.” Hoang v. Bank of Am., N.A., 910 F.3d 1096, 1102 (9th 17 Cir. 2018) (citation omitted). “Although leave to amend should be given freely, denying 18 leave is not an abuse of discretion if it is clear that granting leave to amend would have 19 been futile.” In re Cloudera, Inc., 121 F.4th 1180, 1189–90 (9th Cir. 2024) (citation 20 omitted). “One reason amendment may be futile is the inevitability of a claim’s defeat on 21 summary judgment.” Ctr. for Biological Diversity v. U.S. Forest Serv., 80 F.4th 943, 956 22 (9th Cir. 2023) (quotation marks omitted). Ultimately, “courts may decline to grant leave 23 to amend only if there is strong evidence of” any of the following: “undue delay, bad faith 24 or dilatory motive on the part of the movant, repeated failure to cure deficiencies by 25 amendments previously allowed, undue prejudice to the opposing party by virtue of 26 allowance of the amendment, or futility of amendment.” Sonoma Cnty. Ass’n of Retired 27 Emps. v. Sonoma County, 708 F.3d 1109, 1117 (9th Cir. 2013) (citation modified). Of 28 these, “prejudice to the opposing party carries the greatest weight.” Id. (citation omitted). 1 In fact, “[a]bsent prejudice, or a strong showing of any of the remaining . . . factors, there 2 exists a presumption under Rule 15(a) in favor of granting leave to amend.” Eminence 3 Cap., LLC v. Aspeon, Inc., 316 F.3d 1048, 1052 (9th Cir. 2003). “The party opposing 4 amendment bears the burden of showing prejudice, futility, or one of the other reasons for 5 denying a motion to amend.” Barraza v. C.R. Bard Inc., 322 F.R.D. 369, 391 (D. Ariz. 6 2017) (quotation marks omitted). 7 III. DISCUSSION 8 August argues all of the above factors weigh in its favor in seeking to file a TAC 9 adding Howard’s husband as a defendant. (Doc. 53 at 1.) It argues that because it would 10 “simply add[] Mr. Howard in his spousal capacity pursuant to [state law], there are no 11 additional factual allegations or legal causes of action that would prejudice any preexisting 12 or contemplated defendant.” (Id. at 2.) August acknowledges it “knew of Mr. Howard’s 13 spousal relationship . . . previously” but did not add him as a defendant, as August only 14 realized that state law might require Howard’s husband be joined “in order to collect from 15 the mar[it]al community if a judgment is entered against Ms. Howard,” but this failure 16 “does not militate against the liberal policy of freely giving parties the right to amend their 17 operative pleadings to ensure the determination of claims on the merits and instead of on 18 technicalities.” (Id. at 2–3.) 19 Defendants argue the Howards’ marital community cannot be liable because the 20 Howards entered into a prenuptial agreement that “expressly waives all community 21 property rights and obligations.” (Doc. 54 at 2.)2 They argue Howard’s “business 22 obligations are her separate obligations, [so] the community estate cannot be held liable, 23 and there is no legal basis to name [her husband] as a defendant.” (Id.) Defendants also 24 argue adding Howard’s husband would prejudice them by “increas[ing] defense costs, 25 risk[ing] unnecessary discovery complications, and undermin[ing] settlement posture.” 26 (Id. at 3.) Finally, Defendants argue the amendment is not timely because August knew of 27 2 Although Defendants claim to attach a declaration from Howard’s husband 28 “affirm[ing] the agreement’s existence, terms, and enforceability under Arizona law,” (Doc. 54 at 3), no such declaration was attached. 1 Howard’s husband “since the inception of the case” but “waited through three versions of 2 its complaint and nearly eight months into litigation to attempt this amendment, only doing 3 so after mediation failed.” (Id.) 4 The Court agrees with August that leave to amend is warranted here. The Court 5 begins its analysis with the policy of “extreme liberality” and presumption in favor of 6 granting leave to amend under Rule 15(a). Hoang, 910 F.3d at 1102; Eminence Cap., 316 7 F.3d at 1052. Only a finding of futility or prejudice, or a “strong showing” of other facts 8 like bad faith, would make denial of August’s motion proper. Sonoma Cnty., 708 F.3d at 9 1117; Eminence Cap., 316 F.3d at 1052. None of those factors are present here. 10 First, the Court cannot conclude based on Defendants’ briefing that it would be 11 futile to join Howard’s husband as a defendant. Under Arizona state law, both spouses 12 must be parties to a lawsuit to reach marital property. Ariz. Rev. Stat. § 25-215(D). 13 Defendants assert that the Howards have contracted out of “community property rights and 14 obligations,” but have not provided the terms of the agreement or any information from 15 which the Court could conclude that adding Howard’s husband would be futile. (Doc. 54 16 at 2.) See, e.g., Carrillo-Gonzalez v. I.N.S., 353 F.3d 1077, 1079 (9th Cir. 2003) (stating 17 that counsel’s argument “does not constitute evidence”); Wizards of the Coast LLC v. 18 Cryptozoic Ent. LLC, 309 F.R.D. 645, 654 (W.D. Wash. 2015) (“A party should be 19 afforded an opportunity to test his claim on the merits rather than on a motion to amend 20 unless it appears beyond doubt that the proposed amended pleading would be subject to 21 dismissal.” (citation omitted)). This is insufficient for Defendants to meet their burden in 22 showing futility. Barraza, 322 F.R.D. at 391. 23 Second, August did not unduly delay its request to amend. Indeed, August brought 24 its motion within the time the Court set to amend the pleadings under its Case Management 25 Order. (Doc. 51 at 1.) Further, August’s counsel stated in his declaration that he did not 26 realize he needed to join Howard’s husband as a party until mediation on April 28, 2025, 27 and “[i]mmediately after,” he reached out to Defendants about whether they would 28 stipulate to August filing an amended complaint. (Doc. 53-1 ¶¶ 2–4.) Defendants do not 1 dispute this timing of events but speculate the omission was “strategic, not innocent.” 2 (Doc. 54 at 3.) This is insufficient to meet their burden of showing undue delay, 3 particularly where August moved to amend within the Court’s deadline to do so. Barraza, 4 322 F.R.D. at 391. Defendants’ cited authority, Jackson v. Bank of Hawaii, 902 F.2d 1385, 5 1388 (9th Cir. 1990), is distinguishable because, in that case, the moving party waited eight 6 months to file the motion for leave to amend from when they first told the court they 7 intended to move to amend. Further, the moving party could not cite any “facts or theories 8 gleaned from [an] additional discovery period” to support their assertion that certain facts 9 were not fully developed between the time they filed their initial complaint and the time 10 they moved to amend. Id. This is unlike the circumstances here. Even considering the 11 time from when August first added Howard as a party (November 2024) to when it filed 12 the motion for leave to amend (May 2025), the Court cannot say the delay was undue. 13 Accordingly, the delay itself would be the only reason for the Court to decline August’s 14 request to amend, and the “mere fact that an amendment is offered late in the case is not 15 enough to bar it.” Sonoma Cnty., 708 F.3d at 1118 (citation modified); see also Howey v. 16 United States, 481 F.2d 1187, 1190 (9th Cir. 1973) (holding district court abused its 17 discretion in denying motion for leave to amend that was “made five years after the 18 [operative] complaint had been filed” because the court knew “of no case where delay 19 alone was deemed sufficient grounds to deny a Rule 15(a) motion to amend”); Hurn v. Ret. 20 Fund Tr. of Plumbing, Heating & Piping Indus. of S. Cal., 648 F.2d 1252, 1254 (9th Cir. 21 1981) (“Delay alone does not provide sufficient grounds for denying leave to amend.”). 22 Third, Defendants have made only conclusory assertions (in only one brief 23 paragraph) to argue they are prejudiced by the addition of Howard’s husband. (Doc. 54 at 24 3.) This is insufficient to meet their burden. Barraza, 322 F.R.D. at 391; Wizards of the 25 Coast, 309 F.R.D. at 652 (“The non-moving party must do more than merely assert 26 prejudice . . . .”). Even crediting Defendants’ assertion that adding Howard’s husband 27 would “increase[] defense costs, risk[] unnecessary discovery complications, and 28 undermine[] settlement posture,” Defendants’ asserted prejudice amounts to no more than 1 “the ordinary burdens of defending a lawsuit, which are insufficient to justify denying leave 2 to amend.” See Wizards of the Coast, 309 F.R.D. at 652. Nor could Defendants plausibly 3 claim prejudice to the addition of Howard’s husband as a party because (1) August is 4 naming him solely in his spousal capacity so there will not be any new claims or factual 5 allegations introduced into the case against him, (Doc. 53-2 ¶ 7); (2) discovery is still 6 ongoing and does not close until September 1, 2025, (Doc. 56); and (3) the Court has not 7 set a trial date. Contrast AmerisourceBergen Corp. v. Dialysist W., Inc., 465 F.3d 946, 953 8 (9th Cir. 2006) (leave to amend properly denied where the party “drastically changed its 9 litigation theory” “twelve months into the litigation,” which would have been prejudicial); 10 Texaco, Inc. v. Ponsoldt, 939 F.2d 794, 799 (9th Cir. 1991) (leave to amend properly denied 11 where the plaintiff moved to amend “eight months after the district court granted summary 12 judgment against it, nearly two years after filing the initial complaint,” and further “waited 13 until after discovery was over, just four and a half months before the trial date” (citation 14 modified)). 15 Finally, Defendants note that August has amended its complaint twice. (Doc. 54 at 16 4.) But August’s first amendment was as a matter of right, and its second amendment was 17 made through stipulation, as Defendants acknowledge. (Id.) These previous amendments 18 were done without the Court’s involvement and for different reasons, so the Court does not 19 find the previous amendments weigh against the policies underlying Rule 15(a) and the 20 presumption in favor of granting leave to amend. Eminence Cap., 316 F.3d at 1052. 21 At bottom, amendment would not be futile on this record, nor has there been a strong 22 showing of the other facts that would justify denial of leave to amend. The Court thus 23 grants August leave to amend to add Howard’s husband in his spousal capacity. 24 Accordingly, 25 /// 26 /// 27 /// 28 /// 1 IT IS ORDERED that August’s motion for leave to amend (Doc. 53) is granted. August shall file a clean copy of the redlined version of the Third Amended Complaint, (Doc. 53-2), within 3 business days of this Order. 4 Dated this 11th day of July, 2025. 5 6 / ,

° H le Sharad H. Desai 10 United States District Judge 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

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