Innovative Home Health Care, Inc. v. P.T.-O.T. Associates of the Black Hills

141 F.3d 1284, 40 Fed. R. Serv. 3d 1043, 1998 U.S. App. LEXIS 7681, 1998 WL 185118
Court of Appeals for the Eighth Circuit·Decided April 21, 1998·No. No. 97-3275·Published·Cited by 31 cases

Opinion

KOPF, District Judge.

Karl Kirsch and Susan Redden, defendants in the proceedings below, appeal from the district court’s 2 amended judgment granting summary judgment in their favor on all of the plaintiffs’ claims, but dismissing without prejudice the defendants’ counterclaims for indemnification. Kirsch and Redden argue the district court erred in dismissing their indemnification counterclaims by declining to retain supplemental jurisdiction over the counterclaims in response to the plaintiffs’ “motion for rehearing or relief from judgment” when the district court had previously entered judgment on the indemnification counterclaims in favor of defendants Kirsch and Redden. We affirm.

I. Background

Dennis Meier, Gwen Hougdahl, Kirsch, and Redden were at one time shareholders and employees of Innovative Home Health Care, Inc., a South Dakota corporation. After initiation of an action to dissolve the corporation, these individuals reached a settlement agreement. Subsequent to this agreement, Meier, Hougdahl, and Innovative Home Health Care, Inc., filed an action against Kirsch, Redden, a South Dakota corporation, and a general partnership, alleging violations of the Sherman Act, 15 U.S.C. §§ 1 & 2, and the Clayton Act, 15 U.S.C. §§ 15 & 26, as well as state claims of breach of contract and tortious interference with a contractual relationship. The defendants filed counterclaims against the plaintiffs, alleging breach of the settlement agreement and seeking indemnification for all reasonable costs and expenses incurred in defending the lawsuit based upon the terms of the settlement agreement.

The district court granted the defendants’ motion for summary judgment on all of the plaintiffs’ claims and on the defendants’ counterclaims, and entered judgment accordingly. As to the defendants’ indemnification counterclaims, the district court found that plaintiffs Meier and Hougdahl failed to “combat defendants’ showing” that the express language of the indemnification clause contained in the settlement agreement provided for indemnification.

The plaintiffs then filed a “motion for rehearing or relief from judgment” pursuant to Fed.R.Civ.P. 59(a) and 60(b)(6), arguing that the defendants were not entitled to relief on their indemnification counterclaims because the defendants simply relied on the language of the indemnification clause itself in support of their motion for summary judgment. Under such circumstances, the plaintiffs argued they were not required to present any opposing evidentiary matter in response to the defendants’ motion for summary judgment on the indemnification counterclaims. The plaintiffs also argued that, under South Dakota law, a written contract of indemnity will not be construed to indemnify a party against its own misconduct in the absence of a clear and unequivocal expression of such intent within the four corners of the contract.

In resolving the plaintiffs’ motion for rehearing, the district court noted that, after a year of discovery, the facts necessary for resolution of the plaintiffs’ state claims and the defendants’ counterclaim for breach of contract had been developed in the adjudication of the antitrust claim and such facts were intertwined with the federal antitrust claim. However, the court declined to retain jurisdiction over the defendants’ counterclaims for indemnification under 28 U.S.C. § 1367, stating:

Based on the parties’ recent submissions on the counterclaims for indemnification, the Court deems it necessary in serving the interests of justice to revisit its prior [1286] decision to retain jurisdiction under 28 U.S.C. § 1367---- As previously noted in its memorandum opinion, the Court has broad discretion to dismiss state law claims and counterclaims over which it has only supplemental jurisdiction if the Court has dismissed all claims over which the Court had original jurisdiction which has occurred in this case.

The district court also noted that the parties’ submissions regarding the plaintiffs’ motion for rehearing raised “somewhat novel and complex issues of South Dakota law” regarding whether application of the indemnification clause under the facts and circumstances presented by this ease violated South Dakota law and whether the defendants could now also seek indemnification from the plaintiff corporation. The district court stated that determination of such issues would require further briefing and possible discovery.

The district court then amended its prior judgment by dismissing the defendants’ counterclaims for indemnification without prejudice. Defendants Kirsch and Redden appeal the amended judgment.

II. Standard of Review

Although the plaintiffs brought their motion for rehearing or relief from judgment pursuant to Fed.R.Civ.P. 59(a) and 60(b)(6), the plaintiffs properly concede the motion was actually an improperly styled Fed. R.Civ.P. 59(e) motion. Norman v. Arkansas Dep’t of Educ., 79 F.3d 748, 750 (8th Cir. 1996) (any motion questioning the correctness of a judgment is functionally a Fed. R.Civ.P. 59(e) motion, regardless of how the motion is styled); BBCA, Inc. v. United States, 954 F.2d 1429, 1432 (8th Cir.) (motion seeking substantive change in judgment was Rule 59(e) motion; substance, rather than form, of motion controls), cert. denied, 506 U.S. 866, 113 S.Ct. 192, 121 L.Ed.2d 136 (1992).

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Innovative Home Health Care, Inc. v. P.T.-O.T. Associates of the Black Hills, 141 F.3d 1284, 40 Fed. R. Serv. 3d 1043, 1998 U.S. App. LEXIS 7681, 1998 WL 185118 (8th Cir. 1998).

141 F.3d 1284 (Innovative Home Health Care, Inc. v. P.T.-O.T. Associates of the Black Hills) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.

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