United States District Court, N.D. California
ORDER DENYING DEFENDANTS' MOTION TO DISMISS
SUSAN ILLSTON, District Judge.
A motion by defendants California Mini Storage, LLC and North Richmond Properties, Inc. to dismiss plaintiff CBS Outdoor LLC's first amended complaint is scheduled for a hearing on August 1, 2014. Docket No. 21. Pursuant to Civil Local Rule 7-1(b), the Court determines that this matter is appropriate for resolution without oral argument and VACATES the hearing. For the reasons set forth below, the Court DENIES defendants' motion to dismiss.
The following allegations are taken from plaintiff's first amended complaint. Docket No. 20, First Amended Complaint ("FAC").
Plaintiff CBS Outdoor LLC ("CBS") is a citizen of Delaware and New York, and defendants California Mini Storage. Inc. ("CMS") and North Richmond Properties, Inc. ("NRP") are citizens of California. FAC ¶ 3. In 2001, plaintiff's predecessor, Advertising Display Systems, entered into a lease agreement with CMS to install and maintain a billboard structure ("Advertising Structure") on NRP's property. Id. ¶ 8. The lease agreement specifies that the lessee, Advertising Display Systems, retained ownership of the billboard structure and could remove it upon termination of the lease. Id. ¶ 9. Plaintiff subsequently assumed the role of lessee under the agreement by acquiring all of Advertising Display Systems's rights, title, and interest in the Advertising Structure and the lease, including the ownership of and right to remove the Advertising Structure from the property. Id. ¶ 10.
On January 31, 2014, plaintiff notified CMS that it intended to terminate the lease and remove the Advertising Structure from the property. FAC ¶ 11. On or about February 5, 2014, plaintiff applied for a permit to remove the billboard structure from the San Francisco Planning Department, which was denied. Id. ¶¶ 12, 16-17. Plaintiff alleges that its application for a removal permit was denied by the Planning Commission because defendants, including the owner of the subject property NRP, objected to the issuance of the permit and CMS stated that it may own the Advertising Structure. Id. ¶¶ 13-14, 16; see also Docket No. 22-3, Purvis Decl. ¶¶ 4-6. Plaintiff terminated the lease on February 28, 2014. FAC ¶ 17. On March 28, 2014, plaintiff sent a letter to CMS detailing its ownership of, and right to remove, the Advertising Structure from the property under the terms of the lease. Id. ¶ 18. Plaintiff alleges that despite its efforts, CMS has refused, and continues to refuse, to allow plaintiff to remove its Advertising Structure from the property. Id. ¶ 19.
On April 7, 2014, plaintiff filed a complaint against defendants, alleging causes of action for: (1) breach of contract; (2) conversion; (3) trespass to chattels; (4) unjust enrichment; (5) intentional interference with contractual relations; and (6) declaratory judgment. Docket No. 1, Compl. On June 13, 2014, plaintiff filed a first amended complaint. FAC. By the present motion, defendants move pursuant to Federal Rules of Civil Procedure 12(b)(1) and 12(b)(6) to dismiss the complaint (1) for lack of subject matter jurisdiction, (2) based on the doctrine or abstention, and (3) for failure to exhaust administrative remedies. Docket No. 21, Def.'s Mot.
I. Rule 12(b)(1) Motion to Dismiss
Federal Rule of Civil Procedure 12(b)(1) allows a party to challenge a federal court's jurisdiction over the subject matter of the complaint. See Fed. R. Civ. Pro. 12(b)(1). The party invoking the jurisdiction of the federal court bears the burden of establishing that the court has the requisite subject matter jurisdiction to grant the relief requested. See Kokkonen v. Guardian Life Ins. Co. of Am., 511 U.S. 375, 377 (1994) (citation omitted). A complaint will be dismissed if, looking at the complaint as a whole, it appears to lack federal jurisdiction either "facially" or "factually." Thornhill Pub'g Co., Inc. v. General Tel. & Elecs. Corp., 594 F.2d 730, 733 (9th Cir. 1979). When the complaint is challenged for lack of subject matter jurisdiction on its face, all material allegations in the complaint will be taken as true and construed in the light most favorable to the plaintiff. NL Indus. v. Kaplan, 792 F.2d 896, 898 (9th Cir. 1986). In deciding a Rule 12(b)(1) motion which mounts a factual attack on jurisdiction, "no presumptive truthfulness attaches to plaintiff's allegations, and the existence of disputed material facts will not preclude the trial court from evaluating for itself the merits of jurisdictional claims. Moreover, the plaintiff will have the burden of proof that jurisdiction does in fact exist." Mortensen v. First Fed. Sav. & Loan Ass'n, 549 F.2d 884, 891 (3d Cir. 1977).
II. Rule 12(b)(6) Motion to Dismiss
To survive a Rule 12(b)(6) motion to dismiss, the plaintiff must allege "enough facts to state a claim to relief that is plausible on its face." Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007). This "facial plausibility" standard requires the plaintiff to allege facts that add up to "more than a sheer possibility that a Defendant has acted unlawfully." Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009). While courts do not require "heightened fact pleading of specifics, " a plaintiff must allege facts sufficient to "raise a right to relief above the speculative level." Twombly, 550 U.S. at 544, 555. "A pleading that offers labels and conclusions' or a formulaic recitation of the elements of a cause of action will not do.'" Iqbal, 556 U.S. at 678 (quoting Twombly, 550 U.S. at 555). "Nor does a complaint suffice if it tenders naked assertion[s]' devoid of further factual enhancement.'" Id. (quoting Twombly, 550 U.S. at 557). "While legal conclusions can provide the framework of a complaint, they must be supported by factual allegations." Id.
In reviewing a Rule 12(b)(6) motion, a district court must accept as true all facts alleged in the complaint, and draw all reasonable inferences in favor of the plaintiff. See al -Kidd v. Ashcroft, 580 F.3d 949, 956 (9th Cir. 2009). However, a district court is not required to accept as true "allegations that are merely conclusory, unwarranted deductions of fact, or unreasonable inferences." In re Gilead Scis. Sec. Litig., 536 F.3d 1049, 1055 (9th Cir. 2008). If the Court dismisses a complaint, it must decide whether to grant leave to amend. The Ninth Circuit has "repeatedly held that a district court should grant leave to amend even if no request to amend the pleading was made, unless it determines ...