United States District Court, S.D. California
CITIZENS DEVELOPMENT CORPORATION, INC., a California corporation, Plaintiff,
COUNTY OF SAN DIEGO, a California municipal corporation, CITY OF SAN MARCOS, a California municipal corporation, CITY OF ESCONDIDO, a California municipal corporation, VALLECITOS WATER DISTRICT, a California municipal corporation, HOLLANDIA DAIRY, INC., a California corporation, and DOES 1 through 100, inclusive, Defendants.
TENTATIVE ORDER DENYING HOLLANDIA'S MOTION FOR
JUDGMENT ON THE PLEADINGS [DKT. NO. 190]
Gonzalo P. Curiel United States District Judge
the Court is Defendant Hollandia Dairy's Motion for
Judgment on the Pleadings. Dkt. No. 190. The motion has been
fully briefed. Based upon review of the moving papers,
applicable law, and for the reasons that follow, the Court
hereby DENIES Hollandia's motion in its entirety.
civil action arises out of the alleged contamination of the
surface water and groundwater in and around Lake San Marcos
(“the Lake”) located in San Marcos, California.
See First Amended Complaint (“FAC”)
¶ 1, Dkt. No. 68. On September 20, 2011, the California
Regional Water Quality Control Board, San Diego Region
(“the RWQCB”) issued an Investigative Order
(“the IO”) alleging that Plaintiff Citizens
Development Corporation, Inc. (“CDC”) had
released pollutants into the Lake. See Id. ¶ 4.
In response, Plaintiff filed the present action against
Defendants County of San Diego (“San Diego”),
City of San Marcos (“San Marcos”), City of
Escondido (“Escondido”), Vallecitos Water
District (“Vallecitos”), and Hollandia Dairy
(“Hollandia”), alleging that each of them was
responsible for the discharges that contaminated the Lake and
its surrounding waters. See generally Complaint,
Dkt. No. 1; FAC, Dkt. No. 68.
alleges that the Lake has been contaminated by discharges
stemming from a wide variety of sources, including but not
limited to, improper waste disposal, poor or unmanaged
landscaping practices, sanitary sewer overflows, septic
system failures, groundwater infiltration, the presence and
operation of “the dam, ” and other
“non-point source discharges” caused by storm
events and dry weather conditions. FAC ¶¶ 5-7.
These discharges, CDC alleges, were generated by the real
property that is located within the San Marcos Creek
watershed and the upgradient of the Lake, which includes the
farmland owned and operated by Hollandia Dairy. Id.
on these and other allegations, the FAC asserts seven causes
of action against Defendants. They include: (1) private
recovery under the Comprehensive Environmental Response,
Compensation, and Liability Act (CERCLA); (2) declaratory
relief under CERCLA; (3) continuing nuisance; (4) continuing
trespass; (5) equitable indemnity; (6) declaratory relief
under California state law; and (7) injunctive relief under
the Resource Conservation and Recovery Act (RCRA) as to
Defendant Vallecitos only. See Id. The FAC's
CERCLA theory of liability is predicated on the assertion
that Hollandia, along with the other Defendants, contaminated
the Lake by releasing known “hazardous
substances” into its watershed. Id. ¶ 49.
CDC identifies those “hazardous substances, ” as
“nitrogen, phosphorus, and nutrients found in
fertilizers, pesticides and sewage.” Id.
Escondido's, Vallecitos', and San Marcos'
answer to CDC's initial complaint contained crossclaims
against Defendants Escondido, San Marcos, San Diego, and
Vallecitos for (1) contribution under CERCLA and (2)
indemnity, offset, and contribution under state law. Dkt. No.
21 at 11-16. All of Hollandia's crossclaims were
“premised upon the same events, subject matter, and
claims made by CDC in its complaint against Hollandia.”
Id. at 14.
Escondido, San Marcos, and Vallecitos responded to
Hollandia's crossclaims by asserting claims of their own.
Vallecitos asserted crossclaims against Hollandia for (1)
contribution under CERLCA; (2) indemnity offset; and (3)
contribution under California law. Dkt. No. 35 at 14-20.
Escondido asserted crossclaims against Hollandia for (1)
response costs under CERCLA; (2) declaratory relief under
CERCLA; (3) response costs under the California Superfund Act
(CSA); (4) declaratory relief under the CSA; (5) contribution
under California law; (6) negligence; (7) equitable
indemnity; and (8) unjust enrichment. Dkt. No. 38 at 10-19.
San Marcos asserted crossclaims against Hollandia for (1)
responses costs and contribution under CERCLA; (2)
declaratory relief under CERCLA; (3) negligence; (4)
declaratory relief under California law; and (5) equitable
indemnity. Dkt. No. 44 at 8-13.
Motion for Judgment on the Pleadings
January 8, 2014, the Court granted the parties' joint
motion to stay the action pending mediation. Dkt. No. 94. On
October 11, 2016, the Court lifted the stay in order to
permit Hollandia to file a motion for judgment on the
pleadings. Dkt. No. 180. Hollandia's motion challenges
all of the claims asserted against it, including those lodged
by CDC, Vallecitos, Escondido, and San Marcos (collectively
“the Opposing Parties”). Dkt. No. 190 at 9.
Federal Rule of Civil Procedure (“Rule”) 12(c),
“[a]fter the pleadings are closed but within such time
as not to delay the trial, any party may move for judgment on
the pleadings.” Fed.R.Civ.P. 12(c).
principal difference between motions filed pursuant to Rule
12(b) and Rule 12(c) is the time of filing - a motion for
judgment on the pleadings is typically brought after an
answer has been filed whereas a motion to dismiss is
typically brought before an answer has been filed. See
Dworkin v. Hustler Magazine Inc., 867 F.2d 1188, 1192
(9th Cir. 1989). Because the motions are functionally
identical, the same standard of review applicable to a Rule
12(b) motion applies to its Rule 12(c) analog. Id.;
see also Chavez v. United States, 683 F.3d 1102,
1108 (9th Cir. 2012) (“Analysis under Rule 12(c) is
‘substantially identical' to analysis under Rule
12(b)(6), because, under both rules, a court must determine
whether the facts alleged in the complaint, taken as true,
entitle the plaintiff to a legal remedy.”) (internal
quotations and citation omitted).
deciding a Rule 12(c) motion, “the allegations of the
non-moving party must be accepted as true, while the
allegations of the moving party which have been denied are
assumed to be false.” Hal Roach Studios, Inc. v.
Richard Feiner & Co., Inc., 896 F.2d 1542, 1550 (9th
Cir. 1989). Courts, therefore, construe all material
allegations in the light most favorable to the non-moving
party. Deveraturda v. Globe Aviation Sec. Servs.,
454 F.3d 1043, 1046 (9th Cir. 2006). “Judgment on the
pleadings is proper when the moving party clearly establishes
on the face of the pleadings that no material issue of fact
remains to be resolved and that it is entitled to judgment as
a matter of law.” Hal Roach Studios, 896 F.2d
at 1550. “[F]actual challenges to a plaintiff's
complaint, ” however, have no bearing on the legal
sufficiency of the allegations.” Lee v. City of Los
Angeles, 250 F.3d 668, 688 (9th Cir. 2001). As such,
judgment on the pleadings in favor of a defendant is not
appropriate if the complaint raises issues of fact that, if
proved, would support the plaintiff's legal theory.
Gen. Conference Corp. of Seventh-Day Adventists v.
Seventh-Day Adventist Congregational Church, 887 F.2d
228, 230 (9th Cir. 1989). In sum, a motion for judgment on
the pleadings is proper “only if it is clear that no
relief could be granted under any set of facts that could be
proved consistent with the allegations.” Turner v.
Cook, 362 F.3d 1219, 1225 (9th Cir. 2004).
mere fact that a motion is couched in terms of Rule 12(c)
does not prevent the district court from disposing of the
motion by dismissal rather than judgment. Sprint
Telephony PCS, L.P. v. Cnty. of San Diego, 311 F.Supp.2d
898, 903 (S.D. Cal. 2004) (citing Amersbach v. City of
Cleveland, 598 F.2d 1033, 1038 (6th Cir. 1979)). Courts
have discretion to grant Rule 12(c) motions with leave to
amend. In re Dynamic Random Access Memory Antitrust
Litig., 516 F.Supp.2d 1072, 1084 (N.D. Cal. 2007).
Courts also have discretion to grant dismissal on a 12(c)
motion, in lieu of judgment, on any given claim.
Id.; see also Amersbach, 598 F.2d at 1038.
gravamen of Hollandia's motion for the judgment on the
pleadings is that the Opposing Parties have failed to state
valid claims under CERCLA because they have not plead the
release of any actionable “hazardous
substances.” This argument is without merit. CDC's
pleadings, upon which all of the crossclaims are based,
identifies phosphorus, ammonia as nitrogen,  and nutrients
found in fertilizers, pesticides, and sewage as
CERCLA-qualifying “hazardous substances.” FAC
¶ 44, Dkt. No. 68 at 11. “Phosphorus” and
“ammonia, ” in turn, are listed as
“hazardous substances” in EPA regulations.
See 42 U.S.C. §§ 9601(14); 40 C.F.R.
§ 302.4. The FAC, therefore, has adequately named
“hazardous substances” for purposes of pleading a
CERCLA violation and surviving a motion for judgment on the
the straightforward nature of this argument, Hollandia argues
that the pleadings fall short because they cannot be true.
Hollandia, the motion explains, is only responsible for
releasing “nutrients” from “cow manure,
” into the Lake and, thus, it contends that it is not
liable under CERCLA because “nutrients” from
“manure” are not “hazardous
substances” as a matter of law. The Court emphatically
rejects this conclusion. As this order explains in further
detail below, Hollandia's line of argument is both
procedurally and substantively defective. Hollandia's
contentions are substantively defective because the pleadings
have identified actionable “hazardous substances”
under CERCLA. Hollandia's argument is also procedurally
defective because it improperly challenges the facts in the
complaint and relies upon factual allegations absent in the
pleadings. Accordingly, and for the reasons set forth below,
the Court DENIES Hollandia's Motion for
Judgment on the Pleadings.
Defendant Hollandia's Request for Judicial
Court will first address Defendant's numerous requests
for judicial notice, as those requests inform the scope of