United States District Court, S.D. West Virginia
MEMORANDUM OPINION AND ORDER
A. FABER SENIOR UNITED STATES DISTRICT JUDGE
dispute centers on whether a nursing home facility, Maples
Health Care, failed to pay for goods and services owed to
ContinuumCare Pharmacy, and improperly terminated their
contract by establishing a relationship with another
sued Maples on December 2, 2016. See Complaint. The
scheduling order entered by the court set an April 13, 2017
deadline for the amendment of pleadings without a showing of
good cause. ECF No. 19. On December 1, 2017, plaintiff filed
the instant motion to file its First Amended Complaint. ECF
No. 52. For good cause shown, plaintiff's motion to amend
SUBSTANCE OF THE AMENDMENT
Amended Complaint provides the court with greater background
into the thirteen-year contractual history between plaintiff
and defendant. In its original Complaint, ContinuumCare only
referenced an agreement made “[e]ffective November 1,
2014” (“2014 Agreement”). See
Complaint at ¶ 7. The Amended Complaint depicts a
relationship beginning in April 2004 (“2004
Agreement”). This agreement was supplanted by another
agreement in September 2009 and later amended in 2013
(“2009 Agreement”). Finally, the parties entered
into the 2014 Agreement. See Amended Complaint at
¶¶ 7-11. Plaintiff's amendment relies on no new
legal theories and creates no new causes of action. See
asserts that it originally did not find it necessary to
include these earlier agreements because “the vast
majority of the debt . . . stemmed from invoices issued
after the 2014 Agreement became effective.”
Plaintiff's Memorandum in Support of Motion to Amend at 4
(ECF No. 53) (emphasis added).
the Complaint's filing, however, Maples has alleged that
after the 2014 Agreement went into effect, it actually made
payments in excess of the amount owed to ContinuumCare.
Maples has affirmatively defended itself based on earlier
agreements with ContinuumCare. Specifically, Maples claims in
Initial Disclosures: that the 2009 Agreement would
be in support of its claims or defenses. See ECF No.
53-4 at ¶ 2(a).
Discovery Requests: requesting information from 2012
through the present, earlier than the 2014 Agreement.
See ECF No. 53-5.
Mediation before Magistrate Judge Dwane L. Tinsley:
Maples alleged that “it did not breach the 2014
Agreement . . . because it had in fact paid more than the
amount of such invoices during the term of the 2014
Agreement, and [plaintiff's] Complaint failed to mention
the 2009 Agreement.” ECF No. 53 at 5.
alleges that many of these payments, however, “were
directed toward invoices issued prior to the effective date
of the 2014 Agreement” and were owed under open
invoices for goods and services provided by ContinuumCare
during the 2004 and 2009 Agreements. ECF No. 53 at 3. As a
result, ContinuumCare states that an expounded contractual
history is necessary to overcome Maples' defenses and
illustrate that Maples continues to owe ContinuumCare.
ContinuumCare states that amending the complaint will halt
Maples' present attempt to limit the scope of a
deposition. In preparation for a (still pending) deposition
of a Maples' corporate representative, defendant's
counsel requested that plaintiff “agree to limit the
scope of that deposition to matters that are relevant to the
2014 [A]greement.” See Parties' Email
Correspondence (ECF No. 53-6). Plaintiff refused this
limitation, stating that the action covers the parties'
entire contractual relationship. Id. Maples
responded by filing a (still pending) “Motion of
Defendant to Limit Discovery, ” asking the court
“to limit discovery in this action to matters that are
relevant to the” 2014 Agreement. See ECF No.