Ballard v. Gen. Motors, LLC

572 F.Supp.3d 1154

Arthur Henry BALLARD, as personal representative of the estate of Joseph Ryan Ballard, deceased, Plaintiff,

v.GENERAL MOTORS, LLC, Defendant.

CASE NO. 2:20-CV-260-WKW

United States District Court, M.D. Alabama, Northern Division.

Signed November 15, 2021

Adam Wade Pittman, Douglas A. Dellaccio, Jr., Frank Jerome Tapley, James Curtis Tanner, Cory Watson, P.C., Birmingham, AL, Austin K. Kurtz, Pro Hac Vice, Clyde Talbot Turner, Pro Hac Vice, Turner & Associates, P.A., Damon C. Singleton, Pro Hac Vice, Turner and Assoc, North Little Rock, AR, for Plaintiff.

Joel Chandler Bailey, II, Michael Lester Bell, Rachelle Electa Sanchez, Lightfoot Franklin & White LLC, Birmingham, AL, for Defendant.

MEMORANDUM OPINION AND ORDER

W. Keith Watkins, UNITED STATES DISTRICT JUDGE

The pending motion raises a single issue under Alabama law as to the plausibility at the pleading stage of an implied warranty claim against an automobile manufacturer for personal injuries sustained by the deceased's use of the automobile. The answer depends upon whether Defendant General Motors, LLC, is a "seller" under § 7-2-314(1) of Alabama's Uniform Commercial Code ("UCC"). Section 7-2-314(l) provides that "a warranty that the goods shall be merchantable is implied in a contract for their sale if the seller is a merchant with respect to goods of that kind." Ala. Code § 7-2-314(1). A "seller" under the UCC, as expounded upon by the Alabama Supreme Court 45 years ago, encompasses "anyone who sells, including a manufacturer. " Bishop v. Faroy Sales , 336 So. 2d 1340, 1343 (Ala. 1976) (emphasis added). The rub here, as Defendant sees it, is that 23 years later, the Alabama Supreme Court said that an automobile manufacturer is not a "seller" and thus cannot be held liable for breach of an implied warranty. See Ex parte Gen. Motors Corp. , 769 So. 2d 903, 910 (Ala. 1999). Defendant contends that, as a matter of law, it is not a "seller" under the decision in Ex parte General Motors Corp. This clashing of Alabama authorities is at issue in this case.

Before the court is Defendant's motion to dismiss Plaintiff's amended complaint (Doc. # 29), which is construed as a motion for judgment on the pleadings pursuant to Rule 12(c) of the Federal Rules of Civil Procedure. Plaintiff responded in opposition (Doc. # 31) to which Defendant filed a reply (Doc. # 32). For the reasons to follow, Plaintiff's pleading plausibly alleges that Defendant is a "seller" within the meaning of § 7-2-314(1) (1975). Therefore, Defendant's motion for judgment on the pleadings is due to be denied.

I. JURISDICTION AND VENUE

Subject matter jurisdiction is proper pursuant to 28 U.S.C. § 1332(a). Personal jurisdiction and venue are uncontested.

II. STANDARD OF REVIEW

After Defendant filed an answer (Doc. # 25), it moved to dismiss under Federal Rule of Civil Procedure 12(b)(6). That is not allowed under Rule 12. See Fed. R. Civ. P. 12(b) ("A motion asserting any of these defenses must be made before pleading if a responsive pleading is allowed."). Defendant's motion, however, will be construed as one for judgment on the pleadings under Rule 12(c). See Weeks v. Wyeth, Inc. , 120 F. Supp. 3d 1278, 1282–83 (M.D. Ala. 2015).

The standards for assessing a Rule 12(b)(6) motion and a Rule 12(c) motion are the same. Id. at 1283. A Rule 12(b)(6) motion to dismiss tests the sufficiency of the complaint against the legal standard set forth in Rule 8: "a short and plain statement of the claim showing that the pleader is entitled to relief." Fed. R. Civ. P. 8(a)(2). When evaluating a motion to dismiss pursuant to Rule 12(b)(6), the court must "take the factual allegations in the complaint as true and construe them in the light most favorable to the plaintiff." Pielage v. McConnell , 516 F.3d 1282, 1284 (11th Cir. 2008). To survive Rule 12(b)(6) scrutiny, "a complaint must contain sufficient factual matter, accepted as true, to ‘state a claim to relief that is plausible on its face.’ " Ashcroft v. Iqbal , 556 U.S. 662, 678, 129 S.Ct. 1937, 173 L.Ed.2d 868 (2009) (quoting Bell Atl. Corp. v. Twombly , 550 U.S. 544, 570, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007) ). While the complaint need not set out "detailed factual allegations," it must provide factual amplification sufficient "to raise a right to relief above the speculative level." Bell Atl. Corp. v. Twombly , 550 U.S. 544, 555, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007).

III. BACKGROUND

On February 22, 2019, Joseph Ryan Ballard ("decedent") died in a single vehicle rollover accident in Covington County, Alabama. (Am. Compl. ¶¶ 1, 14.) The decedent was driving a 1996 Chevrolet Blazer, manufactured by General Motors Corporation ("GM"). (Am. Compl. ¶ 15.) As alleged:

[T]he subject vehicle was southbound on U.S. 331 when it traveled onto the west improved shoulder, re-entered the highway with a steer to the left, skid, and rolled over. A post-crash fire ensued, which fully engulfed the Blazer before the Fire Department could arrive. Citizens who stopped to render aid reported that they removed the Decedent's safety belt in an effort to extract him from the burning vehicle, but were unsuccessful.

(Am. Compl. ¶ 14.) Seeking recovery under Alabama law for the wrongful death of the decedent, Plaintiff, as the personal representative of the decedent's estate, filed this action against General Motors LLC ("GM LLC") on April 15, 2020.

GM LLC is the entity that emerged out of GM's bankruptcy more than a decade ago. It bought the bulk of GM's assets and assumed some of its liabilities, including GM's "liabilities in warranty." (Am. Compl. ¶ 6.) It also "formally accepted responsibility for the design, manufacture, assembly, marketing and distribution of the subject Blazer, including financial responsibility for damages associated with defects in the subject vehicle." (Am. Compl. ¶ 7.) However, it did not contractually assume liability for punitive damages based on GM's conduct. See generally In re Motors Liquidation Co. , 943 F.3d 125 (2d Cir. 2019). Because punitive damages provide the sole remedy for wrongful death under Alabama law, see Lance, Inc. v. Ramanauskas , 731 So. 2d 1204, 1221 (Ala. 1999), Plaintiff's Complaint alleging a wrongful death claim was unsustainable.

Plaintiff, thus, filed an Amended Complaint, pleading a single cause of action for breach of an implied warranty of merchantability. (See Am. Compl. ¶ 32 (Doc. # 22).) He alleges that GM LLC, as successor-in-interest to GM, "breached its implied warranties of merchantability" under § 7-2-314 of the Alabama Code, "rendering the subject Blazer unfit for its ordinary purpose[s] to provide adequate, reliable, and safe transportation for end users."¹ (Am. Compl. ¶ 32.) Plaintiff contends that the 1996 Chevrolet Blazer is unfit for its ordinary purposes based on its fuel system design and "because of its inherent rollover instability," and he seeks damages for the decedent's "fatal personal injuries" resulting from a "foreseeable vehicle rollover accident." (Am. Compl. ¶ 19.)

IV. DISCUSSION

Federal courts sitting in diversity apply state substantive law "as declared by the state's highest court." CSX Transp., Inc. v. Trism Specialized Carriers, Inc. , 182 F.3d 788, 790 (11th Cir. 1999) (citing Erie R.R. Co. v. Tompkins , 304 U.S. 64, 78, 58 S.Ct. 817, 82 L.Ed. 1188 (1938) ). Federal courts sitting in diversity also are bound by state statutes. Hanna v. Plumer , 380 U.S. 460, 465, 85 S.Ct. 1136, 14 L.Ed.2d 8 (1965) ; see also Erie R.R. Co. v. Tompkins , 304 U.S. 64, 79, 58 S.Ct. 817, 82 L.Ed. 1188 (1938) ("[T]he authority and only authority is the State, and if that be so, the voice adopted by the State as its own (whether it be of its Legislature or of its Supreme Court) should utter the last word."). Here, the state substantive and statutory law is Alabama's.

Under Alabama law, breach of an implied warranty requires proof of "the existence of the implied warranty, a breach of that warranty, and damages proximately resulting from that breach." Bagley v. Mazda Motor Corp. , 864 So. 2d 301, 315 (Ala. 2003). Defendant challenges only the first element, advancing a blanket rule that implied warranties do not apply to manufacturers under § 7-2-314(1). Accepting this argument would run counter to both the plain text of the UCC and Alabama precedent.

Section 7-2-314 of Alabama's UCC establishes the parameters of the implied warranty of merchantability. It provides that "a warranty that the goods shall be merchantable is implied in a contract for their sale if the seller is a merchant with respect to goods of that kind." Ala. Code § 7-2-314(1). Goods are "merchantable" when they "[a]re fit for the ordinary purposes for which such goods are used." Id. § 7-2-314(2). The UCC also defines the terms "seller" and "merchant," as those terms are used in Article 2. A "seller" is "a person who sells or contracts to sell goods." § 7-2-103(1)(d). A "merchant ... deals in goods of the kind ...." Ala. Code § 7-2-104(1). The Amended Complaint's allegations fit squarely within the statutory definition of "seller."

As alleged, GM LLC "owns" certain "liabilities for GM's sale " of the subject vehicle. (Am. Compl. ¶ 12 (emphasis added).) The Amended Complaint alleges that, as to the 1986 Chevrolet Blazer at issue, GM "sold the vehicle in Alabama" and "profited from the sale of the vehicle." (Am. Compl. ¶ 12 (emphasis added).) The Amended Complaint further alleges that GM has engaged in "marketing, advertising and sales of the Blazer in Alabama ..." and that the "GM group" has "sold thousands of products in Alabama," including the model at issue here. (Am. Compl. ¶ 12 (emphasis added).) The Amended Complaint references GM's sales of vehicles no less than eight times. These allegations sufficiently allege that Defendant, standing in the shoes of GM as its successor in interest, "sells ... goods" (i.e. , vehicles, including the Chevrolet Blazer), § 7-2-103(1)(d), and that it "deals in goods of the kind," Ala. Code § 7-2-104...