American Ice Machine Company v. Modern Ice Equipment Company, Inc.

Opinion

1 2 3 4

6 UNITED STATES DISTRICT COURT 7 SOUTHERN DISTRICT OF CALIFORNIA 8

9 AMERICAN ICE MACHINE Case No.: 24-cv-02083-H-BJC 10 COMPANY, a California corporation, 11 ORDER DENYING PLAINTIFF’S Plaintiff, MOTION TO STRIKE 12 v. 13 MODERN ICE EQUIPMENT [Doc. No. 37.] 14 COMPANY, INC. et al., 15 Defendants. 16 On February 26, 2025, Plaintiff American Ice Machine Company filed its first 17 amended complaint. (Doc. No. 29, FAC.) On March 12, 2025, Defendant Modern Ice 18 Equipment and Supply Company (“Modern Ice”) filed its answer to Plaintiff’s first 19 amended complaint and a counterclaim against Plaintiff. (Doc. No. 30.) On April 8, 2025, 20 Plaintiff filed a motion to strike affirmative defenses from Modern Ice’s answer. (Doc. 21 No. 37.) On May 19, 2025, Modern Ice filed its response in opposition to Plaintiff’s 22 motion. (Doc. No. 43.) On May 20, 2025, the Court took the matter under submission. 23 (Doc. No. 44.) On May 27, 2025, Plaintiff filed its reply. (Doc. No. 45.) For the reasons 24 below, the Court denies Plaintiff’s motion to strike. 25 Background 26 The following background is taken from the allegations in Plaintiff’s first amended 27 complaint. Modern Ice is an Ohio corporation that sells and distributes ice-bagging 28 1 machines to its customers. (FAC ¶ 1, 8.) Defendant Nvenia, LLC (“Nvenia”) is a 2 Delaware corporation that manufactures certain models of ice-bagging machines that 3 Modern Ice distributes. (Id. ¶ 1, 7.) Plaintiff is a California corporation that is in the 4 business of packaged-ice retail sales and distribution. (Id. ¶ 6.) 5 In December 2022, Plaintiff’s founder and principal, Mr. Hani Toma, viewed 6 information concerning a Hamer 540E ice-bagging machine on Nvenia’s website. (Id. 7 ¶¶ 11–12.) Shortly thereafter, Mr. Toma contacted Modern Ice and spoke with two of 8 Modern Ice’s employees about purchasing a Hamer 540E. (Id. ¶ 15.) Mr. Toma told 9 Modern Ice’s employees that he wished to purchase a Hamer 540E to use in Plaintiff’s 10 production facility beginning in March of 2024. (Id.) During this discussion, Modern Ice’s 11 employees represented to Mr. Toma that (1) the manufacturer’s warranty on the Hamer 12 540E would be for one year beginning on the date when the machine was first operated at 13 Plaintiff’s production facility and (2) the labor charge for setup of the Hamer 540E would 14 be between $3,000 and $5,000. (Id. ¶ 16.) On December 16, 2022, Plaintiff executed an 15 invoice with Modern Ice for the purchase of a Hamer 540E for $110,000. (Id. ¶¶ 1, 17, 16 Ex. B.) 17 In April 2023, Modern Ice informed Plaintiff that the Hamer 540E Plaintiff had 18 purchased had been manufactured and was ready for delivery. (Id. ¶ 18.) Plaintiff 19 objected, stating it could not accept delivery until March of 2024. (Id.) Modern Ice 20 responded that Plaintiff needed to accept delivery immediately or be in breach of contract. 21 (Id.) In April 2023, Modern Ice delivered the Hamer 540E to Plaintiff. (Id. ¶ 19.) Plaintiff 22 accepted delivery and stored the Hamer 540E, without setting up or initiating it, in its 23 production facility. (Id. ¶¶ 18–19.) On March 20, 2024, about a year after accepting 24 delivery, Plaintiff hired one of Modern Ice’s technicians to set up and initiate the Hamer 25 540E. (Id. ¶ 20.) The technician did so shortly afterward. (Id. ¶ 21.) Modern Ice invoiced 26 Plaintiff $9,500 for the technician’s labor. (Id.) After the machine was initiated, Plaintiff 27 noticed several deficiencies with the machine, including that bags produced by the machine 28 1 leak, that several parts needed frequent replacement, and that the machine repeatedly shut 2 down due to malfunction. (Id. ¶ 14.) 3 On April 16, 2024, Plaintiff contacted Modern Ice and Nvenia and demanded that 4 the Hamer 540E’s one-year warranty period commence from the date of first initiation in 5 March 2024. (Id. ¶ 22.) Modern Ice and Nvenia informed Plaintiff that the manufacturer’s 6 warranty period began when the Hamer 540E was first shipped from Nvenia’s 7 manufacturing plant and, thus, had already expired. (Id.) Plaintiff claims that it would not 8 have accepted delivery or initiation of the Hamer 540E at its production facility but for the 9 representation by Modern Ice’s employees that the manufacturer’s warranty would begin 10 on the date the machine was first operated, not on the date the machine was shipped from 11 Nvenia’s plant. (Id. ¶ 23–25.) 12 On February 26, 2025, Plaintiff filed its first amended complaint against Modern Ice 13 and Nvenia, alleging causes of action for: (1) negligent misrepresentation; (2) breach of 14 implied warranty of merchantability; (3) breach of implied warranty of fitness for a 15 particular purpose; (4) breach of contract; (5) breach of express warranty; (6) rescission; 16 (7) violation of California’s False Advertising Law, California Business & Professional 17 Code §§ 17500, et seq.; and (8) violation of California’s Unfair Competition Law (“UCL”), 18 California Business & Professional Code §§ 17200, 17500 et seq. (FAC ¶¶ 26–77.) On 19 March 30, 2025, Modern Ice filed its answer to Plaintiff’s complaint, in which it asserted 20 ten affirmative defenses. (Doc. No. 30 at 11–12.) Plaintiff moves pursuant to Federal Rule 21 of Civil Procedure 12(f) to strike all the affirmative defenses set forth in Modern Ice’s 22 answer. 23 Discussion 24 I. Legal Standard 25 Federal Rule of Civil Procedure 12(f) permits courts to strike “an insufficient 26 defense” from a pleading. Fed. R. Civ. P. 12(f). Motions to strike are “generally regarded 27 with disfavor because of the limited importance of pleading in federal practice, and because 28 they are often used as a delaying tactic.” Kohler v. Islands Restaurants, LP, 280 F.R.D. 1 560, 563–64 (S.D. Cal. 2012) (quoting Neilson v. Union Bank of Cal., N.A., 290 F. Supp. 2 2d 1101, 1152 (C.D. Cal. 2003)). In reviewing a motion to strike, the court must view the 3 pleadings in the light most favorable to the plaintiff. See Wailua Assocs. v. Aetna Cas. & 4 Sur. Co., 183 F.R.D. 550, 554 (D. Haw. 1998). “The key to determining the sufficiency of 5 pleading an affirmative defense is whether it gives plaintiff fair notice of the defense.” 6 Simmons v. Navajo Cty., 609 F.3d 1011, 1023 (9th Cir. 2010) (quoting Wyshak v. City 7 Nat. Bank, 607 F.2d 824, 827 (9th Cir. 1979)). “Fair notice generally requires that the 8 defendant state the nature and grounds for the affirmative defense. It does not, however, 9 require a detailed statement of facts.” Islands Restaurants, 280 F.R.D. at 564 (citation 10 omitted). “[A]n affirmative defense is legally insufficient only if it clearly lacks merit 11 ‘under any set of facts the defendant might allege.’” Id. (quoting McArdle v. AT&T 12 Mobility, LLC, 657 F. Supp. 2d 1140, 1149–50 (N.D. Cal. 2009)). “Generally, to prevail 13 on a motion to strike, the movant must clearly show that the challenged matter has no 14 bearing on the subject matter of the litigation and that its inclusion will prejudice the 15 movant.” Mattox v. Watson, No. 07-cv-5006, 2007 WL 4200213, at *2 (C.D. Cal. Nov. 16 15, 2007). 17 II. Analysis 18 Plaintiff asserts that all ten of Modern Ice’s affirmative defenses should be stricken 19 because Modern Ice does not describe the underlying factual basis for each defense and, 20 thus, fails to provide fair notice. (See Doc. No. 37-1 at 3.) Plaintiff, however, does not 21 explain how it will be prejudiced if this Court does not strike Modern Ice’s affirmative 22 defenses, given that this case is in its early stages and discovery is ongoing. (See Doc. 23 Nos. 37-1, 45.) Modern Ice, for its part, asserts that the factual basis for its defenses are 24 self-explanatory and flow logically from Plaintiff’s own claims and the written contract 25 between the parties that is attached as an exhibit to both parties’ pleadings. (See Doc. No. 26 43 at 5–6; FAC, Ex. B.) The Court will examine each defense in turn. 27 \\ 28 \\ 1 A. Defendant’s First, Second, and Fourth Affirmative Defenses 2 Modern Ice’s first affirmative defense asserts that Plaintiff’s first amended 3 complaint fails to state a claim upon which relief can be granted. (Doc. No. 30 at 11.) 4 However, failure to state a claim is not an affirmative defense. Rather, it is “an argument 5 that the plaintiff has not met its burden alleging the elements of its claims.” LL B Sheet 1, 6 LLC v. Loskutoff, 362 F. Supp. 3d 804, 818 (N.D. Cal. 2019). Similarly, Modern Ice 7 concedes that its second and fourth affirmative defenses, asserting that an oral contract did 8 not exist and that Plaintiff failed to mitigate damages, respectively, are not affirmative 9 defenses. (See Doc. No. 43 at 4–5.) 10 The fact that an affirmative defense may be better characterized as a challenge to or 11 a denial of an element of a plaintiff’s cause of action “provides insufficient grounds for 12 striking [a] defense[].” Smith v. Wal-Mart Stores, No. 06-cv-2069, 2006 WL 2711468, at 13 *9–10 (N.D. Cal. Sept. 20, 2006); see Weddle v. Bayer AG Corp., No. 11-cv-817, 2012 14 WL 1019824, at *4 (S.D. Cal. Mar. 26, 2012) (“Denials that are improperly pled as 15 defenses should not be stricken on that basis alone.”) (quoting J & J Sports Prods., Inc. v. 16 Delgado, No. 10-cv-2517, 2011 WL 219594, at *2 (E.D. Cal. Jan. 19, 2011)). Moreover, 17 motions to strike are disfavored and Plaintiff has failed to explain how it would be 18 prejudiced if these defenses remain in the answer. The Court denies Plaintiff’s motion to 19 strike Modern Ice’s first, second, and fourth defenses. 20 B. Defendant’s Third, Fifth, and Eighth Affirmative Defenses 21 Modern Ice’s third, fifth, and eighth affirmative defenses assert that Plaintiff’s 22 contract claims are barred by the statute of frauds, the express terms of the warranty, and/or 23 the parol evidence rule, respectively. (See Doc. No. 30 at 11.) After reviewing the 24 pleadings, the Court concludes that Modern Ice sufficiently provides fair notice of its third, 25 fifth, and eight affirmative defenses by referencing the written contract at issue in this 26 litigation and by the allegations set forth in its counterclaim. (See FAC, Ex. B; Doc. No. 27 30, Ex. 1; Doc. No. 30 at 12–14.) Essentially, Plaintiff asserts a breach of oral contract 28 claim and breach of warranty claims, and Modern Ice asserts that the existence and terms 1 a written contract legally bar these claims. (See Doc. No. 30, Answer □ 12, 17, 2 Counterclaim 9] 5—9, Ex. 1; FAC 9] 46-55.) This is sufficient fair notice, thus, the Court 3 || declines to strike Modern Ice’s third, fifth, and eighth affirmative defenses. See Wyshak, 4 || 607 F.2d at 827. 5 C. Defendant’s Sixth and Seventh Affirmative Defenses 6 Modern Ice’s sixth affirmative defense asserts the affirmative defenses of waiver, 7 || estoppel, and/or laches. (See Doc. No. 30 at 11.) Modern Ice’s seventh affirmative defense 8 ||asserts that Plaintiff's fraud and/or negligent misrepresentation claim is barred by 9 “Plaintiffs own contributory or comparative negligence, intentional conduct and/or 10 ||assumption of the risk.” (Id.) While Modern Ice does not support these defenses with 11 || facts, “[flor well-established defenses, merely naming them may be sufficient” to satisfy 12 || the fair notice standard. Springer v. Fair Isaac Corp., No. 14-cv-02238, 2015 WL 7188234, 13 *4 (E.D. Cal. Nov. 16, 2015). Because Plaintiff does not identify how it will be 14 || prejudiced if these defenses remain in Modern Ice’s answer, the Court declines to strike 15 || Modern Ice’s sixth and seventh affirmative defenses. 16 D. Defendant’s Tenth Affirmative Defense 17 Finally, in its tenth affirmative defense, Modern Ice reserves the right to identify 18 additional affirmative defenses following discovery and to assert them in an amended 19 |lanswer. (Doc. No. 30 at 12.) Although this is not an affirmative defense, but rather a 20 || reservation of rights to assert additional defenses, Plaintiff does not explain how it will be 21 || prejudiced if this reservation of rights remains in Modern Ice’s answer. Thus, the Court 22 || denies Plaintiff's motion to strike Modern Ice’s tenth affirmative defense. 23 Conclusion 24 For the reasons above, the Court denies Plaintiff's motion to strike. 25 IT IS SO ORDERED. 26 ||DATED: June 2, 2025 | | | | l | | | : 27 MARILYN N. HUFF, Distric ge 28 UNITED STATES DISTRICT COURT