United States District Court, D. Utah
MEMORANDUM DECISION AND ORDER DENYING DEFENDANT'S
MOTION TO DISMISS
N. Parrish, United States District Court Judge.
the court is the Motion to Dismiss Plaintiff Mindy
Castleman's First Amended Complaint and Jury Demand
(“Amended Complaint”) filed by Defendant FCA U.S.
LLC (“FCA”). ECF No. 40. For the reasons
articulated below, the court denies the motion.
1, 2016, Plaintiff Mindy Castleman (“Castleman”)
was driving eastbound on Interstate 70, near mile post 183,
when the 2004 Jeep Grand Cherokee Laredo (the
“Vehicle”) she was driving overturned resulting
in severe injury. Castleman alleges that her injuries were
caused by certain design flaws and defects common to the
1999-2004 Jeep model Grand Cherokees. Castleman filed this
lawsuit against Fiat Chrysler Automobiles U.S., LLC (FCA U.S.
LLC) (“FCA”) seeking recovery for strict product
liability, negligent product liability, breach of warranties,
and for punitive damages.
Vehicle at issue was designed and manufactured by Chrysler,
LLC, DaimlerChrysler Corporation, Old Carco LLC and its
affiliates (collectively “Old Chrysler”).
Plaintiff alleges that at the time of design and manufacture,
the Vehicle was “defective in its design, manufacture,
testing, maintenance, advertising, selling, distribution, and
introduction into the stream of commerce.” See
Am. Compl. at ¶ 8. These defects allegedly include, but
are not limited to:
being supplied without important crashworthiness and
protection systems . . ., inadequate roof strength, roof
structures, inadequate roof materials, inadequate roof-crush
resistance, inadequate restraint protection systems, lack of
electronic stability control, and inadequate center of
gravity and overall vehicle design rendering it dangerously
prone to roll over during foreseeable driver maneuvers.
Id. Castleman alleges that Old Chrysler knew of
these defects, but intended that the Vehicle be purchased and
operated regardless of the defects.
April 2009, Old Chrysler filed for bankruptcy protection in
the United States Bankruptcy Court, Southern District of New
York. On June 1, 2009, the Bankruptcy Court entered an order
authorizing the sale of Old Chrysler's assets to FCA
(“Sale Order”) pursuant to the Master Transaction
Agreement (“MTA”). The sale closed on June 10,
2009 (“Closing” or the “Sale”).
Through the Sale Order, FCA purported to proscribe liability
for any product liability or successor liability claims not
explicitly assumed in the MTA:
Except for the Assumed Liabilities expressly set forth in the
Purchase Agreement . . . [t]he Purchaser shall not be deemed,
as a result of any action taken in connection with the
Purchase Agreement or any of the transactions or documents
ancillary thereto or contemplated thereby or the acquisition
of the Purchased Assets, to: (a) be a legal
successor, or otherwise be deemed a
successor to the Debtors (other than with respect to
any obligations arising under the Assumed Agreements from and
after the Closing); . . . [and] the Purchaser shall not have
any successor, derivative or vicarious
liabilities of any kind or character for any Claims,
including, but not limited to, on any theory of
successor or transferee liability, de
facto merger or continuity, environmental, labor and
employment, products or antitrust liability, whether known or
unknown as of the Closing, now existing or hereafter arising,
asserted or unasserted, fixed or contingent, liquidated or
Order ¶ 35 (emphasis added).
November 19, 2009, the Bankruptcy Court entered a Stipulation
and Agreed Order Approving Amendment Number 4
(“Amendment 4”) to the MTA. Pursuant to
Amendment 4, FCA assumed liability for:
All Product Liability Claims arising from the sale on or
prior to the Closing of motor vehicles or component parts, in
each case manufactured by Sellers or their Subsidiaries and
distributed and sold as a Chrysler, Jeep, or Dodge brand
vehicle . . . solely to the extent such Product Liability
Claims (A) arise directly from motor vehicle accidents
occurring on or after Closing, (B) are not barred by any
statute of limitations, . . . and (D) do not include any
claim for exemplary or punitive damages.
accident occurred in May 2016, almost five years after the
Closing, in a Vehicle designed and manufactured pre-Closing.
Castleman alleges that when the Vehicle rolled, due in part
to the inherent instability of the design, the flaws in the
roof structure caused the roof to collapse, crushing the
“occupant survival space.” Allegedly these
defects, as well as airbag design flaws, caused
Castleman's injuries. Castleman seeks to hold FCA liable
for Old Chrysler's negligent conduct in designing and
manufacturing the Vehicle that caused her injury under the
MTA. Castleman also seeks punitive damages for FCA's
post-Closing conduct. FCA has moved to dismiss
Castleman's Amended Complaint in its entirety.
moves under Fed.R.Civ.P. 12(b)(6) to dismiss Castleman's
Amended Complaint for failure to state a claim. “To
survive a motion to dismiss, 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 (2009) (quoting
Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570
(2007)). “At the motion-to-dismiss stage, [the court]
must accept all the well-pleaded allegations of the complaint
as true and must construe them in the light most favorable to
the plaintiff.” Albers v. Bd. of Cty. Comm'rs
of Jefferson Cty., 771 F.3d 697, 700 (10th Cir. 2014)
(quoting Cressman v. Thompson, 719 F.3d 1139, 1152
(10th Cir. 2013)). “[A] court should disregard all
conclusory statements of law [in the ...