Barson v. C.A.M. Solar, Inc.

          OPINION AND ORDER GRANTING MOTION FOR SUMMARY JUDGMENT

          Marcia S. Krieger, Senior United States District Judge.

         THIS MATTER comes before the Court pursuant to Defendant Brian Cullen's Motion to Dismiss (# 35), Mr. Barson's response (# 40), and Mr. Cullen's reply (# 47); Mr. Cullen's Motion for Summary Judgment (# 43), Mr. Barson's response (# 53), and Mr. Cullen's reply (#62) ; Mr. Barson's Motion to Strike (# 58) the Defendants' Amended Answer (# 28), and the Defendants' response (# 68); and certain collateral motions that will be addressed herein.

         FACTS

         The Court provides a summary of the pertinent facts herein and elaborates as necessary in its analysis.

         On January 15, 2018, Mr. Barson commenced this action in the Colorado District Court for the County of Denver. The Complaint in that action, which remains the operative pleading herein, alleges that as of April 2017, Mr. Barson was the owner of a company called E Squared Solar, LLC (“E Squared”). On April 19, 2017, Mr. Barson agreed to sell E Squared's physical assets and business rights to Defendant C.A.M. Solar, Inc. (“CAM”). The terms of the agreement called for Mr. Barson to receive a portion of CAM's profits, as well as an equity interest in CAM based on its sales over a given period of time. Mr. Barson joined CAM as part of its sales team.

         On July 28, 2017, CAM terminated Mr. Barson's employment. Mr. Barson alleges that CAM breached its contract with him by failing to pay his salary, profits owed under the sales agreement, and commissions, as well as to tender the equity stake called for by the sales agreement. Mr. Barson also asserts a claim for civil theft, presumably under Colorado law, against Mr. Cullen, CAM's President, relating to the CAM equity and profits that CAM has refused to pay to Mr. Barson. Finally, Mr. Barson asserts a claim for a declaratory judgment regarding his entitlement to CAM equity and assets.

         Now pending before the Court are several motions, described in detail below.

         ANALYSIS

         A. Motion to Strike Amended Answer

         On December 20, 2018, the Defendants moved (# 38) for leave to file an Amended Answer. Consistent with D.C. Colo. L. Civ. R. 15.1(b), the motion contained a redline version of the Defendants' proposed amendments. The Court granted (# 46) that motion, and the Defendants then filed their Amended Answer (# 48). The Amended Answer's text differs in certain respects from that found in the redline version attached to the Defendants' motion to amend. Mr. Barson has moved (# 58) to strike the Amended Answer, and the Defendants have responded that the textual changes are merely stylistic, not substantive.

         The purpose of Local Rule 15.1(b) is to ensure that all parties are aware of the amended pleading that is being contemplated and that any rulings the Court makes with regard to such pleadings are neither evaded nor rendered advisory by subsequent modifications to the proposed language. Accordingly, the Court does not permit amended pleadings as filed to differ from those proposed and approved under Local Rule 15.1(b) unless such modifications are ordered by the Court.

         In litigation that is already contentious and shows few signs of relenting, the Court will not waste time addressing issues that reflect lack substantive or procedural significance. It is not necessary to definitively determine whether the modifications made by the Defendants to their proposed amended answer are substantive or stylistic. Rather, the Court deems proposed pleading found at pages 40-52 of Docket #38 to replace the document filed at Docket #48. In this respect, Mr. Barson's motion is granted in part and denied in part.

         B. Mr. Cullen's motions

         Mr. Cullen has filed both a motion to dismiss (# 35) and motion for summary judgment (# 43) ...