United States District Court, D. South Carolina, Greenville Division
MEMORANDUM OPINION AND ORDER DENYING
IN PART AND DISMISSING WITHOUT PREJUDICE IN PART
DEFENDANTS' MOTION FOR PARTIAL SUMMARY JUDGMENT AND
DENYING PLAINTIFF'S MOTION FOR PARTIAL SUMMARY
GEIGER LEWIS, UNITED STATES DISTRICT JUDGE
case centers around a commercial lease dispute. Much of the
controversy between the parties concerns the condition and
repair of the roof on the subject Facility (the Facility),
which is the subject of the Lease (the Lease). Plaintiff DCHG
Investments brings this action against Defendant IAC
Greenville, LLC (Defendant IACBG) and International
Automotive Components Group North America, Inc, doing
business as IAC Group North America, Inc. (IACBNA),
complaining of breach of contract and seeking to pierce
Defendant IACBG's corporate veil.
allege counterclaims against Plaintiff, including breach of
contract, breach of contract accompanied by a fraudulent act,
and negligence. They attempt to pierce Plaintiff's
corporate veil. The Court has diversity jurisdiction over
this matter under 28 U.S.C. § 1332.
before the Court are Defendants' and Plaintiff's
motions for partial summary judgment. Having considered the
motions, the responses, the replies, the record, and the
applicable law, the Court will deny in part and dismiss
without prejudice in part Defendants' motion for partial
summary judgment and deny Plaintiff's motion for partial
FACTUAL AND PROCEDURAL HISTORY
Automotive, Inc. (JPS) entered into the Lease with Plaintiff
commencing December 23, 2002, for the subject Facility.
Thereafter, JPS and its parent, C&A, filed for bankruptcy
(the bankruptcy). On October 11, 2007, IAC 199 Blackhawk
Road, LLC (IACBB) received JPS's interest in the Lease as
a result of the bankruptcy. IACBB subsequently merged with
is a member-assigned LLC. IACBNA is the sole member and
manager of IACBG.
pertinent portions of the Lease, for purposes of this
4. USE OF PREMISES AS BUSINESS. [The Facility] shall
be used and occupied by the Tenant for the purpose of
warehousing and manufacturing. The Tenant shall, at its
expense, comply with all sanitary laws, ordinances,
protective covenants, and rules and orders of appropriate
governmental authorities protecting the cleanliness,
occupancy, and preservation of [the Facility] during the
terms of the Lease. [The Facility] shall . . . not be used
for any illegal purposes or in any manner to create a
nuisance or trespass.
5. PRESENT CONDITION OF [THE FACILITY]. Tenant stipulates
that it has examined [the Facility] and that it is, at the
time of the Lease, in good order and repair, and in a safe,
clean, and tenantable condition.
. . . .
9. MAINTENANCE OF PREMISES.
A. By Landlord: Landlord shall have no maintenance
responsibilities whatsoever with regard to [the Facility],
except as may be necessitated by the negligence or willful
misconduct of Landlord, its agent(s), employee(s),
contractor(s) or other tenant(s).y be necessitated by the
negligence or wilful B. By Tenant: Tenant shall, at
its sole expense, keep and maintain [the Facility] and
appurtenances in good and sanitary condition and repair
during the term of this Lease, including, without limitation,
the exterior of [the Facility] (including the roof, walls,
foundation, gutters, downspouts, doors and windows, and
structural portions thereof), as well as the heating, gas,
electrical, plumbing, and other similar units and systems
within and serving [the Facility].
Tenant agrees to return [the Facility] in as good a
condition and repair as when possession was first taken,
normal wear and tear, and damage caused by casualty
10. ALTERATIONS AND ADDITIONAL IMPROVEMENTS. Tenant
shall make no material alterations to the building or make
other material improvements to [the Facility], without the
prior written consent of the Landlord, which such consent
shall not be unreasonably withheld. All alterations, changes,
and improvements built, constructed, or placed on [the
Facility] by the Tenant, with the exception of personal
property removable without damage to [the Facility], shall,
unless otherwise provided by written agreement between the
Landlord and ...