United States District Court, D. South Carolina, Columbia Division
Machinery Solutions, Inc., Frank Carl Amick, and James B. Dubose, Plaintiffs,
Doosan Machine Tool America Corporation f/k/a Doosan Infracore America Corporation, Defendant.
ORDER AND OPINION
Machinery Solutions, Inc. (“MSI”), Frank Carl
Amick and James B. Dubose (collectively
“Plaintiffs”) filed this action seeking a
declaration that they do not owe $657, 678.00 to Defendant
Doosan Machine Tool America Corporation (“DMTAC”
or “Defendant”) f/k/a Doosan Infracore America
Corporation. (ECF No. 1-1.)
matter is before this court by way of Plaintiffs' Motion
to Alter or Amend pursuant to Rule 59(e) of the Federal Rules
of Civil Procedure (“Rule 59(e) Motion). (ECF No. 14.)
Specifically, Plaintiffs seek to alter or amend the
court's Order entered on March 21, 2017 (the “March
Order”), that granted Defendant's Motion to Dismiss
(ECF No. 5) and dismissed the matter. Defendant opposes
Plaintiffs' Motion to Alter or Amend asserting that they
have failed to offer an appropriate basis for granting the
requested relief. (ECF No. 15.) For the reasons set forth
below, the court GRANTS IN PART
Plaintiffs' Rule 59(e) Motion.
BACKGROUND RELEVANT TO PENDING MOTION
27, 2016, Plaintiffs allege that Frank Carl Amick and James
B. Dubose received a demand letter (the “June
Letter”) from Defendant's attorney requesting that
Plaintiffs pay $657, 678.00 to Defendant by July 5, 2016.
(ECF No. 1-1 at 5 ¶ 2.) On July 1, 2016, Plaintiffs
filed a declaratory judgment action in the Lexington County
(South Carolina) Court of Common Pleas captioned
Machinery Solutions, Inc. v. Doosan Infracore America
Corporation, No. 2016-CP-32-02317 (Lexington Cnty. C.P.
July 1, 2016). Plaintiffs sought a declaration that MSI does
not have to pay $657, 678.00 owed to Defendant because
Plaintiffs have a pending lawsuit against Defendant for an
alleged amount greater than $657, 678.00. Plaintiffs alleged
that MSI is “entitled to await a determination of the
amount of its own claim against Defendant before having to
pay Defendant anything.” (ECF No. 1-1 at 6 ¶ 5.)
Plaintiffs further alleged that MSI is “entitled to
offset any amounts it might possibly owe to Defendant.”
(Id. at ¶ 4.) In this regard, the only
identifiable claim made by Plaintiffs was for offset, or
“set-off” as it is also known.
removing the matter to this court on August 3, 2016 (ECF No.
1), Defendant filed a Motion to Dismiss “on the grounds
that the Complaint fails to state a plausible claim for
relief and that this Court lacks subject matter jurisdiction
over the Declaratory Judgment claim.” (ECF No. 5 at 1.)
Thereafter, the court entered the March Order and dismissed
Plaintiffs' Complaint with prejudice. (ECF No. 12.) On
April 17, 2017, Plaintiffs filed the instant Motion to Alter
and Amend. (ECF No. 14.)
court has jurisdiction over this matter pursuant to 28 U.S.C.
§ 1332(a)(1) based on Defendant's allegations that
there is complete diversity of citizenship between Plaintiffs
and Defendant, and the amount in controversy herein exceeds
the sum of Seventy-Five Thousand ($75, 000.00) Dollars,
exclusive of interest and costs. (See ECF No. 1 at 2
¶ 3.) MSI is a corporation organized under the laws of
South Carolina with its principal place of business in
Lexington County, South Carolina. (ECF No. 1-1 at 5 ¶
1.) Frank Carl Amick, and James B. Dubose live and work in
Lexington County, South Carolina. (Id.) Defendant is
incorporated in the State of New York and has its principal
place of business in Suwanee, Georgia. (ECF No. 1 at 2 ¶
3a.) Moreover, the court is satisfied that the amount in
controversy exceeds $75, 000.00 in accordance with
DMTAC's representation. (Id. at ¶ 3b.)
seek to alter or amend the March Order pursuant to Rule
59(e). Rule 59 allows a party to seek an alteration or
amendment of a previous order of the court. Fed.R.Civ.P.
59(e). Under Rule 59(e), a court may “alter or amend
the judgment if the movant shows either (1) an intervening
change in the controlling law, (2) new evidence that was not
available at trial, or (3) that there has been a clear error
of law or a manifest injustice.” Robinson v. Wix
Filtration Corp., 599 F.3d 403, 407 (4th Cir. 2010). It
is the moving party's burden to establish one of these
three grounds in order to obtain relief. Loren Data Corp.
v. GXS, Inc., 501 F. App'x 275, 285 (4th Cir. 2012).
The decision whether to reconsider an order under Rule 59(e)
is within the sound discretion of the district court.
Hughes v. Bedsole, 48 F.3d 1376, 1382 (4th Cir.
1995). A motion to reconsider should not be used as a
“vehicle for rearguing the law, raising new arguments,
or petitioning a court to change its mind.” Lyles
v. Reynolds, C/A No. 4:14-1063-TMC, 2016 WL 1427324, at
*1 (D.S.C. Apr. 12, 2016) (citing Exxon Shipping Co. v.
Baker, 554 U.S. 471, 485 n.5 (2008)).
The Parties' Arguments
their Rule 59(e) Motion, Plaintiffs first argue that the
March Order “in its current form could have the
unintended consequence of preventing” them from raising
set-off in Defendant's subsequently filed
action in which it seeks “damages that
include the amount of money set forth in the June 
[L]etter.” (ECF No. 14-1 at 2-3.) Plaintiffs specify
that by finding in the March Order (see ECF No. 12
at 8-9) that a claim for set-off requires a sum certain, the
court “creates a potential problem” because
Defendant “may attempt to argue that the Court's
ruling in the Motion to Dismiss in this action precludes MSI
from asserting its set-off claim as a defense in [the
subsequently filed] Case 2.” (ECF No. 14-1 at 3.)
Therefore, Plaintiffs ask the court to amend the March Order
to remove the finding that set-off requires a sum certain.
next assert that the March Order's finding that set-off
requires a sum certain “is too restrictive and does not
constitute the law of South Carolina.” (Id. at
2.) Plaintiffs argue that the court's citation to
Holley v. Rabb, 46 S.C.L. 185, 187 (S.C. 1859)
(see ECF No. 12 at 9), was erroneous because the
case “does not stand for the proposition that the exact
amount of a set-off must be known in order to assert a
set-off defense.” (Id. at 5.) Plaintiffs
further argue that Bryce v. Parker, 11 S.C. 337, 341
(1879), is “the law of this State” and supports
the proposition “that a set-off defense is proper, even
if the precise amount of the claimed set-off cannot be stated
when the defense is asserted.” (ECF No. 14-1 at 6.)
Plaintiffs argue that “MSI's decision to assert
set-off as a claim rather than a defense was proper.”
(ECF No. 14-1 at 2.) In support of their argument, Plaintiffs
maintain that before Defendant filed Case 2, it was ...