United States District Court, N.D. Ohio, Eastern Division
JOHN O. HENDERSON, et. al., Plaintiffs,
CHESAPEAKE EXPLORATION LLC, et al., Defendants.
MEMORANDUM OF OPINION AND ORDER [RESOLVING ECF NO.
Y. Pearson, United States District Judge.
is Defendants Chesapeake Exploration, L.L.C. and CHK Utica
L.L.C.'s motion for summary judgment. ECF No. 21. The
matter has been fully briefed. See ECF Nos. 21, 25,
and 26. For the reasons given below, Defendants' motion
for summary judgment is denied.
John O. Henderson and Virginia E. Henderson (the
“Hendersons”) are two elderly individuals who own
over 100 acres of property in Carroll County,
Ohio. ECF No. 21 at PageID #: 147. In 2015, the
Probate Court of Carroll County appointed Plaintiffs Susan
Culp and Sharon Maple as guardians of the Hendersons due to
their dementia and Alzheimer's disease. ECF No. 21-5 at
PageID #: 201-04. Plaintiffs seek declaratory relief voiding
two contractual agreements the Hendersons entered into in
2010 and 2013, years before they were appointed guardians.
2010, the Hendersons entered into an agreement (“2010
Agreement”) with Anschutz Exploration Corporation
(“Anschutz”) to lease part of their land for oil
and gas drilling. ECF No. 21-1. Although their signatures
were affixed at the bottom of the lease document, the
Hendersons do not remember entering into this agreement.
See ECF No. 21-1 at PageID #: 165; 21-4 at PageID #:
192. None of the Defendants were involved in the agreement to
lease the Hendersons' land in 2010. See ECF No.
2012, Anschutz assigned its interest in the lease agreement
with the Hendersons to Defendants. ECF No. 21-8 at PageID #:
267, ¶¶ 6-8. In 2013, three years after the 2010
Agreement was signed, Defendants and the Hendersons signed an
Amendment and Ratification to the original contract
(“2013 Amendment”), granting Defendants license
to drill and produce twice the size of the oil and gas
development units on their land than the Hendersons agreed to
in 2010. See ECF No. 21-3 at PageID #: 171-73.
Defendants subsequently created a drilling unit on the land
that continues to produce oil and gas. ECF No. 21 at PageID
#: 148. The Hendersons signed the 2013 Amendment, but they
“have been consistently unable to talk about the
subject lease agreement” and “have denied that
they entered into any agreements related to their
property.” See ECF No. 21-3 at PageID #: 173;
ECF No. 21-4 at PageID #: 192.
2014, Ms. Henderson's daughters, Plaintiffs Susan Culp
and Sharon Maple, sought guardianship over the Hendersons.
See ECF No. 21-5. As mentioned above, Culp and Maple
were appointed guardianship in 2015. Id.
Culp and Maple sought guardianship, the Hendersons had signed
a land deed with a separate party in 2014. ECF No. 21-4 at
PageID #: 190. Litigation over the enforcement of this real
estate transaction ensued but the matter was settled in 2017.
Id. Dr. Matthew Inman, the Hendersons' treating
physician since 2006, was deposed in that case and Plaintiffs
disclosed that deposition to Defendants during
discovery. See ECF No-21-4 at PageID #
189-90; see also ECF No. 21-6. In his deposition,
Dr. Inman testified about his treatment of the Hendersons and
provided opinions about their medical conditions,
specifically dementia and Alzheimer's disease.
See ECF No. 21-6 at PageID #: 210-213, 217-19.
2, 2018, Plaintiffs filed this suit seeking to avoid
enforcement of the 2010 Agreement and the 2013 Amendment on
the basis that the Hendersons were not competent to enter the
contract. ECF No. 1-2. Defendants removed the case based on
diversity jurisdiction. ECF No. 1.
Standard of Review
judgment is appropriately granted when the pleadings, the
discovery and disclosure materials on file, and any
affidavits show “that there is no genuine dispute as to
any material fact and the movant is entitled to judgment as a
matter of law.” Fed.R.Civ.P. 56(a); see also
Johnson v. Karnes, 398 F.3d 868, 873 (6th Cir. 2005).
The moving party is not required to file affidavits or other
similar materials negating a claim on which its opponent
bears the burden of proof, so long as the movant relies upon
the absence of the essential element in the pleadings,
depositions, answers to interrogatories, and admissions on
file. Celotex Corp. v. Catrett, 477 U.S. 317, 322
(1986). The moving party must “show that the non-moving
party has failed to establish an essential element of his
case upon which he would bear the ultimate burden of proof at
trial.” Guarino v. Brookfield Twp. Trustees.,
980 F.2d 399, 403 (6th Cir. 1992).
the movant makes a properly supported motion, the burden
shifts to the non-moving party to demonstrate the existence
of a genuine dispute. An opposing party may not simply rely
on its pleadings; rather, it must “produce evidence
that results in a conflict of material fact to be resolved by
a jury.” Cox v. Ky. Dep't of Transp., 53
F.3d 146, 150 (6th Cir. 1995). To defeat the motion, the
non-moving party must “show that there is doubt as to
the material facts and that the record, taken as a whole,
does not lead to a judgment for the movant.”
Guarino, 980 F.2d at 403. In reviewing a motion for
summary judgment, the Court views the evidence in the light
most favorable to the non-moving party when deciding whether
a genuine issue of material fact exists. Matsushita Elec.
Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587-88
(1986); Adickes v. S.H. Kress & Co., 398 U.S.
mere existence of some factual dispute between the parties
will not defeat an otherwise properly supported motion for
summary judgment . . . .” Scott v. Harris, 550
U.S. 372, 380 (2007) (quoting Anderson v. Liberty Lobby,
Inc., 477 U.S. 242, 247-48 (1986)). The fact under
dispute must be “material, ” and the dispute
itself must be “genuine.” A fact is
“material” only if its resolution will affect the
outcome of the lawsuit. Scott, 550 U.S. at 380. In
determining whether a factual issue is “genuine,
” the Court assesses whether the evidence is such that
a reasonable jury could find that the non-moving party is
entitled to a verdict. Id. (“[Summary
judgment] will not lie . . . if the evidence is such that a
reasonable jury could return a verdict for the nonmoving
Dr. Inman's Deposition Testimony
preliminary matter, the Court must determine whether Dr.
Inman's deposition testimony from a different case about
the Hendersons' incompetency may be considered when
ruling on the motion. Dr. Inman's deposition was taken in
a separate case in which Plaintiffs similarly sought to avoid
enforcement of a different contract because they claimed that
the Hendersons lacked capacity to enter the agreement. ECF
No. 21-6. Plaintiffs rely heavily on Dr. Inman's
deposition in their opposition to Defendants' summary
judgment motion. See ECF No. 25.
Court ordered the parties to provide all expert discovery to
each other by March 15, 2019. ECF No. 14 at PageID #: 109.
Although Plaintiffs did not provide an expert report or
summary of opinions or facts, they provided a copy of Dr.
Inman's deposition to Defendants seven days before the