1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 DE ROCHA EXPRESS, INC, Case No. 24-cv-02037-JST

8 Plaintiff,

ORDER GRANTING DEFENDANT’S

9 v. MOTION TO DISMISS

10 COMBINED RESOURCES, INC., Re: ECF No. 15 Defendant. 11

12 13 Before the Court is Defendant Combined Resources, Inc.’s motion to dismiss Plaintiff De 14 Rocha Express, Inc.’s complaint for failure to state a claim or, alternatively, for a more definite 15 statement. ECF No. 15. The Court will grant the motion to dismiss with leave to amend and deny 16 the motion for a more definite statement as moot. 17 I. BACKGROUND1 18 De Rocha “provides the transportation fleet necessary to assist businesses in the cleanup of 19 recycled materials such as cardboard.” ECF No. 1 ¶ 5. “On or about August 1, 2022, [the parties] 20 entered into an oral agreement.” Id. ¶ 6. Pursuant to this oral agreement, De Rocha agreed to 21 “collect cardboards [sic] from various locations within California” identified by Combined 22 Resources, id., and “transport them to designated recycl[ing] locations within California,” id. ¶ 10. 23 Combined Resources agreed to pay De Rocha “for employees, for trailers, and per load.” Id. ¶ 6. 24 De Rocha collected the cardboard at the requested locations, transported them, and “incurred 25 $145,000 in costs and fees.” Id. ¶¶ 6, 10. Combined Resources “breached the agreement with 26

27 1 The facts are taken from the complaint except where otherwise stated. See AE ex rel. Hernandez 1 Plaintiff by refusing to pay for the cardboard load, for Plaintiff[’s] employees, and for the cost of 2 transportation.” Id. ¶ 11. De Rocha now brings a breach of contract claim against Combined 3 Resources, alleging damages of $145,000. Id. 4 II. JURISDICTION 5 The Court has jurisdiction under 28 U.S.C. § 1332. 6 III. REQUEST FOR JUDICIAL NOTICE 7 Combined Resources requests judicial notice of several documents relating to a separate 8 case between the same parties in Illinois state court. ECF No. 16; see also Fed. R. Evid. 201(b). 9 Combined Resources appears to be attempting to show that De Rocha brought this complaint in 10 retaliation for Combined Resources’ successful prosecution of the Illinois case. 11 “Generally, district courts may not consider material outside the pleadings when assessing 12 the sufficiency of a complaint under Rule 12(b)(6).” Khoja v. Orexigen Therapeutics, Inc., 899 13 F.3d 988, 998 (9th Cir. 2018) (citing Lee v. City of Los Angeles, 250 F.3d 668, 688 (9th Cir. 14 2001). “When ‘matters outside the pleading are presented to and not excluded by the court,’ the 15 12(b)(6) motion converts into a motion for summary judgment under Rule 56. Fed. R. Civ. P. 16 12(d). Then, both parties must have the opportunity ‘to present all the material that is pertinent to 17 the motion.’” Id. (citing Lee, 250 F.3d at 688). 18 There are exceptions to this general rule, such as the incorporation-by-reference doctrine 19 and judicial notice, but Combined Resources does not rely on those exceptions and the Court finds 20 they do not apply. Combined Resources’ request for judicial notice is denied. 21 IV. LEGAL STANDARD 22 To survive a motion to dismiss under Rule 12(b)(6) of the Federal Rules of Civil 23 Procedure, a complaint must contain “a short and plain statement of the claim showing that the 24 pleader is entitled to relief.” Fed. R. Civ. P. 8(a)(2). Dismissal “is appropriate only where the 25 complaint lacks a cognizable legal theory or sufficient facts to support a cognizable legal theory.” 26 Mendiondo v. Centinela Hosp. Med. Ctr., 521 F.3d 1097, 1104 (9th Cir. 2008). “A complaint 27 must contain sufficient factual matter, accepted as true, to ‘state a claim to relief that is plausible 1 550 U.S. 544, 570 (2007)). Factual allegations need not be detailed, but facts must be “enough to 2 raise a right to relief above the speculative level.” Twombly, 550 U.S. at 555. 3 “A claim has facial plausibility when the plaintiff pleads factual content that allows the 4 court to draw the reasonable inference that the defendant is liable for the misconduct 5 alleged.” Iqbal, 556 U.S. at 678. While this standard is not “akin to a ‘probability 6 requirement,’ . . . it asks for more than a sheer possibility that a defendant has acted unlawfully.” 7 Id. (quoting Twombly, 550 U.S. at 556). “Where a complaint pleads facts that are ‘merely 8 consistent with’ a defendant’s liability, it ‘stops short of the line between possibility and 9 plausibility of entitlement to relief.’” Id. (quoting Twombly, 550 U.S. at 557). In determining 10 whether a plaintiff has met the plausibility requirement, a court must “accept all factual allegations 11 in the complaint as true and construe the pleadings in the light most favorable” to the 12 plaintiff. Knievel v. ESPN, 393 F.3d 1068, 1072 (9th Cir. 2005).2 13 V. DISCUSSION 14 Combined Resources argues that De Rocha fails to state a cognizable claim for breach of 15 contract. ECF No. 15 at 5–7. 16 “The elements of a breach of oral contract claim are the same as those for a breach of 17 written contract.” R&R Surgical Inst. v. Health Care Serv. Corp., No. 23-cv-2120-DSF-GJSx, 18 2023 WL 8008979, at *2 (C.D. Cal. July 27, 2023) (quoting Stockton Mortg., Inc. v. Tope, 233 19 Cal. App. 4th 437, 453 (2014)). “In order to state a claim for breach of contract, plaintiff must 20 allege: (1) a contract; (2) plaintiff’s performance or excuse for nonperformance; (3) defendant’s 21 breach; and (4) damage to plaintiff therefrom.” Belluomini v. Citigroup, Inc., No. 13-cv-01743- 22 CRB, 2013 WL 3855589, at *3 (N.D. Cal. July 24, 2013). 23 Under California law, the first element—the existence of a contract—is in turn comprised 24 of four elements: “parties capable of contracting; their consent; a lawful object; and a sufficient 25 cause or consideration.” R&R Surgical Inst., 2023 WL 8008979, at *2 (citing Cal. Civ. Code 26 2 De Rocha relies on Conley v. Gibson for the proposition that “a court may not dismiss a 27 complaint ‘unless it appears beyond doubt that the plaintiff can prove no set of facts in support of 1 § 1550). Consent must be free, mutual, and communicated by each to the other. Roth v. Malson, 2 67 Cal. App. 4th 552, 557 (1998) (citing Cal. Civ. Code, § 1565). “Consent is not mutual, unless 3 the parties all agree upon the same thing in the same sense.” Cal. Civ. Code § 1580. 4 “To state a cause of action for breach of contract, it is absolutely essential to plead the 5 terms of the contract either in haec verba or according to legal effect.” Twaite v. Allstate Ins. Co., 6 216 Cal. App. 3d 239, 252 (1989). A plaintiff fails to sufficiently plead the terms of the contract if 7 he does not allege in the complaint the terms of the contract or attach a copy of the contract to the 8 complaint. Id. Furthermore, to be enforceable, “a contract must be sufficiently definite for the 9 court to ascertain the parties’ obligations and to determine whether those obligations have been 10 performed or breached.” Sateriale v. R.J. Reynolds Tobacco Co., 697 F.3d 777, 789 (9th Cir. 11 2012). “The terms of a contract are reasonably certain if they provide a basis for determining the 12 existence of a breach and for giving an appropriate remedy.” Id. (internal citation and quotation 13 marks omitted). 14 De Rocha’s complaint fails to allege several of the elements necessary for a breach of 15 contract claim. For example, the complaint is devoid of any allegations regarding the parties’ 16 mutual intent to enter a contract. De Rocha also fails to allege the terms of the contract, including 17 any allegation that Combined Resources promised to pay a specific amount, or in exchange for 18 what. Because De Rocha has failed to allege facts regarding the terms of the contract, he also 19 cannot plausibly allege breach. See Langan v. United Servs. Auto. Ass’n, 69 F. Supp. 3d 965, 20 979–980 (N.D. Cal. 2014) (dismissing a complaint where the court could not discern what 21 material obligation the defendant breached because the court did not know the terms of the 22 contract); Hobbs v. Wells Fargo Bank N.A., No. 12-cv-4060-RS, 2013 WL 3200612, at *3 (N.D. 23 Cal. June 24, 2013) (dismissing a claim for breach of an oral contract where “the complaint fails to 24 allege adequately how such an oral contract was formed, the terms thereof, or how it was 25 breached”). 26 These deficiencies require the Court to dismiss Plaintiff’s complaint. See R&R Surgical 27 Inst., 2023 WL 8008979, at *3 (dismissing a claim for breach of an oral contract where the 1 agreed by the parties and that HCSC promised to pay that amount”). Combined Resources’ 2 || motion to dismiss is granted. 3 CONCLUSION 4 The Court grants Combined Resources’ motion to dismiss. De Rocha may file an amended 5 complaint solely to attempt to cure the deficiencies identified herein within 21 days of the date of 6 || this order if he can do so in good faith. Failure to file a timely amended complaint will result in 7 || dismissal with prejudice. Combined Resources’ motion for a more definite statement is denied as 8 || moot. 9 The Court sets a further case management conference on January 14, 2025 at 2:00 p.m. 10 || Updated case management statements are due January 7, 2025. 11 IT IS SO ORDERED. 12 Dated: October 15, 2024 .

JON S. TIGAR

14 nited States District Judge

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