Gould Electronics Inc. v. Livingston County Road Commission, 2:17-cv-11130

Gould sued LCRC in a 2009 action over responsibility for TCE contamination on adjacent properties; the parties entered a Tolling Agreement and stipulated dismissal without prejudice in 2012 with an order preserving the prior record, JFPO, legal positions, and limiting new discovery.
The dismissal order specified that a "New Case" would be bound by the prior record and JFPO and proceed on an expedited basis.
Gould filed the New Case in April 2017 asserting CERCLA and NREPA claims and seeking access to LCRC property; LCRC moved to dismiss (denied).
LCRC filed an amended answer and, in May 2019, sought leave to further amend to add numerous affirmative defenses, a jury demand, and counterclaims (including CERCLA contribution) beyond those in the Prior Action’s JFPO.
Gould moved to strike LCRC’s jury demand and any affirmative defenses or claims not preserved by the Tolling Agreement/JFPO, and argued the JFPO is binding on scope of claims and defenses.
The court enforced the Tolling Agreement/JFPO: it limited the pleadings to the claims, defenses, and legal positions preserved in the JFPO; granted LCRC leave only to assert those JFPO defenses/counterclaims; struck newly added defenses and the jury demand; and ordered Gould to amend its complaint to conform.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether LCRC may amend its answer/counterclaim to add claims and defenses beyond those in the Prior Action/JFPO	The JFPO and Tolling Agreement are binding; LCRC cannot raise new claims/defenses now	LCRC needs to add claims/defenses to respond to expanded allegations and to resolve all disputes now	Court: Amendment allowed only to assert defenses and counterclaims that were in the JFPO; other new claims/defenses denied
Whether LCRC may add a CERCLA contribution counterclaim when JFPO reflected cost-recovery and contribution positions	Gould: LCRC bound by prior legal positions; cannot convert or expand claims now	LCRC: contribution claim involves same facts and should be adjudicated here	Court: LCRC limited to the counterclaims reflected in the JFPO; new CERCLA contribution beyond JFPO not allowed
Whether LCRC may assert new affirmative defenses not in the JFPO	Gould: new defenses were waived/not preserved by the Tolling Agreement and JFPO	LCRC: seeks to "streamline" defenses and add ones necessary to defend current pleadings	Court: New affirmative defenses stricken; LCRC may assert only defenses preserved in JFPO
Whether LCRC is entitled to a jury trial given prior agreement	Gould: Parties agreed to bench trial in Prior Action; jury demand waived and binding	LCRC: requests jury to avoid separate later suit and for full adjudication	Court: Jury demand struck; LCRC waived jury right in Prior Action and is bound by that choice

Foman v. Davis, 371 U.S. 178 (1962) (leave to amend pleadings should be freely given absent undue delay, bad faith, prejudice, or futility)