D.A. Osguthorpe Family Partnership v. ASC Utah, Inc.

CATE thе district court’s award of attor- HOLLOWAY, Circuit Judge. ney’s fees and REMAND the matter to the district court findings for detailed INTRODUCTORY STATEMENT fact sufficient to meaningful appel- afford ago, Some time began this lawsuit in late review of its award. then,

Utah state court. litigation Since I. BACKGROUND has not so much developed as it has metas- parties proliferated, tasized: have claims A. Setting Factual collided, have and issues have become inti- County, Summit a place Utah is mately entangled. Eventually, one of the rugged, beauty. such, mountainous As it frustrated suitors looked to the federal ripe development for tourism and relief, courts for asking stay for a of all recreational pursuits. This is not without state-court proceedings and an order com- its problems. 1990s, In the early Wolf pelling arbitration state-court Rеsorts, Mountain began acquiring L.C. claims. The federal district court declined City, land around Park Utah with the aim so, case, to do dismissed the and awarded all-season, of creating an “world class” re attorney’s fees to prevailing party. sort destination.2 App. In 196. appeal This asks whether the federal Wolf Mountain leased about 560 acres of district court correctly that, determined County Summit property from the D.A. simply put, the federal stay court should Osguthorpe Family Partnership, which out of the still-unfolding state-court con- owns ranchlands Summit County.3 The separate 1.There appeals are three pertains at issue in to the district court's award of attor- appeals—Nos. this case. These 11- ney’s separate fees. All issues raised in these 4113, and 11-4159—were consolidated for appeals will comprehensively be resolved purposes briefing argument. and oral No. today. us in our decision 11-4062 interlocutory appeal came to us on from the district denying court’s order Although party appeal, a named on Wolf appellant's Compelling "Motion for Order Ar- participate Mountain did not briefing in the Stay, bitration and to Temporary for a Re- argument or oral of this case. straining Preliminary Injunction Order and Expedited and for 3. We property Resolution.” note that the nature No. 11-4113 of the appeal granted is a direct by Osguthorpe from the interest district court’s been Finally, dismissal of the subject case. No. dispute 11-4159 of some in the Utah state Litigation B. The State-Court contemplated that the parties the ski part be as parcel would used things enough, began to sour be- Soon involve planned use would resort. and tween ASC Utah Wolf Mountain. The installation, opera “the maintenance stalled, golf-course proposed development lifts, making, two ski tion of snow May County of 2006 Summit de- trails related clearing of ski and such other clared Wolf Mountain to have defaulted facilities, be structures and roads Development Liti- Agreement. under the Id. at 245. required.” gation rapidly ensued. In June Utah, sued Mountain also enlisted ASC ASC Utah Wolf Mountain for various Wolf In help realizing alleged Inc. its vision. breaches Ground Lease and Agreement. interest property Development Mountain leased its The lawsuit Wolf brought County, to ASC under a 200- in Summit dis- in the resort was effect, ASC trict which sits in Third Judi- year “Ground Lease.” Utah’s development promptly undertake the cial District. Wolf Mountain Utah would resort, countersued, the which and the court operation planned state district and course, area, golf a ski the ASC and was to include consolidated Utah Wolf condominiums, At and tourist accom- Mountain suits. around the same assorted agreement August 2006—Osguthorpe In modations. the lease time—in Osguthorpe brought against and a state-court action Wolf between Wolf Mountain Mountain, to to alleging amended allow ASC Utah breaches of their 1996 was also Osgu- initially operations agreement. Osguthorpe ski-resort on the lease conduct County, in Salt the thorpe lands. filed its suit Lake but County Lake trans- Salt district Utah, year, following The ASC Wolf to the neighboring ferred the case Summit Mountain, Osguthorpe, Coun- and Summit County Osguthorpe also not ty (аlong parties with numerous other a brought separate against action ASC case) in this their involved memorialized Osguthorpe’s protests, in 2007. Over Utah plans in entitled development a document County district court consoli- the Summit Development “Amended and Restated the extant dated suits into the Canyons Specially for Agreement litigation in Au- ASC Utah-Wolf Mountain Area, Basin, Snyderville Planned Summit gust of County, Development Agree- The Utah.” new eigh- year significant for the of an The next saw two ment called construction course, litigation. in the golf developments ongoing for which Summit teen-hole First, court’s Osgu- sought Mountain the County property owners—including Wolf Upon grant parties to tracts of land to add new to the suit. thorpe—agreed the leave request, golf completion. the of its Mountain necessary for course’s the denial Wolf for under the give high further to filed a demand arbitration parties agreed The a mo- golf Agreement, along with priority development. Development to the course’s Although the Agreement compel an arbitration. Development The contained tion to County permitted proceeded had in provision, litigation arbitration and it also Summit previous years, County parties to to court for the three declare the Summit any party the first time that in if certain were this marked be default conditions arbitrate purported right a to timely met. had invoked courts, interest is not litigation exact classification of that both in this and elsewhere. See, e.g., ex Smith Smith rel. Estate the case now us. relevant to before (Utah Ct.App.2002). Osguthorpe, P.3d Development Agree- County dispute reopened Summit district court pleadings ment. to to allow assert 19, 2010, supplemental July claims. On County The Summit district court de- Osguthorpe brought against new claims compel motion to nied Wolf Mountain’s both ASC Utah and Wolf Mountain under arbitration, appealed. Mountain Wolf Development Agreement. Septem- On published opinion, Supreme the Utah 20, 2010—during pendency ber of Wolf upheld trial state court’s deci- Mountain’s appeal County of the Summit sion, holding that Wolf Mountain had district court’s denial of motion its to com- right by actively waived to arbitrate pel arbitration—Osguthorpe filed a “Mo- substantially participating the liti- tion Compel Stay Arbitration and to All gation years before asserting ever Bearing Claims This Action on or Relat- right contractual of arbitration. See ASC ing Any Way Any Alleged Default Utah, Resorts, L.C., Inc. v. Mountain Wolf the [Development] Agreement” Under (Utah (“Wolf 2010) 245 P.3d state court. Osguthorpe argued that the clearly Mountain had the pursue intent to arbitration Development clause through litigation matters rather than to Agreement required the arbitration of all arbitration.”). seek acknowledging While arising claims issues under the Devel- the importance right of the contractual opment Agreement—not only those arbitration, be- the Utah Court ex- tween Osguthorpe, ASC and Wolf plained Mountain, but also those that had been public policy favors arbitration litigated solely between ASC Utah and agreements only they provide insofar as Wolf Mountain. a speedy inexpensive adju- and means of dicating disputes, and reduce strain on Supreme Utah Court issued its judicial case, In resources. this enforc- mandate in ASC Inc. v. Moun- Wolf ing agreement the arbitration would un- Resorts, tain L.C. on November 2010. policy dercut both rationales: arbitra- Hilder, The Honorable Robert K. a Utah point tion at this would be neither a state-court judge and a defendant-appellee speedy way and inexpensive adjudi- to case, in this Osguthorpe’s denied motion to dispute, cate this nor a means of reduc- arbitration, alia, compel inter the next ing judicial strain on resources. Public motion, day. denying In Judge the Hilder policy by finding is better served waiver noted that Osguthorpe was “situated dif- party where a participated litiga- ferently from Wolf for several [Mountain] point tion to a inconsistent with an in- reasons, differently but not so that can [it] arbitrate, tent to partic- when such compel any arbitration of claims or defens- ipation prejudice causes to the other ines App. consolidated action.” party. omitted). (emphasis This was because Id. at 197. “the policies underlying arbitration have been so violated in this case arbitra-

Also in County Summit declared option open any tion is not an party.” to Osguthorpe had defaulted under the said, Judge Id. That recog- Hilder also Development Agreement by failing to set nized that Osguthorpe’s supplemental portion property aside the of its needed for building golf arising the claims under the Development course. Because the issu- gave Agreement ance of the default notice were of much rise to mоre recent vin- tage additional claims and defenses than the Development Agreement under the Development Agreement that had not claims that pre- litigated had been between viously been Osguthorpe, available to the ASC Utah and Mountain Wolf since 2006. Proceedings C. in Federal District fact, Judge gave Hilder of this light In Court any or all of leave to dismiss Osguthorpe claims “with- Development Agreement its Facing trial in prospect the of imminent a reason- re-filing to within prejudice out County Osguthorpe Summit adjudicated after this case able time relief, fil- turned to the federal courts for judgment.” final appealable and through ing this in the States District case United words, Osguthorpe In February at 137. other Id. the District Utah on (1) litigate to its De- asked Osguthorpe continue the federal could either First, things. in the for several Agreement claims consol- district court velopment declaratory judg- action, (2) Osguthorpe requested voluntarily dismiss idated arbitration, right ment that it had a to them to arbi- claims and then submit those it Arbi- guaranteed to under Federal of the ASC after the conclusion tration Act, §§ Osguthorpe tration 1-16. 9 U.S.C. litigation Mountain the con- Utah-Wolf sought state- staying also an order action. solidated § proceedings under 9 35 and U.S.C. acceptable, Os- Finding neither course under 9 compelling an order arbitration Judge promptly appealed Hild- guthorpe addition, § al- Osguthorpe 4.6 In U.S.C. Court, Supreme ruling to the er’s Utah § leged Judge under U.S.C. interlocutory appeal remains Third District Hilder and Utah’s Judicial Judge asked Osguthorpe also pending.4 Court, as col- operating state аctors hearing to himself from Hilder recuse law, or of had violated due- arbitration, case, ruling on to vacate his with ASC process rights conspiring stay Summit to press Mountain forward Utah Wolf of Osgu- outcome County pending the litigation deprive with state-court After interlocutory appeal. Judge thorpe’s its Osguthorpe right arbitration. requests, Osguthorpe denied Hilder these claim, § as- advancing Court for petitioned it in its property serted had a interest for an immediate emergency relief and under the right contractual arbitration pending stay proceedings of all trial-court Development Agreement protect- that was appeal. resolution of its The Utah under the Fourteenth Amendment the ed summarily Osgu- denied Constitution. To Court the United States Supreme 20, end, declarаtory Osguthorpe requested a January 2011. thorpe’s petition on the terms of interlocutory appeal been had in accordance with Osguthorpe's before 4. agreement, providing applicant for Supreme substantially the the raises the Utah Court proceeding with stay in default in the is not issues under the Federal Arbitration the same Act, presented § § in such arbitration. that are 9 U.S.C. this case. pertinent § 4 U.S.C. state in 6.The terms of 9 part: provide: § of 9 5. The terms U.S.C. failure, aggrieved by alleged the brought any party A any proceeding or be If suit neglect, to arbitrate any or refusal of another upon States of the courts of the United agreement arbitration under written under an referable to arbitration issue arbitration, may any United petition States agreement writing for such which, agreement, save for such pending, court in which such suit subject jurisdiction ... being would have upon that the issue involved satisfied arising out the controver- of a suit proceeding suit is referable to matter in such sy parties, for an direct- agreement, between the order an shall arbitration under such ing proceed in the parties stay arbitration application that such of one of on agreement. provided for in such manner of the until such arbitration has trial action jurisdiction.7 the federal judgment Apart from district court matter from its initial jurisdictional determination, the district the state district court had violated “jurisdiction court also found that is im- Osguthorpe’s due-process rights, and it proper Younger doctrine and injunction sought against an immediate general principles of abstention.”8 Mountain, Hilder, Judge ASC Wolf App. at immediately “pre- and the Third Judicial District Court brought interlocutory appeal an venting each one and all of them from district court’s order this court. Mean- any proceeding further with while, the federal-court defendants moved pending the consolidated state court case the federal district court to Osgu- dismiss the issuance of a final arbitration award.” thorpe’s complaint. Agreeing with the App. at 29.

defendants, the federal district court dis- filing complaint, After its Osgu missed the action.9 Arguing Osgu- thorpe presented the federal district court thorpe’s brought federal-court suit was with a Compelling “Motion for Order Ar for a vexatious and purpose, frivolous Stay, bitration and to for a Temporary attorney’s ASC Utah moved for fees un- Restraining Prеliminary Order and In § der U.S.C. 1988. After considering junction Expedited and for issue, Resolution.” arguments on the the federal dis- Relying in the main on the Rooker-Feld attorney’s trict court awarded fees to man the district court $42,923.00. denied ASC Utah the amount of subjeet- motion for lack of Osguthorpe appeals these rulings. 7. The Rooker-Feldman doctrine takes its S.Ct. 746. The second—and "more vital”— name from the two is, Court cases in ground 'comity,' is "the notion of applied: which rule has been Rooker v. 44, proper respect for state functions.” Id. at Co., 413, 149, Fidelity Trust 263 U.S. 44 S.Ct. 91 S.Ct. 746. (1923), 68 L.Ed. 362 and District Columbia motion, denying Osguthorpe's the feder Feldman, 462, Appeals ‍‌‌​​​‌​​​​​‌​‌‌​​‌​​​​​‌​‌​​‌‌‌‌‌‌‌‌​​‌‌‌‌​​​‌‌​‍460 U.S. suggested al Younger district court that the (1983). 103 S.Ct. 75 L.Ed.2d 206 jurisdictional. App. doctrine is at 1121. This reviewing doctrine bars federal courts from precisely Younger is not judgments correct. is a doctrine and decisions of state courts they once have become final. abstention. An abstention doctrine is one "under which a District Court decline to Younger 8. The abstention doctrine derives postpone juris exercise or the exercise of its Harris, Younger from 401 U.S. 91 S.Ct. Cnty. Allegheny diction.” v. Frank Mashu (1971). Younger in- Co., da structs "that federal courts not interfere with (1959). L.Ed.2d 1163 This differs a from case proceedings by granting state equitable court in which the district court is barred at the injunctions important relief—such as of state exercising jurisdiction. outset from its That proceedings declaratory judgments regard- said, acknowledge we also that once a court ing proceed- constitutional issues in those properly Younger has determined that absten ings—when adequately such relief could be applies, grant tion "there is no discretion to sought before the state court.” Rienhardt v. River, injunctive relief.” Colorado 424 U.S. at 1296, (10th Cir.1999). Kelly, 164 F.3d 1302 22, 816 n. 96 S.Ct. 1236. Younger gave The overarching Court in two "long-standing public policy reasons for the defendants-appellees argue 9.The in their Re- against federal court interference with state sponse Brief that has waived re- 43, proceedings.” Younger, 401 U.S. at view the of federal district court's dismissal 91 S.Ct. 746. The first reason is founded on by failing adequately oppose order to dismiss- equity jurisprudence "the basic doctrine of Appellees’ al. See atBr. 2-4. We do not equity that courts of not should act ... when agree. carefully reviewing After the record moving party adequate the of remedy has an below, irreparable injury law and will we are not suffer if satisfied that Os- equitable guthorpe denied relief.” Id. at 91 did not abandon its claim of error.

1231 Denver, 1132, Cnty. 257 F.3d 1149— II. DISCUSSION of (10th Cir.2001) (quotations and citations 50 primarily district court The federal omitted). suit for lack of dismissed the subject-matter jurisdiction under above, As stated the dis federal the court but Rooker-Feldman alternatively trict court relied the on the for as alternate bases dismissal gave Younger “general abstention doctrine “general Younger doctrine and abstention grounds of as principles abstention” for at 1121. App. of principles abstention.” dismissal, parties the suit’s and the have have con appeal,10 parties the devoted On arguments much focused of their on the the briefing argument siderable River they Colorado doctrine.11 Even had of of respective applicability the doctrines so, not done a court raise of the issue Rooker-Feldman, and, finally, Younger, Baird, sua Bellotti sponte. abstention v. River, we principles the of which Colorado 132, 10, 2857, 428 U.S. 143 n. 96 S.Ct. 49 by “gen the phrase are believe embraced Winslow, (1976); v. L.Ed.2d 844 Morrow the of abstention.” For principles eral (10th 1886, Cir.1996). F.3d 1390-92 94 follow, hold the reasons Colorado Quackenbush v. Allstate Insurance Co. of disposition doctrine controls River long that “it observed this case and mandates the dismissal established that a federal court has been Osguthorpe’s suit. authority its to decline exercise jurisdiction when it ‘is asked to its employ Matter Jurisdic- A. Threshold ” powers equity.’ a court of 517 historic Scope tion Review and the Our 1712, L.Ed.2d 135 novo de the dismissal We review (1996) (quoting 1 Assessment Real Fair complaint subject-matter for lack of Ass’n, McNary, Estate Inc. v. Oklahoma, jurisdiction. Chapman L.Ed.2d Cir.2006). (10th At the out F.3d (1981) (Brennan, J., concurring judg set, the federal we must conclude that ment)). describing Further the roots of case dismissing court erred district doctrines, the abstention Court said: our Rooker-Feldman doctrine. power located Though we have thus alone, course, fact not end our This does to abstain the historic discretion exer fed appropriateness into the inquiry sitting equity, federal courts cised district court’s dismissal. It is well- eral as a we have treated abstention “we are to affirm established that free equity procedure. technical rule of any grounds court decision on Rather, recognized the au we have permit there record sufficient to which is a thority of a court to abstain from law, grounds not rеlied conclusions of even to all City exercising extends upon by district court.” Wells separate utory appeal Sac & Fox Nation we consider moot. See In this case three 1, 1162, Cuomo, (10th supra. these appeals. See The first of note 193 F.3d 1168 Okla. interlocutory appeal, that 1999). anis No. Cir. following the came to us Osguthorpe’s an motion for court's denial of regard- 11. "We review district court decisions compelling stay a arbitration and for order ing the Colorado River Doc- deferral under on, proceedings. Later the the state-court Rienhardt, abuse 164 trine for of discretion.’’ case, a federal district court dismissed (citing H. at 1302 Moses Cone Mem’l F.3d ruling appeals. from which also 1, 19, Mercury Corp., 460 Hosp. v. U.S. Constr. court’s Our affirmance the federal district 927, (1983)). 103 S.Ct. first, Osguthorpe's interloc- dismissal renders 1232

cases which the court has discretion Exxon Mobil clarifies that the Rooker- grant deny to or relief. triggered only Feldman doctrine is “after proceedings the state have (internal ended.” 544 quota- Id. at 116 S.Ct. 1712 omitted). U.S. at 125 Judge S.Ct. 1517. After tion marks and citation Absten- Osguthorpe’s Hilder denied fairly tion is thus raised as a motion to com- basis for affirming pel case, the federal district court’s deci- arbitration in County the Summit sion. Osguthorpe appealed ruling to the Supreme Court. That state-court B. The Rooker-Feldman Doctrine Is unresolved, appeal remains and on that Applicable Not basis alone we conclude the Utah question subject-mat Because state-court proceedings yet have not end- jurisdiction here, ter implicated ed. pause briefly explain why the Rooker- Osguthorpe filed its fedеral suit while its provide Feldman doctrine did not a sound appeal Judge Hilder’s order was still foundation for dismissal this ease. The pending Supreme before the Utah Court. Rooker-Feldman doctrine “has narrow Because the state-court proceedings are scope.” Chapman, 472 F.3d at 749. final, the Rooker-Feldman doctrine past, courts have on occasion been too by cannot itself bar the federal district eager apply Rooker-Feldman, thereby hearing from overextending its reach. suit. recently Court has made The federal district subject-mat- clear that court had Rooker-Feldman doctrine “is confined to ter ju- ‍‌‌​​​‌​​​​​‌​‌‌​​‌​​​​​‌​‌​​‌‌‌‌‌‌‌‌​​‌‌‌‌​​​‌‌​‍to hear the case. But cases of the kind from which the risdiction, doctrine obtained, even though properly acquired brought by its name: cases state- may—and sometimes must—be declined injuries court losers complaining of caused under the principles of abstention. See by judgments state-court rendered before Quackenbush, 517 U.S. at 116 S.Ct. the district court proceedings commenced (“[W]e have held that federal courts and inviting district court review and re may jurisdiction, decline to exercise their jection judgments.” of those Exxon Mobil ‘exceptional circumstances,’ otherwise Corp. v. Saudi Basic Corp., Indus. denying a federal forum would 280, 284, U.S. 161 L.Ed.2d clearly important serve an countervailing (2005). words, In other “Rooker-Feld interest----”) River, (quoting Colorado applies only man to suits filed after state 1236) (internal 96 proceedings are final.” Guttman v. Khal omitted). quotation marks Having previ- sa, (10th Cir.2006). 446 F.3d ously concluded that the Colorado River governs case, doctrine our decision in

Having considered the record be us, fore we need not say we cannot decide whether proceed abstention ings in Utah state court would also proper are “final” within have been under the the meaning dictated Younger Exxon Mobil.12 doctrine. approval

12. We have cited with First Cir- finally state court have re- judg- cuit's formulation of when a state-court questions litiga- solved all the federal in the ment final becomes Rooker-Feld- tion, purely but state law questions or factual post man as set forth -Exxon Mobil: (whether great small) litigat- remain to be ” "(1) highest 'when the state court in which Guttman, ed.’ (quoting 446 F.3d at 1032 judgment review is available has affirmed the Federación de Maestros de Puerto Rico v. Junta resolved’; (2) nothing below аnd is left to be Rico, Trabajo de Relaciones del de Puerto 410 point 'if the state action has reached a 17, (1st Cir.2005)). F.3d 24-25 action’; (3) party neither seeks further 'if

1233 River, 424 at U.S. Ap- Is en them.” Colorado River Doctrine C. Colorado 817, 1236; England see also v. plicable 96 S.Ct. “ Exam’rs, Bd. Med. 375 Louisiana State of rule, pen ‘the general As a 411, 415, 461, 11 L.Ed.2d 440 84 S.Ct. U.S. no in the state court is dency an action (“ (1964) properly court is ‘When a Federal concerning the same bar to it appealed to in a case over which having juris in the Federal court matter River, jurisdiction, duty it is its to take such 424 at law U.S. diction Colorado 817, (quoting (quoting McClellan Willcox v. jurisdiction....’”) 96 S.Ct. 1236 501, 282, Garland, 30 S.Ct. 217 U.S. of N.Y., 212 29 ‍‌‌​​​‌​​​​​‌​‌‌​​‌​​​​​‌​‌​​‌‌‌‌‌‌‌‌​​‌‌‌‌​​​‌‌​‍Consol. Gas Co. U.S. (1910)). But, times, “rea at 54 L.Ed. 762 (1909)); 53 L.Ed. 382 Cohens S.Ct. must judicial of wise administration” sons (6 Wheat.) 264, 404, 5 Virginia, U.S. the dismissal weigh “permitting in favor of (1821) (“We right have no more L.Ed. 257 of a presеnce suit due to the of a federal jurisdiction which to decline the exercise Id. at proceeding.” state concurrent usurp that which is not given, is than to Granted, occasions these 96 S.Ct. 1236. although given.”). obligation, But ordinarily Yet such are not encountered. proposition great, is not absolute. “[T]he “circumstances, do though exceptional, jurisdiction exer- having that a court must case find the nevertheless exist.” Id. We ” it, universally is not true.... Canada cise enough to war exceptional to be before us Ltd., S.S., v. Paterson Malting Co. the Colorado River rant dismissal under 413, 422, 52 76 L.Ed. 837 S.Ct. doctrine. (1932). It that “federal is well-established tension that case is about the This power to refrain from courts have suddenly be lawsuit results when one among things, other “cases which hearing,” two, along tracks proсeeding each comes pending proceed- a state duplicative are that, far from parallel, are identi although 716-17, Quackenbush, 517 U.S. at ing.” applies River doctrine cal. Colorado principle—the 1712. This latter where, here, we must decide whether litigation—is at duplicative avoidance continue—in a state of affairs should such River doctrine. the core of the Colorado words, court “whether a district other itself River concerns Colorado stayed or dismissed should have economy. goal Its efficiency and with a parallel resolution of pending suit judicial resources.”13 Rien Rienhardt, preserve “to proceeding.” state hardt, announcing sure, 164 F.3d at 1302. And, a federal to be F.3d at 1302. shy away adopting not and should reasons court will con exеrcising contemporaneously explained: from River in Colorado with a state court current none of this case falls within Although things. But this is ordinary course of are categories, there the abstention ordinary no case. unrelated to considerations principles adjudication and proper constitutional must, recognize, as We relations which regard for federal-state obligation of the fed “virtually unflagging involving the con- govern situations jurisdiction giv- courts to exercise eral River, principles. See Colorado of abstention apart the abstention doc- 13. This sets it from sense, (distin- preceded it. In the strictest trines that an absten- River doctrine is not the Colorado under abstention guishing between dismissal Rather, judicially at all. it is a tion doctrine of wise "for reasоns and dismissal doctrines efficiency that to fill arose administration”). crafted doctrine judicial existing inventory gap in the federal courts’ 1234 Utah,

temporaneous ju- ty, County, exercise of concurrent which borders Salt Lake risdictions, by either federal courts or the site of the federal district court. by prin- courts. These state and federal The state and federal courthouses involved “(w)ise ciples rest on considerations of great in this at geographical case are no administration, judicial giving regard to other, party distance from each and no judicial of resources conservation and suggested any physical logistical or incon- comprehensive disposition litigation.” of litigating venience suffered as a result of 424 in dual forums. (quoting U.S. at 96 S.Ct. 1236 Mfg. Equip. Kerotеst Co. C-O-Two Fire But weigh heavily the latter two factors Co., 180, 183, 342 72 U.S. S.Ct. analysis. “paramount” on our The consid- (1952)). L.Ed. 200 The provided Court eration in Colorado River was the third four to aid in determining factors whether factor: danger piecemeal litiga- “the dismissal was warranted. These four fac- Cone, tion.” See Moses H. at (1) tors are: whether the state or federal it S.Ct. And so is with us in this jurisdiction court first assumed over the case. This in lawsuit was initiated (2) res; same “the inconvenience of the 14, 2006, state court on June when ASC (3) forum”; federal desirability “the complaint against filed its Wolf Mountain. (4) avoiding piecemeal litigation”; and “the began participation Osguthorpe jurisdiction order in which by was obtained litigation August state-court of that the concurrent forums.” Id. year, suit, same brought when it its own S.Ct. 1236. The Court also advised сonsolidated, later against Mountain. Wolf necessarily “[n]o one factor is determina February From that time until tive; carefully judgment considered tak when filed its suit ing into account both the obligation to parties aggressively litigated exercise and the combination sprawling this case in state court. This counselling against factors that exercise fact amply is illustrated the mammoth required.” 1236; is Id. at County size of the Summit district court’s see also H. Hosp. Moses Cone Mem’l docket for this It case. contains thousands Mercury Corp., 1, 16, Constr. spans nearly of entries and two hundred (1983) (stating pages in the App. record. See at 555-728. that the Colorado River factors are scope The litigation— the state-court checklist,” “mechanical balancing” “careful and the accоmpanying judi- strain on the required, weight is given “[t]he to be cial resources of the state court—was any may vary greatly one factor from pointedly by Judge described Hilder in case”). case to refusing to compel arbitration of the De- Bearing considerations, in mind these velopment Agreement claims: we now turn to whether the federal district (or correctly, [TJhis case more these properly dismissed cases) proven have to be one of the matter, suit. As an initial we find that the greatest consumers of the resources of first of the Colorado River factors does not the Third District in many years. apply to this case. Neither the state nor litigation The years has consumed acquired jurisdiction court has over involvement, intensive court voluminous property the course of litigation. this practice, motion discovery, extensive say, That is to not an action in rem even substantial quasi physical in rem. We also afford scant resources toner, weight factor, paper, copy basic as storage the second relative space. inconvenience of the federal forum. This consolidated comprises case state-court began action any presently Summit Coun- more file volumes than at quately protect litigants’ rights, that id. in this District serves pending case 26-27, 103 dictum, of this In one million citizens S.Ct. 927. the Court more than judge third It is also now on its strongly suggested state. also that a court clerk.... [T]he fourth or fifth law possibly take into account the “vexatious resources have al- is that court point nature of either the federal or reactive almost to exhaus- ready been consumed litigation.” Id. at 17 n. the state tion. S.Ct. 927.

Id. at 134-35. Although it is true ‍‌‌​​​‌​​​​​‌​‌‌​​‌​​​​​‌​‌​​‌‌‌‌‌‌‌‌​​‌‌‌‌​​​‌‌​‍that the Federal Judge Hilder wrote

At the time Act will the merits of govern Arbitration words, in litigated the case had been those claims, this factor Osguthorpe’s arbitration years. for more than four Utah state court conclu automatically compel does not time, litigation that had be During arising sion that the resolution of a claim the ma intertwined with profoundly come under the Act is a task better suited for judicial system. Par chinery of the Utah Indeed, the federal courts. courts “[s]tate in yet begun proceedings allel had not courts are most fre rather than federal not for several federal court and would Federal quently upon apply called that ties more mоnths—a consideration Techs., Arbitration Act.” L.L.C. Nitro-Lift factor. the fourth Colorado River into — Howard, U.S.-, 133 S.Ct. factor, in we look to the order Under this (2012) curiam). (per obtained the state and federal courts which Further, that Osguthorpe the bare fact applying matter. In jurisdiction over the out thus far failed to obtain its desired factor, not be meas “priority should litigation come in Utah state-court does exclusively by complaint was ured which to think that give us sufficient reason first, of how much filed but rather terms pro Osguthorpe’s rights are somehow less in the two ac progress has been made proceedings. tected in the Utah state-court Cone, 21, 103 H. at tions.” Moses U.S. escaped And it has also not our attention Here, the Utah state court had Osguthorpe came to the federal сourts that already years litiga overseen of intensive only receiving an unfavora for relief after the federal court’s tion before arbitrability sev ruling on ble state-court case, progress All in this was invoked. begun had years litigation eral after words, in the state other has been made system. Utah’s state-court The Court in Colorado River em court. Cone, the Court found In Moses H. justifi “[o]nly the clearest of phasized improperly had the federal district court will warrant dismissal.” cations proceedings the clearest stayed at 96 S.Ct. 1236. We find the state-court justifications present parallel to be here. But the state- Colorado River. H. proceedings Moses and federal-court holding is bulwarked the Su- Our initiated within weeks'—not Cone were H. in Moses preme Court’s later decisiоn has been years—of each other. This case case, supplement- Cone. system—on with a state-court interwoven original ed its Colorado River framework appellate trial and levels—on both the weigh courts to with additional factors for H. not seen in Moses Cone. simply scale ab- deciding appropriateness when present excep- H. Cone did not Moses Cone, H. Following Moses stention. ab- warranting Colorado River tional case “federal law may also look to whether all, the stention; Above this case does. on the mer- the rule of decision provides applied must “be River factors Colorado its,” a view to flexible manner with pragmatic, ade- the state-court whether discretion, the realities of the case at hаnd.” Moses but we review de novo “the 21, Cone, H. at 103 S.Ct. 927. 460 U.S. application legal district court’s of the judicial principle of Guided this bedrock underlying that principles decision.” Unit- administration, that we now hold this case Praxair, Inc., Grynberg ed ex rel. States days in should live out the rest of its (10th Cir.2004). 389 F.3d 1055 place began: where it the Utah state Grynberg, acknowledged we that a district Having courts. concluded dismissal may attorney’s court still award fees after proper was in this case under Cobrado dismissing underlying action for lack of River we do not think it neces- subject-matter jurisdiction.15 Id. 1055- sary Osguthorpe’s to discuss the merits of attorney’s 58. This is because claim for arbitrability on the arguments other of the gives separate fees rise to issues and dis- Development Agreement claims. original tinct from the merits of the cause of action. See Cooter & Gell v. Hartmarx D. Attorney’s The Award Fees 384, 395, Corp., 496 U.S. After the federal district court (1990) (“It 110 L.Ed.2d 359 is well estab- suit, dismissed this ASC Utah asked for may lished that a federal court consider attorney’s fees under 42 U.S.C. long- collateral issues after an action is no 1988(b).14 1988(b) that, § provides Section case, pending.”). er In this the federal in brought party’s an action to vindicate a principally district court relied on the § rights civil U.S.C. inter Rooker-Feldman doctrine in dismissing alia, discretion, “the may its allow Osguthorpe’s subject-mat- suit for want of prevailing party ... a at reasonable jurisdiction. ter As stated above in section torney’s part fee as of the costs.” In a II.B, the federal district court’s reliance on action, § prevailing defendant “[a] misplaced Rooker-Feldman was because may attorney’s only recover an fee yet the state-court are not vexatious, frivolous, the suit was required by “final” the sense that doc- brought to harass or embarrass the defen River, trine. Abstention under Colorado Eckerhart, Hensley dant.” subject-matter not dismissal for lack of 2, 103 429 n. jurisdiction, proper was the course. Hav- (1983). Arguing Osguthorpe’s that, ing Grynberg’s said we believe rea- frivolous, suit was both vexatious and ASC soning applies with equal force to cases Utah asked the federal district court to dismissed under doctrines of abstention. defending it the costs incurred in award words, In other a district ab- against the suit—an amount ASC Utah hearing stain from a case and still retain $42,923.00. alleged to be The federal dis power prevailing to consider a defen- agreed trict court with finding ASC request attorney’s dant’s fees. lawsuit was both vexa awarding tious and frivolous and ASC We are satisfied that the fed Utah the full amount of requested at eral district court had to con torney’s fees. attorney’s sider ASC Utah’s motion for We review a district court’s fees. Our more immediate concern in this attorney’s award of fees for an abuse of lack specific findings case is the factual Only sought attorney's 14. thoroughly language ASC Utah fees in considered similar the federal-court action. fee-shifting Gryn- other statutes. We think berg's § rule also extends to fee awards. Although Grynberg our decision did not § deal with an award of fees under we HARTZ, Judge, concurring: Circuit support district court by the federal “In or- to award those fees. its decision I join Judge Holloway’s opinion but add re- meaningful appellate provide der tо to express skepticism few words that the view, require an articulation proper district court will be able to state a Grynberg, court’s rationale.” ground attorney-fee for the award. Although at 1059. the federal dis- F.3d hearing on trict court held a short ASC Appellees sought attorney fees on fees, our appears motion for it from Utah’s ground that the suit was and frivolous mainly study brief, of the record that the court vexatious. As I understand their hearing however, this abbreviated to announce ground used depen- “vexatious” is pre- and to ask ASC Utah to complaint having its decision dent on the been frivo- pare application App. only an for fees. See I lous. will therefore address wheth- the district specifically, complaint 1872-73. More er the was frivolous. stated, your briefing оn “I have read Perhaps the district court determined disposi- this matter. This is the Court’s complaint was frivolous because here in federal tion to find that the suit jurisdiction. obviously there was no federal vexatious, and court is both frivolous and But it it ruling incorrect lacked was I am to is only question here consider jurisdiction under the Rooker-Feldman of the fee.” Id. at 1872. the amount doctrine; it though and even we hold that explanation a more detailed

Without proper was for the district court to abstain why district court reached its the federal doctrine, I under the Colorado River do conclusions, to simply are unable deter- contrary not think that the view is a frivo- the district court “made a mine whether lous one. judgment clear error of or exceeded choice in the cir- permissible bounds of is that the district The other alternative Grynberg, cumstances.” 389 F.3d at 1058 that the was complaint court determined (citation quotation internal marks justifi- on the But such a frivolous merits. omitted). the award of We must vacate attorney-fee cation for the award would be attorney’s fees to ASC Utah remand inconsistent with Colorado River absten- frivolous, instructing ‍‌‌​​​‌​​​​​‌​‌‌​​‌​​​​​‌​‌​​‌‌‌‌‌‌‌‌​​‌‌‌‌​​​‌‌​‍they it tion. If the claims are then findings specific readily, to make detailed can be decided the inconvenience mini- any possible piecemeal litigation fact to its award. support mal, and there would be scant reason abstention. III. CONCLUSION stated, For the reasons we AFFIRM and DISMISS AS

district court’s dismissal interlocutory appeal of the dis-

MOOT the denying order the motion to

trict court’s stay

compel and for a arbitration Finally, we VA- proceedings.

state-court attor- the district court’s award of

CATE

ney’s and REMAND the matter fees findings court for detailed

the district meaningful appel- to afford

fact sufficient

late review of its award.

Case Details

Case Name: D.A. Osguthorpe Family Partnership v. ASC Utah, Inc.

Court Name: Court of Appeals for the Tenth Circuit

Date Published: Jan 15, 2013

Citation: 705 F.3d 1223

Docket Number: 11-4062, 11-4113, 11-4159

Court Abbreviation: 10th Cir.