KJ-Park, LLC v. Match Group, LLC

Background

KJ-Park, LLC sued Match Group, LLC and Match Group, Inc., claiming that Match breached a lease agreement and guaranty concerning a building at 2555 Park Boulevard in Palo Alto, California. Match denies the claims and asserts defenses based on unilateral and mutual mistake. Match alleges that it mistakenly believed it could use the entire premises for offices, although Palo Alto’s Retail Preservation Ordinance allegedly prevented lawful office use of the ground floor. Match further alleges that it would not have entered the lease or guaranty if it had known of that restriction.

The dispute involved document requests served on Match and a subpoena served on non-party Jones Lange LaSalle Americas, Inc. (JLL), which the opinion identifies as Match’s real estate broker. KJ-Park sought communications about Match’s decision to lease alternative space in San Francisco in 2019, Match’s lease for space at 116 New Montgomery Street, letters of intent concerning other commercial properties, marketing materials, and JLL’s communications with Match about finding alternative space.

Parties’ Positions

KJ-Park argued that the requested documents were relevant to its breach-of-contract claims and to Match’s mistake defenses. It also argued that the documents might contradict Match’s assertions about the condition of the Palo Alto premises, the retail ordinance, or the reasons for terminating the lease, and might affect the credibility of Match’s witnesses.

Match and JLL objected that the requests sought information about Match’s subjective motivations for terminating the lease and did not logically relate to whether either party was mistaken about the Palo Alto retail ordinance. They also argued that discussions about alternative space were irrelevant to KJ-Park’s contract claims.

Court’s Analysis

The court explained that discovery generally may cover non-privileged information relevant to a claim or defense and proportional to the needs of the case. Discovery from a non-party by subpoena is governed by Federal Rule of Civil Procedure 45, with the relevance and proportionality limits in Rule 26.

The court agreed that KJ-Park could seek information supporting or testing Match’s unilateral- and mutual-mistake defenses, including the truth of the allegations supporting those defenses. But the requests at issue did not seek communications about Match’s awareness or understanding of Palo Alto’s retail ordinance or its application to the premises. Instead, they focused on Match’s efforts to lease alternative space in San Francisco. The court found it unclear how those efforts would show whether either party was mistaken about the retail ordinance when the lease and guaranty were entered.

The court also stated that Match’s motive or intent in terminating the lease generally was not relevant to liability or damages for breach of contract. KJ-Park might be entitled to discovery about communications concerning alleged defects in the premises, but these requests concerned a different subject: Match’s efforts to lease alternative space. The court rejected KJ-Park’s argument that potentially impeaching or credibility-related information justified discovery of otherwise irrelevant subject matter. It noted that the cited authority concerned admitting evidence of witness bias or coercion at trial, not obtaining discovery about unrelated information.

Disposition

Judge Virginia K. DeMarchi sustained Match’s and JLL’s objections to KJ-Park’s document requests on the ground that KJ-Park had not shown the requested documents were relevant to any claim or defense. The order does not state that the case itself was dismissed or that the underlying breach-of-contract claims were decided.