Indiana Transportation Museum, Inc. v. Hoosier Heritage Port Authority

          ORDER

          HON. JANE MAGNUS-STINSON, CHIEF JUDGE.

         Plaintiff Indiana Transportation Museum, Inc. (“ITM”) owns several trains which it has operated on a rail line owned by Defendant Hoosier Heritage Port Authority (“HHPA”) that runs through the cities of Fishers and Noblesville, Indiana. In 2016, ITM was prohibited from operating its trains on HHPA tracks, and this lawsuit followed. Presently pending is a Motion to Dismiss filed by HHPA, [Filing No. 35], which is now ripe for the Court's decision.

         I.

         Standard of Review

         “Federal Rule of Civil Procedure 12(b)(1) allows a party to move to dismiss a claim for lack of subject matter jurisdiction.” Hallinan v. Fraternal Order of Police of Chicago Lodge No. 7, 570 F.3d 811, 820 (7th Cir. 2009). The burden is on the plaintiff to prove, by a preponderance of the evidence, that subject-matter jurisdiction exists for his or her claims. See Lee v. City of Chicago, 330 F.3d 456, 468 (7th Cir. 2003).

         Under Federal Rule of Civil Procedure 12(b)(6), a party may move to dismiss a claim that does not state a right to relief. The Federal Rules of Civil Procedure require that a complaint provide the defendant with “fair notice of what the…claim is and the grounds upon which it rests.” Erickson v. Pardus, 551 U.S. 89, 93 (2007) (quoting Bell Atlantic v. Twombly, 550 U.S. 544, 555 (2007)). In reviewing the sufficiency of a complaint, the Court must accept all well-pled facts as true and draw all permissible inferences in favor of the plaintiff. See Active Disposal Inc. v. City of Darien, 635 F.3d 883, 886 (7th Cir. 2011). A Rule 12(b)(6) motion to dismiss asks whether the complaint “contain[s] sufficient factual matter, accepted as true, to ‘state a claim to relief that is plausible on its face.'” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Twombly, 550 U.S. at 570). The Court will not accept legal conclusions or conclusory allegations as sufficient to state a claim for relief. See McCauley v. City of Chicago, 671 F.3d 611, 617 (7th Cir. 2011). Factual allegations must plausibly state an entitlement to relief “to a degree that rises above the speculative level.” Munson v. Gaetz, 673 F.3d 630, 633 (7th Cir. 2012). This plausibility determination is “a context-specific task that requires the reviewing court to draw on its judicial experience and common sense.” Id.

         II.

         Background

         The following are the factual allegations in the Amended Complaint, which the Court must accept as true at this time:

         ITM owns and operates “a tourist and educational rail system, including engines [and] passenger cars, ” and runs “excursions on the rail line [owned] by [HHPA].” [Filing No. 25 at 1.] Specifically, ITM operates the Fair Train which runs during the Indiana State Fair each August, and the Polar Bear Express Train during the holiday season in late November and December, as well as other historical, educational, and entertainment excursions. [Filing No. 25 at 4.] Most of ITM's excursions take place from March to January and are on the weekends, although special tours may be scheduled for schools and other groups. [Filing No. 25 at 5.] [Filing No. 25 at 4.] ITM is regulated by the Federal Railroad Administration (“FRA”). [Filing No. 25 at 1-2.]

         HHPA is a governmental entity that owns approximately 37.5 miles of railroad tracks from 10th Street in downtown Indianapolis to Tipton, Indiana, and the cities of Fishers and Noblesville own portions of the tracks as well. [Filing No. 25 at 2-3.] HHPA is responsible for overseeing the railroad's operations and for issuing licenses to utilize HHPA-owned tracks. [Filing No. 25 at 2.]

         From 1996 to 2006, ITM and HHPA contracted for ITM to use HHPA tracks to operate excursions from Tipton, Indiana to 38th Street in Indianapolis. [Filing No. 25 at 3; Filing No. 25-1.] Under the contract, HHPA was responsible for maintaining the tracks. [Filing No. 25 at 3.] The parties also entered into a Conditional Policy of Use on June 25, 2012 (the “2012 CPOU”). [Filing No. 25 at 5.]

         In 2016, the FRA conducted an inspection of ITM's operations, and found that no violations had occurred. [Filing No. 25 at 4; Filing No. 25-2.] HHPA requested certain information and data from ITM in June 2016. [Filing No. 25 at 5.] In August 2016, just days before the start of the Indiana State Fair, HHPA notified ITM that it was prohibited from operating its State Fair Train on HHPA tracks, even though the FRA and the Indiana Department of Transportation (“IN-DOT”) had “approved the operation of the equipment, crew and railroad line.” [Filing No. 25 at 5-6.] ITM alleges that it complied with all of the original requirements under a July 2016 Conditional Policy of Use (the “2016 CPOU”) and supplied all information that was requested by HHPA except for certain “medical physical/health requirements for the ITM crew certifications which are HIPPA protected.” [Filing No. 25 at 6.]

         On October 26, 2016, the President of HHPA, Michael Obergfell, wrote a letter to ITM outlining various requirements with which ITM had not complied and stated:

Due to the length of time that has expired since the HHPA's issuance of [the 2016 CPOU] and today, I would like for ITM to provide all of the items listed in our [2016 CPOU] at one time, and reference each document to the corresponding item in the [2016 CPOU]. Once received, HHPA will review accordingly and let you know where we feel you are deficient or need additional documentation.

Lastly, it has come to my attention that you have made numerous written statements to your membership indicating in some fashion or another that essentially all documentation required by HHPA has been provided by ITM. While I do appreciate that ITM has provided some limited information, the fact is that ITM is not substantially in compliance with the conditions of the July 11^th resolution nor has the documentation needed been provided. Any statements otherwise need to be immediately corrected and no further inaccurate statements should be made if our organizations are going to work out the current situation.

As I stated earlier, it has now been more than ninety (90) days since the date of the July HHPA resolution. The HHPA has taken steps on its own to secure information on the condition of the line, which should be an ITM function. However, our contracted inspector has completed the inspection and should have an inspection report available shortly, that HHPA will utilize to develop a 5 Year Maintenance Plan that we expect our Operator to participate in, in lieu of paying trip or use fees, once reinstated to utilize the facilities. In the event ITM has not provided the required [2016 CPOU] information to the HHPA Board to determine if ITM is in substantial compliance by November 11, 2016, I intend to advise the Board that compliance at any future date is unlikely and recommend that the HHPA should consider moving forward with any and all options to preserve and protect the line, which could include issuing a Request for Proposals for a new operator on our owners facilities.

[Filing No. 25-6 at 2.] Subsequently, HHPA issued a Request for Proposals for a new operator for the railroad line. [Filing No. 25 at 6.] It also prohibited ITM from operating its Polar Bear Express Train in November and December of 2016. [Filing No. 25 at 6.]

         ITM alleges that the majority of its equipment is currently housed at Forest Park in No-blesville, and that it cannot be moved because it cannot operate the equipment on HHPA rails. [Filing No. 25 at 5.] ITM alleges that HHPA refused to consider ITM's request to operate its trains on its lines at HHPA board meetings or public meetings, and did not allow public input on its “plan to ‘rip up the rails' and put in a trail that is redundant to other trails currently funded, ” causing “ITM to be trapped in Noblesville without economical means to move, sell or restore historic equipment and artifacts.” [Filing No. 25 at 9.]

         ITM initiated this lawsuit on July 10, 2017, [Filing No. 1], and filed the operative Amended Complaint on August 7, 2017, [Filing No. 25]. ITM does not enumerate specific claims in the Amended Complaint, but requests a preliminary injunction allowing it to operate the State ...