## Facts

- Helzberg’s Diamond Shops, Inc. leased space in a shopping mall owned by Valley West Des Moines Shopping Center, Inc. to operate a full-line jewelry store.
- The lease contained an exclusivity clause limiting the mall to Helzberg plus no more than two additional full-line jewelry stores, while permitting department stores to sell jewelry.
- After the Helzberg lease, Valley West leased to two other tenants that opened full-line jewelry stores, reaching the contractual limit.
- Valley West later leased space to Lord’s Jewelers under a lease describing a “retail specialty jewelry store,” but Helzberg alleged Lord’s intended to operate as a full-line jewelry store, which would effectively create a fourth full-line jewelry store.
- Helzberg filed a diversity action seeking preliminary and permanent injunctive relief to prevent Valley West from breaching the exclusivity clause.
- Lord’s was not joined as a party to the action.

## Issues

1. Whether Lord’s, a tenant with rights under a separate lease with Valley West, was an indispensable party whose absence required dismissal under Federal Rule of Civil Procedure 19(b).
2. Whether the preliminary injunction satisfied Federal Rule of Civil Procedure 65(d) by describing in reasonable detail the conduct restrained.

## Decision

- The court affirmed the denial of Valley West’s Rule 19 motion to dismiss.
- The court held Lord’s was not an indispensable party because the action concerned enforcement of the Helzberg–Valley West lease, and Lord’s rights under its separate lease were not being adjudicated.
- The court affirmed the preliminary injunction, concluding it was sufficiently specific under Rule 65(d) in prohibiting Valley West from permitting operation of a fourth full-line jewelry store.

## Legal Principles

- A nonparty is not indispensable to litigation over a contract merely because the judgment may affect the nonparty’s economic interests arising from an entirely separate contract.
- Rule 19(b) requires a practical, equitable assessment of prejudice, the ability to shape relief to reduce prejudice, the adequacy of a judgment rendered in the party’s absence, and whether dismissal would unfairly deny the plaintiff a forum.
- Injunctive relief complies with Rule 65(d) when it identifies in reasonable detail the acts restrained and provides clear notice of the prohibited conduct to the enjoined party.

## Conclusion

The Eighth Circuit allowed enforcement of a mall lease exclusivity clause without joining a later tenant whose separate lease might be affected, and it upheld a preliminary injunction directed solely at the landlord as adequately specific.


Helzberg’s Diamond Shops, Inc. v. Valley W. Des Moines Shopping Ctr., Inc., 564 F.2d 816 (8th Cir. 1977)