MINDEN PICTURES INC v. REHABMART LLC

Filing 11

ORDER denying 8 Motion to Dismiss for Failure to State a Claim. Ordered by US DISTRICT JUDGE TILMAN E. SELF, III on 6/3/2024. (ech)

IN THE UNITED STATES DISTRICT COURT
FOR THE MIDDLE DISTRICT OF GEORGIA
ATHENS DIVISION
MINDEN PICTURES, INC,
Plaintiff,
CIVIL ACTION NO.
3:24-cv-00013-TES

v.
REHABMART LLC,
Defendant.

ORDER DENYING MOTION TO DISMISS

Before the Court is a Motion to Dismiss [Doc. 8] filed by Defendant RehabMart
LLC (“RehabMart”). Plaintiff Minden Pictures, Inc. (“Minden”) filed this lawsuit
alleging that RehabMart directly infringed its copyrighted work. [Doc. 1]. Because
Minden pled sufficient facts to move forward with its claims, the Court DENIES
RehabMart’s Motion to Dismiss. [Doc. 8].
BACKGROUND 1
Minden is a “provider of rights-managed wildlife and nature stock photos and
featured stories.” [Doc. 1, ¶ 2]. Defendant RehabMart is a company that provides
“rehabilitation products, medical supplies, and healthcare technologies,” and its
principal place of business is in Watkinsville, Georgia. [Id. at ¶¶ 3, 9].

When ruling on a Rule 12(b)(6) motion, district courts must accept the facts set forth in the complaint as
true. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 572 (2007). Thus, at this juncture, the Court relies on
Minden’s version of the facts unless otherwise noted.

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In 2004, Charles “Flip” Nicklin created a photograph of what appears to be a
plant in water (the “Photograph”), and on December 23, 2008, Nicklin registered the
Photograph with the Register of Copyrights. [Id. at ¶¶ 10–11]; see [Doc. 1-1]. Nicklin
entered into a contract with Minden in 2010, whereby he granted Minden co-ownership
of the Photograph. [Doc. 1, ¶ 12]; see [Doc. 1-2].
Minden never gave RehabMart permission or authority to use the Photograph,
yet on May 11, 2021, Minden discovered that RehabMart had copied the Photograph
and was using it on its website for advertising purposes. [Doc. 1, ¶¶ 16–22]; see [Doc. 13]. Minden notified RehabMart twice—in December 2021 and in February 2022—that its
use of the Photograph infringed Minden’s copyright. [Doc. 1, ¶ 23]. However, the
parties were unable to resolve this matter, so on February 14, 2024, Minden filed this
lawsuit alleging copyright infringement and seeking damages as well as injunctive
relief. See [id.].
DISCUSSION
RehabMart timely filed this Motion seeking dismissal of Minden’s action under
Federal Rule of Civil Procedure 12(b)(6) for failure to state a claim upon which relief can
be granted. See [Doc. 8]. Before reaching the merits of this Motion, the Court first set out
the law that will guide its analysis.
A.

Legal Standard

When ruling on a 12(b)(6) motion, district courts must accept the facts set forth in

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the complaint as true. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 572 (2007). A complaint
survives a motion to dismiss only if it alleges sufficient factual matter (accepted as true)
that states a claim for relief that is plausible on its face. McCullough v. Finley, 907 F.3d
1324, 1333 (11th Cir. 2018) (citing Ashcroft v. Iqbal, 556 U.S. 662, 678–79 (2009)). In fact, a
well-pled complaint “may proceed even if it strikes a savvy judge that actual proof of
those facts is improbable, and that a recovery is very remote and unlikely.” Twombly,
550 U.S. at 556 (citations omitted).
Although Federal Rule of Civil Procedure 8 does not require detailed factual
allegations, it does require “more than . . . unadorned, the-defendant-unlawfullyharmed-me accusation[s].” McCullough, 907 F.3d at 1333 (citation omitted) (alteration in
original). To decide whether a complaint survives a motion to dismiss, district courts
are instructed to use a two-step framework. Id. The first step is to identify the
allegations that are “no more than mere conclusions.” Id. (quoting Iqbal, 556 U.S. at 679).
“Conclusory allegations are not entitled to the assumption of truth.” Id. (citation
omitted). After disregarding the conclusory allegations, the second step is to “assume
any remaining factual allegations are true and determine whether those factual
allegations ‘plausibly give rise to an entitlement to relief.’” Id. (quoting Iqbal, 556 U.S. at
679).
Furthermore, a complaint attacked by a 12(b)(6) motion is subject to dismissal
when it fails to “give the defendant fair notice of what the . . . claim is and the grounds

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upon which it rests.” Twombly, 550 U.S. at 555. “A plaintiff must plead more than labels
and conclusions or a formulaic recitation of the elements of a cause of action.”
McCullough, 907 F.3d at 1333 (internal quotations omitted); see also Twombly, 550 U.S. at
555. “To be sure, a plaintiff may use legal conclusions to structure his complaint, but
legal conclusions ‘must be supported by factual allegations.’” McCullough, 907 F.3d at
1333 (quoting Iqbal, 556 U.S. at 679). While courts, in ruling on a motion to dismiss, must
take all of the factual allegations in the complaint as true; they are not bound to accept a
legal conclusion couched as a factual allegation. Iqbal, 556 U.S. at 678. Courts must
“identify conclusory allegations and then discard them—not ‘on the ground that they
are unrealistic or nonsensical’ but because their conclusory nature ‘disentitles them to
the presumption of truth.’” McCullough, 907 F.3d at 1333 (quoting Iqbal, 556 U.S. at 681).
The issue to be decided when considering a motion to dismiss is not whether the
claimant will ultimately prevail, but “whether the claimant is entitled to offer evidence
to support the claims.” Scheuer v. Rhodes, 416 U.S. 232, 236 (1974), overruled on other
grounds by Davis v. Scheuer, 468 U.S. 183 (1984). The factual allegations in a complaint
“must be enough to raise a right to relief above the speculative level” and cannot
“merely create[] a suspicion of a legally cognizable right of action.” Twombly, 550 U.S. at
545, 555. Finally, complaints that tender “‘naked assertion[s]’ devoid of ‘further factual
enhancement’” will not survive against a motion to dismiss. Iqbal, 556 U.S. at 678
(quoting Twombly, 550 U.S. at 557) (alteration in original). Stated differently, the

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complaint must allege enough facts “to raise a reasonable expectation that discovery
will reveal evidence” supporting a claim. Twombly, 550 U.S. at 556. With the foregoing
standard in mind, and taking the facts asserted in Minden’s Complaint as true, the
Court rules on RehabMart’s Motion to Dismiss.
B.

RehabMart’s Motion to Dismiss

RehabMart moves to dismiss on the grounds that that the allegations in
paragraphs 25–31 of Minden’s Complaint do not plausibly state a claim of copyright
infringement. See [Doc. 8-1]; [Doc. 1, ¶¶ 25–31]; Fed. R. Civ. P. 12(b)(6). Now is as good
a time as any for the Court to flag an error that plagues RehabMart’s entire Motion.
Without any explanation, RehabMart limited its analysis to only paragraphs 25–31 of
the Complaint. See [Doc. 8-1, pp. 4–6]. Unsurprisingly, paragraph 25 is not the first
paragraph of the Complaint, nor is it even the first paragraph of Count I. See [Doc. 1, ¶
24]. As one would expect, Minden began its Complaint at paragraph 1. See [id. at ¶ 1].
Moreover, Count I—the only cause of action in the Complaint—begins with paragraph
24, which “incorporates the allegations of paragraphs 1 through 23 of [the] Complaint
as if fully set forth” in Count I. [Id. at ¶ 24]; see [Doc. 8-1, p. 5]. All that to say, the Court
sees no reason why RehabMart would only consider paragraphs 25–31, yet it did. See
[Doc. 8-1, pp. 4–6]. Whether this unduly restricted analysis was careless, somehow
strategic, or caused by a misunderstanding of pleading standards, the result is the
same—RehabMart’s Motion completely ignores the bulk of Minden’s Complaint. [Id.].

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Having said that, the Court moves on to Iqbal’s two-step framework as articulated in
McCullough. 907 F.3d at 1333 (quoting 556 U.S. at 679). Under that framework, the Court
must first identify and disregard any conclusory allegations in the Complaint, and then
the Court must “determine whether [the remaining] factual allegations ‘plausibly’”
state a claim of copyright infringement. Id.
In its Motion, RehabMart points out that Minden’s allegations in paragraphs 27–
31 of the Complaint “are nothing more than conclusions lacking any factual support”
and “amount to ‘nothing more than a “formulaic recitation of the elements”’ of a
copyright infringement claim.” [Doc. 8-1, pp. 4, 5]; see [Doc. 1, ¶¶ 27–31]. Minden agrees
that those paragraphs are “naked legal conclusions,” so the Court discards those
allegations and moves on to the second step of its analysis. [Doc. 9, p. 1 (alteration in
original)]; see [Doc. 1, ¶¶ 27–31]; McCullough, 907 F.3d at 1333 (quoting Iqbal, 556 U.S. at
681).
Step two requires the Court to roll up its sleeves, dig in a bit deeper, and decide
whether the remaining, non-conclusory allegations in the Complaint (not just the
remaining paragraphs in Count I) plausibly state a claim of copyright infringement.
McCullough, 907 F.3d at 1333 (quoting Iqbal, 556 U.S. at 679). First, the Court explains
what it takes to state such a claim, and then the Court must decide whether Minden’s
Complaint meets the mark.
Under the Copyright Act of 1976, “[a]nyone who violates any of the exclusive

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rights of [a] copyright owner . . . is an infringer of the copyright.” 17 U.S.C. § 105.
“Subject to [certain exceptions], the owner of copyright . . . has the exclusive rights” to
reproduce the copyrighted work, prepare derivative works based upon the copyrighted
work, distribute copies of the copyrighted work to the public, perform the copyrighted
work publicly, display the copyrighted work publicly, and perform the copyrighted
work publicly by means of a digital audio transmission. 17 U.S.C. § 106. For a copyright
infringement claim to survive a motion to dismiss, a plaintiff must allege two elements:
“(1) ownership of a valid copyright, and (2) copying of constituent elements of the work
that are original.” Feist Publ’ns, Inc. v. Rural Tel. Serv. Co., 499 U.S. 340, 361 (1991). With
that in mind, the Court must now identify Minden’s non-conclusory allegations in its
Complaint. See [Doc. 1].
According to RehabMart, “[a]fter disregarding the bare legal conclusions
contained in paragraphs 27–31, only the allegations contained in paragraphs 25–26
remain.” [Doc. 8-1, p. 5]. If that were the case, the Court would’ve easily granted this
Motion. However, having already explained why the Court must consider every
paragraph of Minden’s Complaint, and having already discarded paragraphs 27–31 for
the purposes of this analysis, the Court finds no other conclusory allegations in the
Complaint. See [Doc. 1]. Thus, the Court must determine whether the remaining
allegations in paragraphs 1–26, assumed to be true, satisfy both Feist prongs. See
McCullough, 907 F.3d at 1333 (quoting Iqbal, 556 U.S. at 679); 499 U.S. at 361.

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1.

Minden Satisfies the First Feist Prong

RehabMart does not challenge Minden on the first Feist prong. See [Doc. 8]; 499
U.S. at 361. “To ‘satisfy Feist’s first prong, a plaintiff must prove that the work . . . is
original and that the plaintiff complied with applicable statutory formalities.’” Bateman
v. Mnemonics, Inc., 79 F.3d 1532, 1541 (11th Cir. 1996) (quoting Lotus Dev. Corp. v. Borland
Int’l, Inc., 49 F.3d 807, 813 (1st Cir. 1995), aff’d, 516 U.S. 233 (1996)). “In judicial
proceedings, a ‘certificate of registration made before or within five years after first
publication of the work shall constitute prima facie evidence of the validity of the
copyright and of the facts stated in the certificate.’” Id. (quoting 17 U.S.C. § 410(c)).
When a plaintiff produces a certificate of registration, “the burden shifts to the
defendant to demonstrate why the claim of copyright is invalid.” Id. (citing Bibbero Sys.,
Inc. v. Colwell Sys., Inc., 893 F.2d 1104, 1106 (9th Cir. 1990)). RehabMart concedes that
paragraphs 25–26 of Minden’s Complaint alone satisfy the first Feist prong, but the
Court has a few notes before moving on. [Doc. 8-1, p. 6]; see 499 U.S. at 361.
The Court agrees with RehabMart’s conclusion that Minden’s Complaint satisfies
the first Feist first prong but disagrees with its reasoning. See [Doc. 8-1, Section II.d.]; 499
U.S. at 361. RehabMart concedes that paragraphs 25–26 of the Complaint are enough to
plausibly allege that Minden owns a valid copyright, but paragraphs 10–14 put more
meat on the bones. [Doc. 8-1, p. 6]; see [Doc. 1, ¶¶ 10–14, 25–26]. In those five
paragraphs, Minden alleges that the Photograph is an original work, alleges that it

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owns a valid copyright, and substantiates its claim by referencing attached copies of a
certificate of registration and a contract granting co-ownership of the Photograph to
Minden. [Doc. 1, ¶¶ 10–14]; see [Doc. 1-1]; [Doc. 1-2]. Because RehabMart does not
dispute the validity of the Photograph’s certificate of registration, which “constitute[s]
prima facie evidence of the validity of the copyright,” Minden’s Complaint satisfies the
first Feist prong. See Bateman, 79 F.3d at 1541.
2.

Minden Satisfies the Second Feist Prong

RehabMart argues that paragraphs 25–26 of the Complaint “fail to support the
second [Feist] prong.” [Doc. 8-1, p. 6]. As explained above, the Court must not restrict its
analysis to those two paragraphs. To satisfy the second Fiest prong, “a plaintiff must
establish, as a factual matter, that the alleged infringer actually copied plaintiff’s
copyrighted material.” Latimer v. Roaring Toyz, Inc., 601 F.3d 1224, 1233 (11th Cir. 2010);
see also Bateman, 79 F.3d at 1541. A plaintiff may prove copying by direct evidence,
which is rare, or indirect evidence. Baby Buddies, Inc. v. Toys R Us, Inc., 611 F.3d 1308,
1315 (11th Cir. 2010).
Minden alleges in its Complaint that RehabMart “actually copied” the Photograph.
See [Doc. 1, ¶¶ 15–23]. Specifically, Minden alleges that “after the [Photograph] was
created, but prior to the filing of this action, . . . RehabMart copied [the Photograph]
“without permission or authority.” [Id. at ¶ 16, 18]. Minden goes on to explain that
“Rehab[M[art has never been licensed to use the [Photograph] for any purpose,” yet

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“[o]n or about May 11, 2021, Minden[] discovered” that RehabMart was using the
photograph on its website. [Id. at ¶¶ 15, 17]. RehabMart does not dispute that it owns
the website where Minden says it found the Photograph. See [Doc. 8]. Minden contends
that “[a]fter RehabMart copied the [Photograph], it made further copies and distributed
the [Photograph] on the internet to promote the sale of goods and services as part of its
business;” and that RehabMart “copied and distributed Minden’s [Photograph] in
connection with [RehabMart]’s business for purposes of advertising and promoting
[RehabMart]’s business, and in the course and scope of advertising and selling products
and services.” [Id. at ¶¶ 19–20]. To support its allegations, Minden refers to a document
attached to the Complaint that appears to be a printout of RehabMart’s website. See [id.
at ¶ 17]; [Doc. 1-3]. RehabMart’s incredulity about Minden’s “mystery document” does
nothing to negate these allegations in Minden’s Complaint. See [Doc. 10, p. 4].
The allegations above, assumed to be true, are more than enough to support
Minden’s claim that RehabMart actually copied the Photograph. Latimer, 601 F.3d at
1233. There is no doubt that they are far “more than . . . unadorned, the-defendantunlawfully-harmed-me accusation[s],” and they “give [RehabMart] fair notice of what
[Minden’s] . . . claim is and the grounds upon which it rests.” McCullough, 907 F.3d at
1333 (citation omitted) (alteration in original); Bell Atl. Corp. v. Twombly, 550 U.S. 544,
555 (2007). Thus, Minden’s Complaint satisfies the second Feist prong. Id.; see 499 U.S. at
361.

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To summarize, the Court decided this matter by applying the two-step approach
articulated in McCullough. 907 F.3d at 1333 (quoting 556 U.S. at 681). At the first step, the
Court found that Minden’s allegations at paragraphs 27–31 of the Complaint are “naked
legal conclusions” that are “not entitled to the assumption of truth,” and then the Court
found that the remaining allegations in the Complaint are not conclusory and thus
assumed them to be true for this analysis. Id.; [Doc. 1, ¶¶ 27–31]; [Doc. 9, p. 1]. At the
second step, the Court applied the Feist two-prong approach and found that remaining
allegations in the Complaint, assumed to be true, plausibly state a claim of copyright
infringement. See McCullough, 907 F.3d at 1333 (quoting Iqbal, 556 U.S. at 681); Feist, 499
U.S. at 361.
CONCLUSION
Accordingly, because the allegations in Minden’s Complaint [Doc. 1] “plausibly
give rise to an entitlement to relief,” the Court DENIES Defendant’s Motion to Dismiss
[Doc. 8], and Minden’s claims will proceed to discovery. McCullough, 907 F.3d at 1333
(quoting Iqbal, 556 U.S. at 679).
SO ORDERED, this 3rd day of June, 2024.
S/ Tilman E. Self, III
TILMAN E. SELF, III, JUDGE
UNITED STATES DISTRICT COURT

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