Brown v. Sullivan et al
Filing
97
ORDER denying Plaintiff's 54 Motion for Summary Judgment; denying Plaintiff's 57 Motion for Summary Judgment; granting in part and denying in part Defendant's 66 Motion for Summary Judgment. Signed by Chief Judge J. Randal Hall on 08/10/2017. (pts)
IN THE
UNITED
FOR THE
STATES
DISTRICT
SOUTHERN DISTRICT
OF
COURT
GEORGIA
AUGUSTA DIVISION
BRANDON BROWN,
Plaintiff,
*
v,
*
CV
115-035
SAMUEL SULLIVAN, individually
and as acting President
of Paine College, and
PAINE COLLEGE,
Defendants.
*
ORDER
Before
resigning
as
President
of
Paine
College,
George
Bradley offered Plaintiff a four-year employment contract with
Paine College, which Plaintiff accepted.
then
signed
an
addendum to
the
Plaintiff a severance package.
fired Plaintiff,
Bradley and Plaintiff
contract,
intending
for
and Plaintiff filed this
summary
judgment.
give
Paine College soon thereafter
lawsuit seeking the
money he claims he was owed under the contract.
move
to
(Docs.
54,
57,
The parties now
66.)
The Court
GRANTS IN PART AND DENIES IN PART Defendants' motion, and DENIES
Plaintiff's motion.
I.
Background
Bradley hired Plaintiff in
President
of
Institutional
changed to Vice
to
Senior
be Paine College's Vice
Development.
President of
Vice
2008 to
His
title
was
later
Institutional Advancement and then
President
of
Institutional
Advancement.
Plaintiff was responsible for
fundraising for Paine College and
reported directly to Bradley.
Each year, Plaintiff received and
signed
letters
from
employment contracts.
typically
sent
was
Plaintiff's
employee.
employed
contracts
offering
Plaintiff
one-year
(See, e.g., Doc. 87-7 at 16-22.)
Plaintiff
fiscal year on June 15.
Plaintiff
Bradley
offer
letters
(See, e.g.,
at
Paine
specifically
near
id. )
College,
the
Bradley
end
of
the
In some of the years
including
designated
him
an
in
2013,
at-will
(See, e.g., Doc. 87-3 at 181.)
In July 2014, however, Bradley shook things up: he offered
Plaintiff a four-year contract that did not contain the typical
at-will language.
(Doc. 87-7 at 10.)
Then, in September 2014,
Bradley offered Plaintiff an addendum to the July 2014 contract.
(Id. at 12.)
a
"severance
The addendum states that Plaintiff is entitled to
package
or
compensation
for
any
premature
termination" in the amount owed "under the terms of the contract
that was agree [d] to and signed on July 23, 2014."
(Id. at 12.)
It also states that the agreement "will be subject to the laws
and Jurisdiction of the Courts in the State of South Carolina."
(Id. )
Bradley
contracts.
The
Bradley
(See Doc.
same
day
resigned
Acting President
at
3.)
that,
offered
from his
of
his
view,
similar
eliminating
the
were
Advancement.
(Doc.
July
of
87-7
four-year
(See
Doc.
2014
and
attached
at
Doc.
at
and
the
he
was
President
6-9.)
of
Sullivan
President
formal
87-8
explaining
that
Vice
a
3;
contract
and
87-9
addendum,
Sullivan became
Vice
as
the
Plaintiff
Senior
Plaintiff
Advancement
Samuel
unenforceable
position
reinstating
and
signed
Sullivan wrote
Plaintiff's
addendum
Institutional
Plaintiff
position,
later,
accompanying
proposed
and
Paine College.
weeks
Institutional
employees
96-1 at 42-43.)
Bradley
Three
in
other
offer
of
letter,
offering Plaintiff a reduced salary and returning him to an at-
will position.
(Id.
at 10-11.)
Plaintiff rejected Sullivan's
offer, and Sullivan terminated Plaintiff's employment on October
9, 2014.
(Doc.
Plaintiff
87-3 at
filed
Carolina state court,
the
Doc.
District
1.)
Court.
Court
Defendants'
(Doc. 18.)
10.)
request
this
lawsuit
in
October
2014
in
South
and Defendants timely removed the case to
for
Defendants
(Doc.
187.)
the
District
of
South
Carolina.
(See
then moved to transfer the case to this
The South Carolina District Court granted
and transferred
the
case
in March
The parties now move for summary judgment.
2015.
II.
Summary
genuine
56(a).
the
judgment
dispute
entitled
to
U.S.
in
941
to
judgment
under
Liberty Lobby,
the
party,
as
is
appropriate
any
as
a
material
matter
only
fact
of
if
"there
and
law."
Fed.
no
movant
the
is
is
R.
Civ.
P.
Facts are "material" if they could affect the outcome of
suit
view
Summary—Judgment Standard
the
Inc.,
facts
in
Matsushita
574,
[its]
587
477
substantive
Elec.
U.S.
242,
light
the
(1986),
favor."
F.2d
governing
most
Indus.
(1986).
favorable
Co.
v.
v.
The Court must
to
Zenith
Anderson
the
non-moving
Radio
Corp.,
475
and must draw "all justifiable inferences
United States
1428,
248
law.
1437
(11th
v.
Four
Cir.
Parcels
1991)
(en
of Real
banc)
Prop.,
(internal
punctuation and citations omitted).
The
Court,
motion.
by
moving
party
reference
Celotex
has
the
initial
to materials
Corp.
v.
Catrett,
How to carry this burden depends
proof at trial.
1115 (11th Cir.
Fitzpatrick v.
1993) .
on
burden
file,
477
of
the
U.S.
showing
basis
317,
323
the
for the
(1986).
on who bears the burden of
City of Atlanta,
2 F.3d 1112,
When the non-movant has the burden of
proof at trial, the movant may carry the initial burden in one
of two ways -
by negating
an essential
element
of the non-
movantf s case or by showing that there is no evidence to prove a
fact necessary to the non-movant' s case.
Clark,
Inc.,
929 F.2d 604,
606-08
See Clark v.
(11th Cir.
1991)
Coats &
(explaining
Adickes
Corp.
v.
evaluate
v.
S.H.
Catrett,
the
consider
is
City
of
meet
the
U.S.
the
there
398
317
entitled to
120
U.S.
no
met
genuine
judgment
(1970)
Before
its
issues
as
248,
it
of
Celotex
Court
must
initial
can
first
burden
of
material
fact
of
a matter
254
and
the
in opposition,
has
F.3d
144
(1986)).
response
movant
are
Columbus,
curiam).
Co.,
non-movant's
that
that
&
477
whether
showing
it
Kress
Jones
(11th
law.
Cir.
1997)
and
v.
(per
A mere conclusory statement that the non-movant cannot
burden
at
trial
is
insufficient.
Clark,
929
F.2d
at
608.
If — and only if — the movant carries its
the
non-movant
"demonstrat[ing]
that
precludes
may
avoid
summary
response
judgment
summary
judgment."
Id.
When
the
If the movant
negating
a material
evidence
sufficient
fact,
to
material fact,
non-movant
carried its
presents evidence affirmatively
the
withstand
non-movant
a
directed
"must
respond
verdict
trial on the material fact sought to be negated."
2 F.3d at 1116.
by
the non-movant must tailor
to the method by which the movant
initial burden.
only
that there is indeed a material issue of fact
bears the burden of proof at trial,
its
initial burden,
with
motion
at
Fitzpatrick,
If the movant shows an absence of evidence on a
the non-movant must either show that the record
contains evidence that was "overlooked or ignored" by the movant
or
"come
forward
with
additional
evidence
sufficient
to
withstand
alleged
cannot
a
evidentiary
carry
repeating
See
directed
v.
the
motion
deficiency."
burden
conclusory
Morris
Rather,
its
verdict
Ross,
non-movant
trial
at
on
the
based
1117.
relying
by
Id.
allegations
663
at
F.2d
contained
1032,
must
the
(11th
with
the
non-movant
pleadings
in
1033-34
respond
The
on
or
by
complaint.
Cir.
affidavits
1981).
or
as
otherwise provided by Federal Rule of Civil Procedure 56.
In
this
action,
the
Clerk
of
the
Court
gave
the
parties
notice of the motions
for summary judgment and informed them of
the
rules,
summary-judgment
the
other materials in opposition,
(Docs.
56,
Wainwright,
67.)
The
right
to
file
or
and the consequences of default.
notice
requirements
772 F.2d 822, 825 (11th Cir. 1985)
thus satisfied.
affidavits
of
Griffith
v.
(per curiam),
are
The time for filing materials in opposition has
expired, and the motion is now ripe for consideration.
Ill.
Discussion
In his complaint, Plaintiff asserts five claims:
of contract;
act;
(4)
(3)
law.
misrepresentation;
Plaintiff
Carolina
breach of contract accompanied by a fraudulent
a claim for back wages under S.C.
negligent
duty.
(2)
law,
(1) breach
and
(5)
contends that the Court
Code Ann. 41-10-50;
breach
of fiduciary
should apply South
and Defendants urge the Court to
apply Georgia
Plaintiff moves for summary judgment on two of his claims,
and Defendants move for summary judgment on all of Plaintiff's
claims.
Below,
the
Court
addresses
the merits of the parties'
A. Choice
As
July
the
choice-of-law
issue
and
addendum to
the
arguments.
of Law
noted,
2014
Plaintiff
contract
and
that
Bradley
states
signed
that
the
an
contract
"will
be
subject to the laws and Jurisdiction of the Courts in the State
of
South
Carolina."
(Doc.
87-7
at
12.)
Plaintiff
that the Court should apply South Carolina law.
the
other
because
hand,
it
therefore
contend
was
that
not
that
supported
choice-of-law
the
by
addendum
argues
Defendants,
is
require
on
unenforceable
consideration.
principles
thus
They
the
argue
Court
to
apply Georgia law.
1. Choice-of-Law Provision
A
choice-of-law
provision
does
not
determine
the
law
a
court should apply "until it is determined that the parties have
agreed
to
and
are
Trilegiant Corp.,
bound
by"
the
provision.
Schnabel
697 F.3d 110, 119 (2d Cir. 2012).
v.
Applying a
choice-of-law provision before determining its validity "would
presume the applicability of a provision before its adoption by
the parties has been established."
M/V Harmony
Container,
518
F.3d
Id. ; see Trans-Tec Asia v.
1120,
1124
(9th
Cir.
2008)
("[W]e cannot rely on the choice of law provision until we have
decided, as a matter of law, that such a provision was a valid
contractual
term
and
was
legitimately
incorporated
into
the
parties1
law
contract.").
provision,
Daugherty
2357732,
v.
at
evaluates
In deciding the validity of a
courts
MAPCO
*14
whether
apply
Express
(N.D.
the
law
of
Co.,
No.
1:10-CV-2092-KOB,
Ala.
the
June
addendum
19,
was
the
forum
choice-of-
2012).
supported
state.
The
by
See
2012
Court
WL
thus
consideration
under Georgia law.1
Under Georgia
law,
any modification to a
supported by new consideration.
630
S.E.2d
agreement
estate
112,
to
deal
contract
allow
was
because
addition to
114
(Ga.
a
party
not
305
was
and separate
S.E.2d
Ct.
App.
(Ga.
contract may be modified by a
a
close
to
"consideration
from the
363
that
to
modification
no
LLC v. Greer,
(holding
time
the
Ct.
an
real-
original
that
was
in
for
consideration given
Ranger Constr. Co.
361,
Dev.,
2006)
additional
valid
there
original contract");
Co.,
a
Lotus Prop.
contract must be
the
v. Robertshaw Controls
App.
subsequent
1983)
("A
written
agreement,
but
such
must be founded upon new consideration.").
"To
constitute
consideration,
a
performance
or
a
return
promise must be bargained for by the parties to a contract."
O.C.G.A.
1
§ 13-3-42 (a).
"A
performance
or
return
promise
is
The Court applies Georgia law to this analysis regardless of whether
Georgia or South Carolina is considered the forum state.
As discussed below,
if South Carolina is considered the forum state, Georgia law applies because,
under South Carolina law, "the validity and interpretation of a contract is
ordinarily to be determined by the law of the state in which the contract was
made."
Unisun Ins. Co. v. Hertz Rental Corp., 436 S.E.2d 182, 184
App. 1993).
(S.C Ct.
Thus, the Court evaluates the validity of addendum under Georgia
law because the addendum was made in Georgia.
bargained
his
for
promise
promise."
if
and
Id.
it
is
is
sought
given
by
by
the
the
§ 13-3-42 (b) .
promisor
promisee
But
a
in
promise
in
exchange
exchange
by
a
for
party
for
that
to
do
something that party is already required to do does not provide
consideration.
S.E.2d 39,
additional
because
were
See
42-43
BDI
Laguna
(Ga. Ct. App.
compensation
to
Holdings,
2009)
an
Inc.
v.
Marsh,
689
(holding that a promise of
employee
was
not
enforceable
the payment "was something extra for which no services
rendered
omitted));
Ct. App.
and
Gill v.
1998)
no
return
promise
B & R Int'l,
Inc.,
was
required"
507 S.E.2d 477,
(footnote
481
(Ga.
(holding that a promise of severance payment by
an employer was unenforceable because the employee did not do or
promise anything in exchange for the promise).
Here,
July 2014.
Plaintiff
Carolina
contract.
Bradley's
four-year
contract
in
He then accepted the addendum offered by Bradley,
which purports
South
accepted
to guarantee
law
will
Plaintiff severance pay and that
apply
to
disputes
involving
the
But Plaintiff did not provide or promise anything in
exchange for the severance pay.
In fact, Plaintiff testified in
his deposition that he was bound under the July 2014 contract to
work for Paine College
for four years
and that
the addendum
provided Paine College assurance that it was "continuing to have
a senior person that was very skilled in fundraising . . . ."
(Doc. 87-3 at 62-63, 69.)
In other words, Paine College "got an
assurance
that
[Plaintiff]
July 2014
contract]
assurance
was
he
was
a
committed
to the fullest."
promise
already
was
by
legally
to
(Id.
Plaintiff
obligated
to
to
at 71.)
do
promise
to
consideration
fulfill
for
additional
lack of consideration,
the
addendum is
that
promise
pay.
The
if
[the
But such an
something he
do:
contract required Plaintiff to continue his
a
execut[ing]
the
claims
July
2014
job for four years,
does
not
constitute
addendum thus
fails
for
and the choice-of-law provision found in
unenforceable.
2 . South Carolina Choice-of-Law Rules
Because
the
addendum's
choice-of-law provision
the Court must apply ordinary choice-of-law rules.
transfers
Carolina
a
case
District
under
28
Court
U.S.C.
did
§ 1404(a)
here
-
the
-
is
invalid,
When a court
as
the
transferee
South
court
generally must "apply the state law that would have been applied
if there
had been
376 U.S. 612,
no change
639 (1964).
of venue."
Van Dusen v.
Barrack,
This Court therefore must apply South
Carolina choice-of-law rules,
which the
South Carolina District
Court would have applied had it not transferred this case.
Akin
v.
PAFEC
Ltd.,
991
F.2d
1550,
1557
(11th
Cir.
See
1993)
("Because this case comes to this Court following a permissive
change of venue from the Eastern District of Tennessee, we apply
Tennessee choice of law principles in determining the applicable
law.")
10
Under
of a
South
contract
state
Carolina
is
law,
"the
validity
and
interpretation
ordinarily to be determined by the
in which
the
contract
Rental
Corp. ,
436
S.E.2d
182,
(S.C.
Ct.
App.
"where
performance
is
issue . . . the
law
of
at
was made,"
184
performance governs," Witt v. Am.
295
(D.S.C.
action
1994).
is
determined
occurred . . . ."
App.
"[T]he
2015) .
by
Rogers
The
v.
Unisun
the
law
state
Lee,
of
Co.
777
the
in
v.
F.
governing
injury,
405
of
Supp.
a
the
S.E.2d 402,
and
place
860
which
Hertz
1993),
the
Trucking Ass'ns,
substantive
location
Ins.
law of the
tort
injury
(S.C.
Ct.
is
not
however,
necessarily "where the results of the injury were felt or where
the damages manifested themselves."
Plaintiff
asserts
breach-of-contract
both
claim
is
tort
Id.
and
contract
obviously
a
claims.
contract
His
claim;
his
negligent-misrepresentation claim is a tort claim, see Lister v.
NationsBank of
1997);
his
fraudulent
Del.,
claim
act
is
NA,
of
494
S.E.2d 449,
breach
of
455-56
contract
evaluated under
both
(S.C.
accompanied
standards,
his breach-of-fiduciary-duty claim is a tort claim,
Moore,
Ct.
see
App.
by
a
id. ; and
see Moore v.
599 S.E.2d 467, 475 (S.C. Ct. App. 2004).
The
July
Georgia.
Thus,
contract
claim.
2014
contract
was
executed
and
performed
in
Georgia law applies to Plaintiff's breach-ofThe
injuries
claims also occurred in Georgia.
11
relating
to
Plaintiff's
tort
Plaintiff alleges that Paine
College made
misrepresentations
to
it
him
when
fired
and breached
Plaintiff
from
his
its
job
fiduciary duty
in
Georgia.
The
alleged injuries thus occurred in Georgia.
In short,
was
not
in
that
because the addendum Plaintiff and Bradley signed
supported by consideration,
document
Carolina
District
is
the choice-of-law provision
unenforceable,
Court
would
not transferred this case,
have
and
because
applied
the
Georgia
law
South
had
it
this Court must apply Georgia law.
B. Merits
Defendants move
claims,
for
summary judgment on
and Plaintiff moves for
of-contract
claim
and
his
all of
Plaintiff's
summary judgment on his breachclaim
of
breach
of
contract
accompanied by a fraudulent act.
1. Breach of Contract
Defendants
contend
claim fails because (1)
the
July
2014
that
Plaintiff's
breach-of-contract
Bradley was not authorized to enter into
contract,
(2)
the
July
2014
contract
lacks
material terms, and (3) the July 2014 contract was not supported
by consideration.
i.
Sufficient Evidence Exists to Create a Triable Issue
About
Whether
Bradley was
Authorized
to
Issue
the
July 2014 Letter
Defendants argue that Bradley was not authorized to offer
multi-year contracts or to offer contracts after June 15.
To
support this position, Defendants cite Paine College's personnel
12
manual,
which they contend restricts
contract
that
with
Paine
employees.
College
Section
issues
its
the
President's
5.2.4
of
employees
the
ability to
manual
contracts
states
and
that
" [a]greements and/or contracts are issued by the President on or
before June
15th
And
5.1.1
Section
administrative
and is
for the
succeeding year."
provides
that
(Doc.
"[ejmployment
and staff employees
is
for
of
an
87-3 at
Paine
85.)
College
unspecified
term
'at will'" and that the "at-will nature of the employment
relationship
cannot
be
modified,
changed,
or
waived
by
any
representative of Paine College,
except its President through a
separate agreement or contract."
(Doc. 87-3 at 79-80.)
"Questions
authority
are
Gainesville
of
generally
v.
Pritchett,
1973); Atlanta
S.E.2d
395,
the
existence
for
the
199
(Ga.
Ct.
App.
extent
trier
S.E.2d
Limousine Airport
397
and
889,
Servs.,
1981)
of
of
an
fact."
891
Inc.
City
(Ga.
v.
agent's
Ct.
Rinkler,
("As a general
rule,
of
App.
287
the
question of authority to do an act, when it is determined from
disputed
facts
inferences
may
or
be
undisputed
drawn,
facts
from
which
must be decided by
conflicting
the
jury as a
question of fact or as a question of mixed fact and law.").
Defendants
argue
President's
ability to contract with employees.
that
Section
5.2.4
that
the
personnel
prevents the
manual
President
restricts
the
They contend
from entering into
multi-year agreements and requires him to issue all contracts
13
before
June
15.
But
questions
of
fact
remain about
the
extent
of Bradley's authority.
Although
contracts
require
year
before
that
he
offer
do
so
year.
that
next
restrict
the
fiscal
his
President
year,
ability
Defendants'
contracts
four
although
with other employees,
agreements
or
President,
almost
And
for the
Indeed,
multi-year
6,
15
says
to
it
issues
does
not
offer multi-
actions
following
firing indicate that the President has the authority
became Acting
October
5.2.4
June
contracts.
Plaintiffs'
to
Section
as
after
June
15.
When
he offered Plaintiff a
months
Bradley
after
entered
the
into
Sullivan
new contract on
start
of
the
multi-year
fiscal
contracts
Defendants did not attempt to revoke those
unenforceable.
Thus,
the
Court
cannot
say
as
a
matter of law that Bradley did not have the authority to execute
the July 2014 contract.
ii.
The July 2014 Agreement Does Not Lack Material Terms
Employment
contracts
in
Georgia
specificity the nature of the work,
the
amount
paid
S.E.2d 610,
611
to
the
state
with
some
the place of employment,
employee.
(Ga. Ct. App.
must
See
1993).
Sawyer
v.
Roberts,
and
432
Defendants argue that the
July 2014 agreement is unenforceable because it does not specify
the
nature
of
the
work
Plaintiff
was
to
perform.
But
evidence is admissible to explain ambiguities in contracts,
contracts
covered by the statute of frauds.
14
parol
even
See Capital Color
Printing,
2008);
(Ga.
Inc.
ISS
Int'l
Ct.
App.
In
the
position
and
v.
of
Ahern,
Servs.
July
that
determined
by
2014
v.
578,
Widmer,
contract,
Vice
"[his]
the
supervisor."
Plaintiff's
Sys.
S.E.2d
582
589
(Ga.
S.E.2d
Ct.
820,
App.
823-24
2003).
Senior
stated
661
job
President
duties
87-7
duties
who
at
were
of
and
President
(Doc.
Bradley
Plaintiff
Institutional
[would]
be
[would]
[his]
Defendants
sufficiently
the
Advancement
responsibilities
10.)
not
offered
be
immediate
argue
defined
in
that
the
contract because they were not listed and because the position
of
Senior
Vice
President
of
Institutional
Advancement
listed in Paine College's personnel manual.
that if the position were
would fail.)
senior
is
not
(Defendants concede
listed in the manual,
their argument
But Plaintiff testified in his deposition that the
title
showed
his
"seniority
on
the
cabinet
level,"
implying that he performed the same duties as when he served as
Vice President of Institutional Advancement.
Thus,
the
(Doc.
87-3 at 59.)
to the extent there is any ambiguity about the nature of
work
Plaintiff
was
to
perform
under
the
agreement,
Plaintiff's testimony explains away the uncertainty.
iii.
The
July
2014
Contract
was
Supported
by
Consideration
Defendants
argue
that
the
July
2014
contract
was
not
supported by consideration because (1) Plaintiff had no plans of
15
leaving his
job and
(2)
Plaintiff's
same.
But
in exchange
remained the
from Paine College,
for four years.
was
87-3 at
by
NationsBank NA S.,
509 S.E.2d 694,
63.)
consideration.
mutual
for a
exchange
for
and responsibilities
a
four-year
commitment
Plaintiff committed himself to Paine College
(See Doc.
supported
duties
of
promises
The agreement therefore
See
697
Sage
(Ga.
constitutes
Tech.,
Ct.
App.
adequate
Inc.
1998)
v.
("[A]
consideration
contract.").
In
sum,
because
(1)
there
is
sufficient
evidence
to
create
a triable issue about Bradley's authority to offer the July 2014
contract,
terms,
(2)
the
and
(3)
consideration,
motions
for
July
the
the
2014
July
Court
summary
contract
2014
contract
DENIES
judgment
on
does
not
lack
was
Defendants'
Plaintiff's
material
supported
and
by
Plaintiff's
breach-of-contract
claim.2
2 . Negligent Misrepresentation
"To
show
prove
that
negligent
(1)
information to
the
misrepresentation,
defendant
negligently
foreseeable persons,
known
a
plaintiff
supplied
or unknown,
injury
Boeing Co. v.
proximately
Blaine
resulted
Int'l Grp.,
from
such
624 S.E.2d 227,
false
(2)
persons reasonably relied upon that false information,
economic
must
such
and (3)
reliance."
231
(Ga.
Ct.
2
Plaintiff also claims that Defendants breached the September 2014
addendum.
But because the addendum fails for lack of consideration, the
Court GRANTS summary judgment on that claim.
16
App.
2005)
(footnote
misrepresentation
contract
should have
2014
factual
cannot
in
contend
known
the
that
that
asserts
alternative
say
as
But
about
a
as
matter
of
Defendants'
not
negligent-
his
to
a
breach-of-
claim
fails
discussed,
authority.
law
that
Based
motion
summary
the
a
Court
not
argument,
judgment
he
is
the
could
Defendants'
for
issue
there
Thus,
Plaintiff
on
because
authorized to
already
Bradley's
representation.
DENIES
Plaintiff's
Bradley was
contract.
dispute
Bradley's
Court
claim
Plaintiff
claim.
Defendants
July
omitted).
on
rely
the
this
claim.
3. Breach of Fiduciary Duty
Plaintiff
asserts
Although he does
complaint,
confidence
a
breach-of-fiduciary-duty
the claim
not address
claim.
in his
Plaintiff contends that ''Plaintiff imposed a special
in
the
Defendants"
and
Defendants
fiduciary duty owed to the Plaintiff."
Under
Georgia
fiduciary-duty
confidential
See
App.
law,
claim
an
employee
against
relationship
Irons v. CSX Transp.,
1997).
in his briefs,
his
between
Inc.,
their
(Doc. 1-1 at 17.)
may
employer
the
"violated
bring
when
employee
481 S.E.2d 575,
a
breach-of-
there
and
575-76
is
a
employer.
(Ga. Ct.
But the "employer-employee relationship is usually
one of arms-length bargaining," and a confidential relationship
will
arise
only under limited
17
circumstances.
Id.
Indeed,
"[t]he
mere
another
577
fact
does
not
one
create
a
reposes
confidential
record
influence"
confidential
has
not
pointed
to
and
confidence
relationship."
any
relationship between the
suggests
over
that
Defendants
Plaintiff
"interacted from positions
or
evidence
in
Id.
at
exercised
of mutual
the
showing
a
And nothing
parties.
that
The Court thus GRANTS Defendants'
this
trust
(internal quotation marks omitted).
Plaintiff
the
that
in
any
"controlling
parties
confidence."
otherwise
Id.
at
577.
motion for summary judgment on
issue.
4. Plaintiff's Remaining Claims
Plaintiff's
claim
of
breach
of
contract
accompanied
by
a
fraudulent act and his claim for back wages under South Carolina
law also
fail.
i.
Breach of Contract Accompanied by a Fraudulent Act
Plaintiff asserts a claim of breach of contract accompanied
by a fraudulent
Carolina law.
act,
which is a claim recognized under South
See Lister v. NationsBank of Del.,
449, 454 (S.C. Ct. App. 1997).
NA,
494
S.E.2d
But because Georgia law does not
recognize such a claim, the Court GRANTS Defendants' motion for
summary judgment on this claim and DENIES Plaintiff's,
ii.
Back Wages Under South Carolina Law
Plaintiff
Code
Ann.
contends
§§ 41-10-40
that
and
he
is
owed
41-10-50,
but
back
wages
these
under
code
S.C.
sections
apply
S.C.
in
to
Ann.
the
offered
u[e]very
employer
§ 41-10-40.
state
any
of
South
reason
in
the
State"
of
Because Paine College is
Carolina,
why
these
the Court GRANTS Defendants'
and
because
statutes
would
South
Carolina.
not an employer
Plaintiff
apply
in
has
not
Georgia,
motion for summary judgment on this
claim.
IV.
In
sum,
Defendants'
the
motion
Court
for
Conclusion
GRANTS
summary
IN
PART
judgment
AND
(doc.
Plaintiff's motion for summary judgment (docs.
ista, Georgia this
ORDER ENTERED at Augus
DENIES
66)
54,
IN
and
PART
DENIES
57)
/Q day of August,
2017.
Jk^RANE&gM!fiLL,^CHIEF JUDGE
UNITED^ STATES
SOUTHERN
19
DISTRICT
DISTRICT
COURT
OF GEORGIA
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