Integrated Business Technologies, LLC v. NetLink Solutions, LLC et al

Filing 50

OPINION AND ORDER by Judge Terence Kern ; denying 33 Motion to Dismiss for Failure to State a Claim; denying 37 Motion to Dismiss (lmc, Chambers)

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF OKLAHOMA
INTEGRATED BUSINESS
TECHNOLOGIES, LLC, an Oklahoma
limited liability company,
Plaintiff and
Counter-Defendant,
vs.
NETLINK SOLUTIONS, LLC, an
Oklahoma limited liability company,
BRET P. GRADY, an individual,
TYLER MIDDLETON, an individual,
JASON ADAY, an individual, KELLY
WHITE, an individual, VICTORIA
ASHLOCK, an individual, JANE DOE,
an individual, and JOHN DOE, an
individual,
Defendants and
Counter-Claimants,
vs.
DAVID DOYLE,
Counter-Defendant.

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Case No. 16-CV-048-TCK-FHM

OPINION AND ORDER
Before the Court are Plaintiff Integrated Business Technologies, LLC’s Motion to Dismiss
Counterclaim for Defamation (Doc. 33) and David Doyle’s Motion to Dismiss Counterclaim for
Defamation (Doc. 37), both of which are made pursuant to Federal Rule of Civil Procedure 12(b)(6).
I.

Factual Background
On September 12, 2016, the Court entered an Opinion and Order (Doc. 25) granting in part

and denying in part a motion to dismiss filed by all Defendants and permitting Plaintiff Integrated

Business Technologies (“IBT”) to file an Amended Complaint. Defendants filed an Answer and
Counterclaim, followed by a First Amended Counterclaim “FAC”) (Doc. 31). In the FAC,
Defendant Netlink Solutions, LLC (“Netlink”) asserts three counterclaims solely against IBT.
Individual Defendants Grady, Middleton, Aday, White, and Ashlock (“Individual Defendants”)
assert a counterclaim for defamation against IBT and David Doyle (“Doyle”), a new party. IBT and
Doyle filed motions to dismiss the defamation counterclaim on grounds that it fails to state a claim
upon which relief can be granted.
II.

Doyle’s Status
The parties dispute whether Doyle is a “counter-defendant” under Federal Rules of Civil

Procedure 13(h) (governing joining additional parties to a crossclaim or counterclaim) and 20
(governing permissive joinder), or a “third-party defendant” under Rule 14 (governing third-party
practice). There is frequent “confusion between the joinder of additional parties under Rule 13(h)
and the impleader provisions of Rule 14.” 6 Arthur R. Miller, Mary Kay Kane, Benjamin Spencer,
Federal Practice & Procedure Civ. § 1434 (3d ed). However, “the two rules are quite different in
purpose and effect.” Id. Rule 14 “deals exclusively with the addition of third parties who may be
liable to the third-party plaintiff for part or all of the damages claimed by the original plaintiff,”
while Rule 13(h) authorizes joinder of parties “only for the purposes of adjudicating counterclaims
or crossclaims that already have been interposed in the action or that are being asserted
simultaneously with the motion to add the new parties.” Id.
Individual Defendants’ claim against Doyle is not derivative of IBT’s claim against them,
meaning they do not seek damages from Doyle in the event they are liable to IBT. Instead, these
Defendants seek damages from Doyle independently on their own defamation claim. Under these
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circumstances, Individual Defendants are correct that Rule 13(h), in conjunction with Rule 20(a)(2),
permit joinder of Doyle. See Skycam, Inc. v. Bennett, No. 09-CV-294-GKF-FHM, 2010 WL
5376282, at *7 (N.D. Okla. Dec. 22, 2010) (permitting joinder of new party to counterclaim under
Rule 13(h) where claim was identical to that asserted against existing plaintiff). 6 Arthur R. Miller,
Mary Kay Kane, Benjamin Spencer, Federal Practice & Procedure Civ. § 1434 (3d ed). Individual
Defendants were not required to seek court permission, and Doyle is properly joined. See 6 Arthur
R. Miller, Mary Kay Kane, Benjamin Spencer, Federal Practice & Procedure Civ. § 1434 (3d ed)
(explaining that, although motions to join are commonly filed under Rule 13(h), they are not
required). The Court further finds that its above-listed case caption, although suggested by neither
party, most clearly reflects each party’s interests. See Stonecrest Partners, LLC v. Bank of Hampton
Roads, No. 7:10-CV-63-FL, 2011 WL 3664412 (E.D.N.C. Aug. 18, 2011) (captioning a new
counter-defendant in this manner); see generally 6 Arthur R. Miller, Mary Kay Kane, Benjamin
Spencer, Federal Practice & Procedure Civ. § 1434 (3d ed) (explaining that joined parties are to be
aligned according to their interests).1
III.

Rule 12(b)(6) Standard
In considering a motion to dismiss under Rule 12(b)(6), a court must determine whether a

plaintiff has stated a claim upon which relief can be granted. To survive a Rule 12(b)(6) motion to
dismiss, a complaint must contain “enough facts to state a claim to relief that is plausible on its
face.” Ridge at Red Hawk, LLC v. Schneider, 493 F.3d 1174, 1177 (10th Cir. 2007) (quoting Bell
Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)) (internal quotation marks omitted). “[T]he mere

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Federal question jurisdiction exists in this case. Therefore, Doyle’s joinder does not raise
jurisdictional “alignment” issues that arise in diversity actions.
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metaphysical possibility that some plaintiff could prove some set of facts in support of the pleaded
claims is insufficient; the complaint must give the court reason to believe that this plaintiff has a
reasonable likelihood of mustering factual support for these claims.” Schneider, 493 F.3d at 1177.
(emphasis in original). The Tenth Circuit has interpreted “plausible,” as used by the United States
Supreme Court in Twombly, to “refer to the scope of the allegations in a complaint” rather than to
mean “likely to be true.” Robbins v. Okla., ex rel. Dep’t of Human Servs., 519 F.3d 1242, 1247 (10th
Cir. 2008). “The allegations must be enough that, if assumed to be true, the plaintiff plausibly (not
just speculatively) has a claim for relief.” Id.
IV.

Defamation Claim
As explained in the Court’s September 12, 2016 Order (Doc. 25), IBT essentially alleges that,

on or around December of 2015, Individual Defendant Bret Grady left IBT’s employment, formed
a new company called Netlink, and poached IBT’s employees, in violation of certain agreements and
laws. Grady and the allegedly poached employees counterclaim that Doyle, on behalf of and as an
agent of IBT, intentionally defamed them by telling Netlink’s customers they had engaged in
“criminal conduct and other conduct,” which lessened their business reputation. Specifically,
Individual Defendants allege:
Doyle has made false and defamatory statements about the Individual Defendants to
potential customers and current customers of NetLink. Doyle’s statements are false,
unprivileged, and have directly injured the Individual Defendants in respect to their
business by imputing general disqualification in those respects which the Individual
Defendants’ occupation peculiarly requires and by imputing criminal conduct and
other conduct which has a natural tendency to lessen the Individual Defendants’
business reputation and profit. Doyle and IBT have a master-servant relationship.
Doyle made these false and defamatory statements while he was acting within the
scope of his employment for IBT. Doyle’s actions were taken in order to further the
interests of IBT and did not arise from some external, independent, and/or personal

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motive. As the direct and proximate result of Counter-Defendants’ false statements,
the Individual Defendants have been damaged in an amount to be proven at trial.
(FAC ¶¶ 36-42.)
These allegations are sufficient to satisfy Rule 8’s pleading requirements and to state a
plausible claim under Rule 12(b)(6). Individual Defendants allege that Doyle told Netlink customers
they had engaged in criminal conduct, presumably in conjunction with their departure from IBT.
While no time frame is alleged, the time frame is necessarily sometime between Netlink’s formation
in December 2015 and the filing of the FAC in October 2016. IBT and Doyle’s argument that they
lack adequate notice or somehow cannot defend against the defamation claim is unfounded. IBT and
Doyle know the speaker, the limited class of recipients of the speech, the general message of
criminal conduct allegedly communicated, and a time frame when the defamation occurred. Further
details can be fleshed out in discovery, and these allegations are sufficient to “afford [Doyle and IBT]
sufficient notice of the communications complained of” and “enable [them] to defend [themselves].”
Cohlmia v. Ardent Health Servs., LLC, 448 F. Supp. 2d 1253, 1268 (N.D. Okla. 2006).
V.

Conclusion
IBT and Doyle’s motions to dismiss (Docs. 33, 37) are DENIED.

SO ORDERED this 9th day of February, 2017.

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