Powell v. Oldham
Filing
112
ORDER granting in part and denying in part 105 Defendant Tyler Technologies Inc.'s Motion to Dismiss for Failure to State a Claim. Signed by Judge Samuel H. Mays, Jr on 10/15/2018.
IN THE UNITED STATES DISTRICT COURT
WESTERN DISTRICT OF TENNESSEE
WESTERN DIVISION
SCOTT TURNAGE, CORTEZ D.
BROWN, DEONTAE TATE, JEREMY
S. MELTON, ISSACCA POWELL,
KEITH BURGESS, TRAVIS BOYD,
TERRENCE DRAIN, and KIMBERLY
ALLEN on behalf of themselves
and all similarly situated
persons,
Plaintiffs,
v.
BILL OLDHAM, in his individual capacity and in his official capacity as Sheriff Of
Shelby County, Tennessee,
ROBERT MOORE, in his individual capacity and in his official capacity as Jail Director of Shelby County, Tennessee, CHARLENE MCGHEE, in her
individual capacity and in
her official capacity as Assistant Chief Jail Security
of Shelby County, Tennessee,
DEBRA HAMMONS, in her individual capacity and in her
official capacity as Assistant Chief of Jail Programs
in Shelby County, Tennessee,
SHELBY COUNTY, TENNESSEE, and
TYLER TECHNOLOGIES, INC.,
Defendants.
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
)
ORDER
No. 16-2907
Consolidated with:
No. 17-2015
And Consolidated with:
No. 17-2795
Before the Court is Defendant Tyler Technologies, Inc.’s
(“Tyler”) August 20, 2018 Motion to Dismiss.
(ECF No. 105.)
Plaintiffs filed a response on September 12, 2018.
109.)
Defendants replied on September 26, 2018.
(ECF No.
(ECF No. 111.)
For the following reasons, Defendant Tyler’s Motion to Dismiss is GRANTED in part and DENIED in part.
I.
Background
Plaintiffs bring a class action against Shelby County and
Shelby County officials Bill Oldham, Robert Moore, Charlene
McGhee, and Debra Hammons, in their individual and official capacities (collectively, the “Shelby County Defendants”).
No. 103.)
Plaintiffs also sue Tyler Technologies, Inc.
(ECF
(Id.)
Plaintiffs claim they were unlawfully detained at the Shelby
County Jail following the County’s installation of a new computer
tracking system.
software.
That system included Defendant Tyler’s Odyssey
Plaintiffs bring claims against Shelby County Defend-
ants under 42 U.S.C. § 1983 for violations of Plaintiffs’ Fourth
and Fourteenth Amendment rights.
Plaintiffs bring negligence
claims against Tyler.
Shelby County uses a computer system to process and track
information about the arrest files, criminal cases, and court
records of inmates at the Shelby County Jail (the “Jail”).
¶ 22.)
(Id.
The computer tracking system organizes and manages in-
formation including inmates’ posting of bond, pretrial probable
2
cause determinations, and the release of arrestees whose bonds
have been posted.
(Id.)
In 2012, Shelby County decided to replace its in-house developed computer tracking system and solicited bids from providers.
(See Contract, ECF No. 105-2 at 927.)
On July 22, 2013,
Shelby County contracted with Tyler to design, install, and integrate a new court management system (the “Contract”) that included Tyler’s Odyssey software.
(Id.)
In October 2016, Shelby County began implementing the new
integrated criminal justice system (“iCJIS”), of which the Odyssey software was a central part.
(Third Am. Compl., ECF No.
103 ¶ 23.) On November 1, 2016, Shelby County stopped using its
previous computer tracking system and began “record[ing] all
arrest and inmate activity by hand.”
(Id. ¶ 52.)
The new system
and Odyssey software “went ‘live’” on November 7, 2016.
(Id.)
By November 15, 2016, deficiencies in the system had become
apparent to court staff.
(Id. ¶ 53.) Judge William Anderson of
the Shelby County General Sessions Court characterized the failings of the new system as follows:
I apologize for the system . . . . [O]ne
person being in jail too long is bad enough,
but 15, 20, 30 . . . . We expected problems
but we didn’t expect problems of this magnitude, where people remain and languish in
jail without even getting a bond set, without having [a] court appearance set and us
not even knowing how to go about solving the
problem . . . how do you lose somebody in
3
the system for three weeks . . . . Everybody
says it’s the [computer] system.”
(Id.)
After the new computer system was put in place, the named
Plaintiffs were allegedly kept in jail beyond the dates set for
their release.
Plaintiff Travis Boyd represents that he was
arrested without a warrant and incarcerated on November 2, 2016.
(Id. ¶ 86.)
It took the Odyssey System seven days to show that
Plaintiff Boyd was “booked.”
(Id.)
Only after the computer
showed Plaintiff Boyd’s status was he afforded a probable cause
review.
(Id.)
posting bond.
Plaintiff Boyd was then detained two days after
(Id. ¶ 87.)
Plaintiff Terrence Drain represents that he was arrested
without a warrant and incarcerated on November 3, 2016.
89.)
(Id. ¶
The Odyssey System showed Plaintiff Drain was “booked”
five days later. (Id.)
Only after the computer showed Plaintiff
Drain’s status was he afforded a probable cause review.
(Id.)
After Plaintiff Drain was “booked,” his attempt to post bond was
refused because bond “did not appear in the clerk’s case management software until” three weeks later.
(Id. ¶ 91.)
Plaintiff Jeremy S. Melton represents that he was detained,
from November 10, 2016, until November 14, 2016, four days after
entry of an order for his release, because the “order was not in
the Computer System.”
(Id. ¶ 79.)
4
Plaintiff Deontae Tate represents that he was prevented
from posting bond to secure his release for five days, from
November 6, 2016, to November 11, 2016, because “he was not in
the Computer System and thus could not post bond.”
(Id. ¶ 79.)
Plaintiff Issacca Powell represents that, on his arrest on
November 11, 2016, the “computer system . . . indicated that
there was an active warrant for his arrest on the charge of being
a convicted felon in possession of a weapon.”
(Id. ¶ 82.)
When
he was taken before a judge eleven days after his arrest, Powell
had to be “returned to the jail because the Odyssey System did
not reflect any pending case against” him.
(Id.)
After posting
bond, Plaintiff Powell was detained for two additional days.
(Id.)
Plaintiff Cortez D. Brown represents he was detained from
November 6, 2016, to November 14, 2016, seven days after the
charges against him were dismissed.
(Id. ¶ 78.)
Plaintiff Keith Burgess represents that the Odyssey System
failed to reflect that a warrant for his arrest had been recalled
on November 16, 2016, resulting in his unlawful arrest and incarceration for five days.
(Id. ¶¶ 83-84.) 1
After Burgess’s
release, the Odyssey System did not reflect the recalled arrest
warrant until four months later.
1
(Id. ¶ 85.)
The Third Amended Complaint states “November 16, 2017.” (ECF No.
103 ¶ 83.) This appears to be an error. The surrounding dates and timeline occur in 2016.
5
Plaintiff Scott Turnage represents that his eighty-hour detention, beginning on February 18, 2017, arose from “an [attachment Pro Corpus] that should have already been purged from the
Odyssey System[.]”
(Id. ¶ 76.)
After implementation of the new computer system, Earle Farrell,
a
Shelby
County
Sheriff’s
Department
representative,
“acknowledged that the intake process was taking six times as
long as usual.”
(Id. ¶ 55.)
Despite that delay, Tyler and
Shelby County continued to use the new computer system.
On November 17, 2016, Plaintiff Powell filed a class action
complaint against Defendant Oldham, in his individual capacity
and in his official capacity as Shelby County Sheriff.
(ECF No.
1.)
On March 9, 2017, the Shelby County Defendants filed a
consent motion to consolidate actions against Tyler and the
Shelby County Defendants by the named Plaintiffs.
(ECF No. 41.)
The Court granted the consent motion on March 13, 2017, and
directed Plaintiffs to file one consolidated complaint.
No. 42.)
(ECF
Plaintiffs filed an Amended Complaint for the consol-
idated class action on March 24, 2017.
(ECF No. 43.)
Plaintiffs filed a Second Amended Complaint on May 4, 2017.
(ECF No. 52.)
On March 9, 2018, the Court consolidated Powell, et al.
v. Oldham,
et
al.,
2:16-cv-2907-SHM-tmp
6
(W.D.
Tenn.)
with
Ingram, et al. v. Oldham, et al, 2:17-cv-2795-SHM-tmp (W.D.
Tenn.).
(ECF No. 89.)
The Court ordered Plaintiffs in both
actions to file a consolidated complaint.
(Id. at 743.)
tiffs filed a Third Amended Complaint on July 30, 2018.
Plain(ECF
No. 103.)
Defendant Tyler filed this Motion to Dismiss on August
20, 2018.
(ECF No. 105.)
II.
Jurisdiction & Choice of Law
Plaintiffs assert a right to relief from the Shelby County
Defendants under 42 U.S.C. § 1983 for violations of Plaintiffs’
Fourth and Fourteenth Amendment rights.
No. 103 ¶ 2.)
(Third Am. Compl., ECF
The Court has federal question jurisdiction over
Plaintiffs’ § 1983 claim under 28 U.S.C. § 1331.
See Morrison
v. Bd. of Educ. of Boyd Cty., 521 F.3d 602, 607 (6th Cir. 2008).
Plaintiffs contend that the Court has jurisdiction over
their claims against Tyler under the Class Action Fairness Act,
28 U.S.C. § 1332(d) (“CAFA”). (ECF No. 103 ¶ 3.)
CAFA vests
federal district courts with original jurisdiction to hear a
class action if: (1) the class has more than 100 members; (2)
the parties are minimally diverse; and (3) the amount in controversy exceeds $5,000,000 after aggregating the claims of the
individual members of the proposed class.
See Standard Fire
Ins. Co. v. Knowles, 568 U.S. 588, 592 (2013) (citing 28 U.S.C.
§ 1332(d)(2), (d)(5)(B), (d)(6), (d)(1)(D)). Under CAFA, a class
7
action is any civil action filed under Rule 23 of the Federal
Rules of Civil Procedure.
28 USC § 1332(d)(1)(B).
Plaintiffs bring claims on behalf of “at least 1000” class
members and invoke Rule 23. (See Third Am. Compl., ECF No. 103
¶¶ 104, 107.)
(Id. ¶ 3.)
The named Plaintiffs are citizens of Tennessee.
Tyler is a corporation organized under the laws of
Delaware and has its principal place of business in Texas.
(Id.)
Because Plaintiffs and Tyler are citizens of different states,
CAFA's minimal diversity requirement is satisfied. See 28 U.S.C.
§ 1332(d)(2)(A).
Plaintiffs seek $144,000,000.00 in damages. (ECF No. 103
¶ 104.)
A plaintiff's assertion of the amount in controversy is
not questioned unless it appears “to a legal certainty” that a
claim is for less than the jurisdictional amount.
Schultz v.
General R.V. Ctr., 512 F.3d 754, 756 (6th Cir. 2008).
It does
not appear to a legal certainty that Plaintiffs and the class
members cannot recover the amount asserted.
satisfied
the
§ 1332(d)(2).
amount
in
controversy
Plaintiffs have
requirement
under
CAFA's numerosity, minimal diversity, and amount-
in-controversy requirements are satisfied.
The Court has juris-
diction.
Where the underlying basis for CAFA jurisdiction is diversity, the forum state’s choice of law rules apply.
See Savedoff
v. Access Group, Inc., 524 F.3d 754, 760 n.5, 762 (6th Cir. 2008)
8
(applying forum state’s choice of law provisions where federal
jurisdiction was premised on 28 U.S.C. § 1332(d)(2)(A)).
Where, as here, there is no dispute that a certain state’s
substantive law applies, the court will not conduct a choice of
law analysis sua sponte.
See GBJ Corp. v. E. Ohio Paving Co.,
139 F.3d 1080, 1085 (6th Cir. 1998).
The parties assume that
Tennessee substantive law applies and ground their arguments
accordingly.
The Court will apply Tennessee substantive law to
Plaintiffs’ claims against Tyler.
III. Standard of Review
Federal Rule of Civil Procedure 12(b)(6) allows dismissal
of a complaint that “fail[s] to state a claim upon which relief
can be granted.”
A Rule 12(b)(6) motion permits the “defendant
to test whether, as a matter of law, the plaintiff is entitled
to legal relief even if everything alleged in the complaint is
true.”
Mayer v. Mylod, 988 F.2d 635, 638 (6th Cir. 1993) (citing
Nishiyama v. Dickson Cty., 814 F.2d 277, 279 (6th Cir. 1987)).
A motion to dismiss tests only whether the plaintiff has pled a
cognizable claim and allows the court to dismiss meritless cases
that would waste judicial resources and result in unnecessary
discovery.
See Brown v. City of Memphis, 440 F. Supp. 2d 868,
872 (W.D. Tenn. 2006).
When evaluating a motion to dismiss for failure to state a
claim, the Court must determine whether the complaint alleges
9
“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) (citing Bell Atl. Corp. v. Twombly, 550
U.S. 544, 570 (2007)).
If a court decides in light of its
judicial experience and common sense, that the claim is not
plausible, the case may be dismissed at the pleading stage.
Iqbal, 556 U.S. at 679.
The “[f]actual allegations must be
enough to raise a right to relief above [a] speculative level.”
Ass’n of Cleveland Fire Fighters v. City of Cleveland, 502 F.3d
545, 548 (6th Cir. 2007) (quoting Twombly, 550 U.S. at 555).
A claim is plausible on its face if “the plaintiff pleads
factual content that allows the court to draw the reasonable
inference that the defendant is liable for the misconduct alleged.”
Iqbal, 556 U.S. at 678 (citing Twombly, 550 U.S. at
556). A complaint need not contain detailed factual allegations.
However, a plaintiff’s “[t]hreadbare recitals of the elements of
a cause of action, supported by mere conclusory statements, do
not suffice.”
Id.
10
IV.
Analysis
Plaintiffs bring two claims against Tyler: (1) negligence;
and (2) negligent training and supervision.
(Third Am. Compl.,
ECF No. 103 ¶¶ 123–36.)
A.
Negligence Claim
To make a prima facie claim of negligence under Tennessee
law, a plaintiff must establish five elements: (1) the defendant
owed a duty of care to the plaintiff; (2) the defendant breached
the applicable standard of care; (3) the plaintiff suffered an
injury; (4) defendant’s conduct was a cause in fact of the injury; and (5) defendant’s conduct was a proximate cause of the
injury.
Giggers v. Memphis Hous. Auth., 277 S.W.3d 359, 364
(Tenn. 2009) (citing McCall v. Wilder, 913 S.W.2d 150, 153 (Tenn.
1995)).
Tyler argues that Plaintiffs’ negligence claim fails for
three reasons: (1) Plaintiffs’ factual allegations are implausible because they are untrue, insufficient, and contradicted by
the Contract (ECF No. 105-1 at 913); (2) Tyler’s software was
not a cause in fact or proximate cause of Plaintiffs’ injuries
(id. at 914); and (3) Plaintiffs’ claim is barred by the economic
loss doctrine because they seek to recover “purely economic damages,” (id. at 911).
Tyler does not directly challenge the duty,
breach, or injury elements of negligence.
11
1.
Factual Allegations
Tyler makes three arguments about the sufficiency of Plaintiffs’ factual allegations.
Tyler contends that: (1) the alle-
gations are untrue; (2) Plaintiffs do not plead sufficient facts
to connect Tyler to the events at the Jail; and (3) Plaintiffs’
allegations are contradicted by the Contract.
(See ECF No. 105-
1 at 911–12.)
Tyler argues that the Third Amended Complaint is “based on
an incorrect factual premise” and that Plaintiffs “incorrectly
characterize Odyssey as the ‘heart’ of iCJIS.”
(Id. at 913–14.)
Tyler represents that its Odyssey software was “implemented in,
and only in, the Shelby County Criminal Courts.”
(Id. at 914.)
Tyler also represents that “[o]ther parties were responsible for
the implementation of the Jail software, the integration HUB,
and even the specific integration of Odyssey’s information into
iCJIS.”
(Id. at 914.)
On a motion to dismiss under Rule 12(b)(6), the Court must
accept all well-pled factual allegations as true.
League of
United Latin Am. Citizens v. Bredesen, 500 F.3d 523, 527 (6th
Cir. 2007).
To the extent Tyler contends that Plaintiffs’ claim
fails because the factual allegations in the Third Amended Complaint are untrue, Tyler’s contention cannot be sustained.
To
the extent Tyler invites the Court to consider facts not contained in the Third Amended Complaint or the documents attached
12
to or referred to in it, the Court can consider facts outside
the Complaint only on a properly supported motion for summary
judgment.
Tyler argues that Plaintiffs offer no plausible basis for
relief because their factual allegations “assert in an entirely
conclusory manner that Tyler and its Odyssey software, which was
installed at the Shelby County Criminal Courts, [were] responsible for problems at the Shelby County Jail.”
(ECF No. 105-1
at 906 (emphasis in original).)
Plaintiffs respond that the factual allegations in the Third
Amended Complaint plausibly connect Tyler’s software to the problems at the Jail.
(See ECF No. 109 at 1021.)
Plaintiffs cite
several allegations including their assertion that “successful
integration of Odyssey was essential for the full Computer Tracking System to be operational so that, among other things, inmates
would not become ‘lost’ in the Shelby County Jail and that their
booking numbers, charges, bonds and other information would appear at all stages of their incarcerations in the Computer Tracking System.”
(Id. (citing ECF No. 103 ¶ 43).)
Plaintiffs cite
their allegation that Tyler knew Odyssey “was not a good fit for
the County’s needs[,]” but that Tyler “attempted to ‘shoehorn’
the government entity’s system to Odyssey in order to ‘make it
fit.’”
(Id. (citing ECF No. 103 ¶¶ 37, 38).)
Plaintiffs also
cite their allegation that Tyler “did not property integrate
13
Odyssey with the Computer Tracking System . . ., thus causing
the wrongful conduct alleged herein.”
(Id. (citing ECF No. 103
¶ 47).)
Plaintiffs’ allegations, taken together, are not “mere conclusory statements.”
Haddad v. Randall S. Miller Assocs., PC,
587 F. App’x 959, 962 (6th Cir. 2014) (quotation omitted).
Plaintiffs allege sufficient detail about the nature of Tyler’s
software, how it was intended to function, and how the software
contributed to the problems at the Jail. Plaintiffs’ allegations
connecting Tyler to the events at the Jail are sufficient to
satisfy the liberal pleading standard of Rule 8(a) of the Federal
Rules of Civil Procedure.
Tyler argues that the Contract, incorporated by reference
into the Third Amended Complaint, contradicts Plaintiffs’ allegations and makes clear that Tyler “had no responsibility for
the jail management system or the integration system between the
court management system and the jail.”
(ECF No. 111 at 1054.)
Tyler contends that, under the terms of the Contract, Tyler was
required to implement its Odyssey software only for the Shelby
County Criminal Court and the Criminal Division of the Shelby
County General Sessions Court.
(ECF No. 105-2 at 947.)
Tyler
argues that the Contract gave other vendors responsibility for
the computer system at the Jail.
(See ECF No. 105-1 at 908)
(citing Contract, ECF No. 105-2 at 947).
14
Although a court must accept all well-pled facts as true,
if a document referenced in the complaint contradicts the allegations in the complaint, the document “trumps the allegations.”
Williams v. CitiMortgage, Inc., 498 F. App'x 532, 536 (6th Cir.
2012) (quoting N. Indiana Gun & Outdoor Shows, Inc. v. City of
S. Bend, 163 F.3d 449, 454 (7th Cir. 1998)).
The Court must
determine whether the Contract contradicts Plaintiffs’ allegations. 2
Both parties cite the Project Overview section of the
Statement of Work in the Contract.
That section defines Tyler’s
responsibilities as follows:
This Statement of Work covers the replacement of Shelby
County’s in house developed Court Case Management System,
JSS. In conjunction with the replacement of JSS, Shelby
County will also be replacing JMS - its current Jail Management System used by the Jail and IMS - the current Inmate
Management System used by the Correction Center. The current JMS/IMS/JSS systems are tightly integrated with a custom written interface. The new iCJIS will be integrated
using a service Oriented Architecture solution and an Enterprise Service Bus solution (Info Hub). Software AG’s
webMethods will be the Info Hub solution and Global
Tel*Link’s OSI Offender Management System will be implemented for the Jail and the Correction Center. . . .
The new Offender Management System, the Court Case Management System . . . will be part of the Enterprise Service
2 Ordinarily, a court may not consider matters outside the pleadings in deciding a Rule 12(b)(6) motion to dismiss unless the motion is treated as a
motion for summary judgment under Rule 56. See Gavitt v. Born, 835 F.3d 623,
640 (6th Cir. 2016). However, a court may consider “exhibits attached to
defendant's motion to dismiss, so long as they are referred to in the complaint and are central to the claims contained therein, without converting
the motion to one for summary judgment.” Id. The Court will consider the
Contract because it is referred to in Plaintiffs’ Third Amended Complaint,
its terms are central to the dispute, and it is attached to Tyler’s Motion
to Dismiss.
15
Bus solution (Info Hub) as well as integrated with Shelby
County’s current document management solution, OnBase.
These systems will be so integrated that a single system
will not be able to go live without the data exchanges in
place from the other iCJIS systems. The timelines of the
Court System Statement of Work is dependent upon the time
lines of the other iCJIS partners.
(ECF No. 105-2 at 947-48 (emphasis added).)
Tyler argues that this provision of the Contract shows it
“was not responsible for the jail inmate tracking systems and
did not install Odyssey for the jail.”
(internal quotation marks omitted).)
(ECF No. 105-1 at 913
Plaintiffs contend the
provision supports, rather than contradicts, their allegation
that Tyler was responsible for the Jail’s problems.
(ECF No.
109 at 1021 (citing ECF No. 103 ¶ 42).)
The quoted provision of the Statement of Work does not
establish the precise nature of Tyler’s involvement in the project.
The Statement of Work does appear, however, to give Tyler
responsibility for integrating the Enterprise Service Bus, which
included the Offender Management System used by the Jail, with
the Odyssey software.
(See Contract, ECF No. 105-2 at 945.)
Plaintiffs’ allegations that Tyler’s Odyssey software had a role
in what occurred at the Jail are not contradicted by this portion
of the Contract.
Other provisions of the Contract connect Tyler to the Jail’s
computer systems.
The “Integration Scope” of the Contract pro-
vides that Tyler was to install “the Odyssey Translation Bus,
16
which will provide a standardized set of integrations data services . . . [that] will [serve as] the interaction point between
the courts’ data system and the County’s Enterprise Service Bus
(ESB), or Hub.”
(ECF No. 105-2 at 950 (emphasis added).)
Tyler
was to provide integration services such as “[r]eal-time data
queries from the County’s Hub/ESB to Odyssey in . . . compliant
message formats” and vice versa.
(Id. (emphasis added).)
The
“compliant message formats” were necessary to exchange information on defendant names, warrants, charges, custody status,
fees, bond amount, and other data points.
(See App. C, ECF No.
105-2 at 967–73.)
These provisions of the Contract connect Tyler’s Odyssey
software to the ESB, one of the systems “so integrated” with the
iCJIS’s other systems that the full iCJIS could not “go live”
without it.
(Contract, ECF No. 105-2 at 948.)
Tyler’s respon-
sibility for developing the ESB supports Plaintiffs’ allegation
that Odyssey was “[a]t the heart of the new Computer Tracking
System” and that “the successful integration of Odyssey was essential for the full Computer Tracking System to be operational[.]”
(ECF No. 103 ¶¶ 23, 43.)
Tyler argues that, under the Contract, it had a limited
role in the iCJIS.
Tyler points to the section of the Statement
of Work providing that “all data translations that need to be
done in order to map data from Odyssey to the Hub/ESB and other
17
agencies integrated via the Hub/ESB will be performed by the
County’s System’s Integrator, which at the time [the Contract]
was written ha[d] yet to be awarded.”
at 950.)
(Contract, ECF No. 105-2
Although this provision appears to contemplate that
some other provider will integrate Odyssey’s data exchange functions with the ESB, it does not establish that Tyler itself did
not eventually perform that task.
This provision also does not
establish that there were no problems with Tyler’s software
arising from some feature other than its integration with other
systems.
At this stage of the litigation, the Court must view the
facts in a light most favorable to Plaintiffs and resolve all
factual questions in their favor.
Because no provision of the
Contract explicitly contradicts Plaintiffs’ allegations that Tyler was involved with the events at the Jail, the Court must
accept Plaintiffs’ allegations as true.
See Mackley v. Sullivan
& Liapakis, P.C., 1999 WL 287362, at *3 (S.D.N.Y. May 7, 1999)
(an incorporated document that “merely cast[s] doubt” on the
plaintiff’s allegations does not contradict the complaint).
2.
Causation and Proximate Causation
Under Tennessee law, “causation in fact” and “proximate
causation” are distinct elements of negligence.
trow, 166 S.W.3d 713, 718 (Tenn. 2005).
See Hale v. Os-
Causation in fact refers
to the cause and effect relationship between the defendant’s
18
conduct and the plaintiff’s injury.
See id.
The defendant’s
conduct is a cause in fact if an injury would not have occurred
but for that conduct.
See id.; Smith v. Cherry, No. M2005-01168-
COA-R3CV, 2006 WL 1724629, at *4 (Tenn. Ct. App. June 22, 2006).
“It is not necessary that the [defendant’s] act be the sole cause
of the plaintiff’s injury, only that it be a cause.”
Hale, 166
S.W.3d at 718 (emphasis in original).
The Third Amended Complaint alleges that Tyler failed to
tailor the Odyssey software adequately to the Shelby County government system and “caused the massive and disturbing problems
with the [Shelby] County and the Jail [systems]. . . .”
Am. Compl., ECF No. 103 ¶ 38.)
(Third
The Third Amended Complaint also
alleges that “[Tyler] did not properly integrate Odyssey with
the Computer Tracking System . . . [and] failed to properly test
Odyssey[.]”
(Id. ¶ 47.)
The named Plaintiffs claim the following injuries:
Plaintiff Turnage claims his eighty-hour detention arose
from “an instrument that should have already been purged from
the Odyssey System. . . .”
(Id. ¶ 75.)
Plaintiff Brown represents he was detained seven days after
the charges against him were dismissed.
(Id. ¶ 77.)
Plaintiff Tate represents that he was prevented from posting
bond to secure his release for five days because “he was not in
the Computer System and thus could not post bond.”
19
(Id. ¶ 78.)
Plaintiff Melton represents he was detained four days after
entry of an order for his release because the “order was not in
the Computer System.”
(Id. ¶ 79.)
Plaintiff Powell represents that, on his arrest, the “computer system . . . indicated that there was an active warrant
for his arrest on the charge of being a convicted felon in
possession of a weapon.”
(Id. ¶ 81.)
When he was taken before
a judge, Powell had to be “returned to the jail because the
Odyssey System did not reflect any pending case against” him.
(Id.)
After posting bond, Plaintiff Powell was detained for two
additional days.
(Id.)
Plaintiff Burgess represents that the Odyssey System failed
to show that a warrant for his arrest had been recalled, leading
to his arrest and incarceration for five days.
(Id. ¶ 83.)
After his release, the Odyssey System did not show the recalled
arrest warrant until four months later.
(Id. ¶ 84.)
Plaintiff Boyd represents that he was arrested without a
warrant and incarcerated.
(Id. ¶ 85.)
It took the Odyssey
System seven days to show Plaintiff Boyd was “booked.”
(Id.)
Only after the computer showed Plaintiff Boyd’s status was he
afforded a probable cause review.
(Id.)
Plaintiff Boyd was
also detained for two days after posting bond.
(Id. ¶ 86.)
Plaintiff Drain represents that he was arrested without a
warrant and incarcerated.
(Id. ¶ 88.)
20
The Odyssey System showed
Plaintiff Drain was “booked” five days later.
(Id.) Only after
the computer showed Plaintiff Drain’s status was he afforded a
probable
cause
review.
(Id.)
After
Plaintiff
Drain
was
“booked,” his attempt to post bond was refused because bond “did
not appear in the clerk’s case management software until” three
weeks later.
(Id. ¶ 90.)
Assuming Plaintiffs’ allegations to be true, Plaintiffs
have pled facts establishing cause in fact.
But for Tyler’s
failure to sufficiently integrate and design the Odyssey software, the iCJIS would have worked properly, and Plaintiffs would
not have been detained unlawfully.
Proximate cause “encompasses the whole panoply of rules
that may deny liability for otherwise actionable causes of harm.”
Kilpatrick v. Bryant, 868 S.W.2d 594, 598 (Tenn. 1993) (quotation
omitted).
To establish proximate cause, Tennessee courts apply
a three-prong test: (1) the defendant’s conduct must have been
a “substantial factor” in bringing about the plaintiff’s harm;
(2) there is no rule or policy that should relieve the defendant
from liability because of the manner in which injury occurred;
and (3) the harm that the plaintiff suffered must have been
reasonably foreseeable by a person of ordinary intelligence and
prudence.
See McClenahan v. Cooley, 806 S.W.2d 767, 775 (Tenn.
1991); Nichols v. Knox Cty., Tennessee, No. E201401566COAR3CV,
2015
WL
6661485,
at
*5
(Tenn.
21
Ct.
App.
Nov.
2,
2015).
“Foreseeability is ‘the crucial factor in the proximate cause
test because, if the injury that gives rise to a negligence case
could not have been reasonably foreseen, there is no proximate
cause and thus no liability despite the existence of negligent
conduct.’”
Nichols, 2015 WL 6661485, at *5 (quoting King v.
Anderson Cty., 419 S.W.3d 232, 248 (Tenn. 2013)).
Tennessee has adopted the meaning of “substantial factor”
given in the Restatement (Second) of Torts § 413.
See Waste
Mgmt., Inc. of Tenn. v. S. Cent. Bell Tel. Co., 15 S.W.3d 425,
431 (Tenn. Ct. App. 1997).
A factor is “substantial” when it
“has such an effect in producing the harm as to lead reasonable
men to regard it as a cause, using that word in the popular
sense, . . . rather than the so-called ‘philosophic sense,’ which
includes every one of the great number of events without which
any happening would not have occurred.”
TORTS § 431, cmt. a.
RESTATEMENT (SECOND) OF
Assuming Plaintiffs’ allegations to be
true, Tyler’s failure to integrate and design its software
properly is more than a mere “philosophical cause” of Plaintiffs’
over-detainments.
The Third Amended Complaint adequately al-
leges that Tyler’s conduct was a “substantial factor”.
Tyler cites no rule or policy that should relieve it from
liability because of the manner in which the negligence has
resulted in the over-detainments.
rule or policy.
22
The Court has found no such
Neither the Sixth Circuit nor any court in Tennessee has
addressed the foreseeability of harm arising from the installation, design, or integration of a computer systems for use in a
court or criminal system.
The United States District Court for
the Northern District of Texas addressed the issue in Davis
v. Dallas Cty., Tex., 541 F. Supp. 2d 844, 853 (N.D. Tex. 2008).
In Davis, Dallas County hired the defendant technology contractor to develop and integrate a new computer system for tracking
inmate information and exchanging that information among the
various agencies responsible for arrests, detentions, and release.
Id. at 847.
The plaintiff alleged that defects in the
new computer system caused some inmates to be detained beyond
the date set for their release.
Id.
The Davis Court held that
it was foreseeable that officials would rely on the information
presented by the computer system and that negligent design and
installation of the computer program would lead to officials
releasing prisoners beyond their proper term.
The facts here are similar.
Id. at 853.
Tyler is also a technology
contractor hired to develop a computer system for tracking the
defendants in criminal cases.
947–48.)
(See Contract, ECF No. 105-2 at
Tyler could reasonably have foreseen that negligently
installing, designing, or integrating the Odyssey software would
lead
to
inmates
being
detained
23
beyond
their
proper
term.
Plaintiffs have adequately pled that the harm they suffered was
reasonably foreseeable.
Plaintiffs have pled a sufficient factual basis to establish
causation in fact and proximate causation.
3.
Economic Loss Doctrine
Tyler argues that the economic loss doctrine bars Plaintiffs’
negligence
claim
because
“purely economic damages.”
Plaintiffs
seek
to
recover
(ECF No. 105-1 at 911, 918–24.)
Tyler contends that, “because Plaintiffs’ negligence claim seems
to relate to the ability of Tyler’s Odyssey software to perform
in the manner required by the Contract[,] . . . [in] that the
Odyssey software was defectively developed and implemented[,]”
the economic loss doctrine precludes Plaintiffs’ claim.
920.)
(Id. at
Tyler also argues that the Contract was predominantly for
goods, 3 and that Plaintiffs’ damages are purely economic.
(Id.
at 921-22.)
Plaintiffs argue that Tyler provided services to which Tennessee’s economic loss doctrine has no application.
109 at 1014–15.)
(ECF No.
Plaintiffs also contend that the economic loss
3 Tyler acknowledges a split about whether the economic loss doctrine
applies to non-product liability cases or contracts for services. (See ECF
No. 105-1 at 920.)
Because the economic loss doctrine does not apply to
Plaintiffs’ negligence claim, the Court need not address whether the economic
loss doctrine applies to non-product liability cases or hybrid service-goods
contracts.
24
doctrine does not apply because Plaintiffs do not seek purely
economic damages.
(Id. at 1039-40.)
Under Tennessee law, a plaintiff injured by another’s negligence
is
entitled
to
compensatory
damages.
v. Steelman, 535 S.W.3d 431, 437 (Tenn. 2017).
See
Dedmon
There are two
kinds of compensatory damages: (1) economic damages; and (2)
noneconomic damages.
Economic damages compensate the plaintiff
for the actual pecuniary losses that “naturally result from the
defendant’s wrongful conduct[.]”
Meals ex rel. Meals v. Ford
Motor Co., 417 S.W.3d 414, 419–20 (Tenn. 2013) (footnote omitted).
Economic damages include out-of-pocket medical expenses,
future medical expenses, lost wages, and lost earning potential.
Id.
Noneconomic damages compensate the plaintiff for physical
pain and suffering, mental or emotional pain or anguish, physical
impairment, loss of companionship and society, inconvenience,
loss of enjoyment of life, and all other nonpecuniary losses.
See Dedmon, 535 S.W.3d at 438 (citing Elliott v. Cobb, 320 S.W.3d
246, 247 (Tenn. 2010)).
Tennessee’s economic loss doctrine “prohibits the recovery
of purely economic damages for negligence when the plaintiff
lacks privity of contract with the defendant.”
John Martin Co.
v. Morse/Diesel, Inc., 819 S.W.2d 428, 430 (Tenn. 1991).
A
plaintiff who suffers purely economic harm may recover damages
only under contract law and not on a tort theory.
25
Id.; see also
Messer Griesheim Indus., Inc. v. Cryotech of Kingsport, Inc.,
131 S.W.3d 457, 463 (Tenn. Ct. App. 2003).
The doctrine main-
tains the separation of tort law and contract law by preventing
a party from obtaining relief through tort law for disputes that
should be resolved according to contract principles.
Trinity
Indus., Inc. v. McKinnon Bridge Co., 77 S.W.3d 159, 171 (Tenn.
Ct. App. 2001) abrogated on other grounds by Bowen ex rel. Doe
v. Arnold, 502 S.W.3d 102, 117 (Tenn. 2016); see also Lincoln
Gen. Ins. Co v. Detroit Diesel Corp., 293 S.W.3d 487, 488 (Tenn.
2009).
The economic loss doctrine does not apply when the plaintiff
seeks damages for nonpecuniary losses including personal injuries and mental anguish.
See Messer, 131 S.W.3d at 463; Laxton
v. Orkin Exterminating Co., Inc., 639 S.W.2d 431, 431, 434 (Tenn.
1982) (damages allowed for mental anguish resulting from the
negligent contamination of plaintiffs' water supply); see also
Tenn. Code Ann. § 29-34-104 (providing that, “[i]n all causes of
action for personal injury or property damage brought on account
of negligence, strict liability or breach of warranty, including
actions brought under the provisions of the Uniform Commercial
Code, privity shall not be a requirement to maintain said action”). The Court must determine whether Plaintiffs seek “purely
economic” damages.
26
Plaintiffs claim a right to compensatory damages for their
alleged deprivation of liberty.
¶ 102.)
(Third Am. Compl., ECF No. 103
Plaintiffs allege that “each named Plaintiff and each
Class Member is entitled to $48,000 per day that they were unlawfully incarcerated or unlawfully re-incarcerated (approximately $2,000 per hour) for their loss of liberty.”
(Id. ¶ 103.)
Unlawful imprisonment is not a purely economic injury. Economic losses may accompany the loss of liberty, such as when an
incarcerated individual cannot work and earn wages.
Unlawful
imprisonment also implicates mental, emotional, and dignitary
injuries that are inherently nonpecuniary.
Damages for unlawful
imprisonment “redress the denial of free movement and the violation done to [an individual’s] dignity.”
Rhodes v. Lauderdale
Cty., Tenn., No. 2:10-cv-02068-JPM, 2012 WL 4434722, at *11 (W.D.
Tenn. Sept. 24, 2012) (quotation omitted).
Because the remedies
Plaintiffs seek do not constitute purely economic damages, the
economic loss doctrine does not apply.
Plaintiffs have sufficiently pled factual matter to state
a negligence claim against Tyler that is plausible on its face
and that is not barred by the economic loss doctrine.
Defendant Tyler’s motion to dismiss Plaintiffs’ negligence
claim is DENIED.
27
B.
Negligent Training and Supervision Claim
Tyler argues that Plaintiffs fail to state a claim for
negligent training and supervision because:
Plaintiffs have not plead a single fact regarding what
training or supervisory role specifically Tyler had,
how Tyler was negligent in its training or supervision,
what errors are attributable to negligent training or
supervision, how such negligent training or supervision is the proximate cause of any specific Plaintiffs’
alleged injury, whether specific employees were unfit
for the job, or whether Tyler had knowledge of the
employees’ alleged unfitness for the job.
(ECF No. 105-1 at 916.)
Under Tennessee law, a plaintiff may recover for negligent
hiring, supervision, or retention of an employee if he establishes, in addition to the elements of a negligence claim, that
the employer had knowledge of the employee’s unfitness for the
job.
Doe v. Catholic Bishop for Diocese of Memphis, 306 S.W.3d
712, 717 (Tenn. Ct. App. 2008)); see also Hays v. Patton-Tully
Transp. Co., 844 F. Supp. 1221, 1222 (W.D. Tenn. 1993).
To
establish the employer’s knowledge, the plaintiff must show that
the employer knew, or should have known through the exercise of
reasonable care, that the employee was not qualified to perform
the work for which he was hired.
See Davis v. Covenant Presby-
terian Church, No. M2013–02273–COA–R3–CV, 2014 WL 2895898, at *8
(Tenn. Ct. App. June 23, 2014) (citing Marshalls of Nashville,
Tenn., Inc. v. Harding Mall Assocs., Ltd., 799 S.W.2d 239, 243
(Tenn. Ct. App. 1990)).
28
The plaintiff must identify the employee whose actions injured him and explain how the employee negligently injured him.
See Thompson v. Bank of Am., N.A., 773 F.3d 741, 755 (6th Cir.
2014) (applying Tennessee law); see also Gilliard v. JP Morgan
Chase Bank, N.A., 2012 WL 6139922, at *6 (E.D. Tenn. Dec. 11,
2012) (finding complaint does not state a claim for negligent
supervision because “it fail[ed] to identify any employee of any
defendant, who took any intentional action outside the scope of
the employee’s employment that caused a specific harm to plaintiffs”).
Plaintiffs allege that Tyler “undertook the duties of training and supervising the County’s employees with respect to Odyssey and its functionality with the iCJIS system.
Defendant
Tyler failed to properly train and supervise these employees.”
(Third Am. Compl., ECF No. 103 ¶ 47.)
Plaintiffs also allege
that Tyler failed to “train and supervise its own employees and
. . . the County’s employees” in connection with Tyler’s Odyssey
software.
(ECF No. 103 ¶¶ 134, 135.)
Plaintiffs’ allegations are a “formulaic recitation of the
elements” of a negligent training and supervision claim.
League
of United Latin Am. Citizens, 500 F.3d at 527 (6th Cir. 2007);
see Doe, 306 S.W.3d at 717.
Plaintiffs identify no specific
employees and do not explain how any specific employee’s actions
negligently
injured
them.
See
29
Thompson,
773
F.3d
at
755.
Plaintiffs do not allege that Tyler knew an employee under its
supervision was unfit to operate the Odyssey system. Plaintiffs’
general allegations of negligent supervision and training are
“mere conclusory statements” not supported by facts.
See id.;
Bundy v. Madison Cty., Tenn., No. 14-1337, 2015 WL 1957094, at
*3 (W.D. Tenn. Apr. 29, 2015).
In their response to Tyler’s Motion to Dismiss, Plaintiffs
represent that, “[h]ad Tyler conducted the end-to-end testing
set forth in their contract, they would have known that the
County employees were improperly trained to operate the iCJIS
system and Odyssey.”
nal).)
(ECF No. 109 at 1024 (emphasis in origi-
Plaintiffs represent that Tyler should have known the
employees it trained and supervised were unfit, but Tyler “willful[ly] ignor[ed]” the employees’ lack of training by failing to
test its system.
(Id.)
Plaintiffs do not allege in the Third
Amended Complaint that Tyler willfully ignored Shelby County
employees’ unfitness to operate the new computer system.
The
Court may not consider new facts alleged in Plaintiffs’ Response.
See Neff v. Standard Fed. Bank, 2007 WL 2874794, at *9 (S.D. Ohio
Sept. 27, 2007).
Because Plaintiffs have not pled sufficient facts to establish a plausible claim for negligent training and supervision,
Defendant Tyler’s Motion to Dismiss that claim is GRANTED.
30
V.
Conclusion
For the foregoing reasons, Tyler’s August 20, 2018 Motion
to Dismiss is GRANTED in part and DENIED in part.
So ordered this 15th day of October, 2018.
/s/ Samuel H. Mays, Jr.
SAMUEL H. MAYS, JR.
UNITED STATES DISTRICT JUDGE
31
Disclaimer: Justia Dockets & Filings provides public litigation records from the federal appellate and district courts. These filings and docket sheets should not be considered findings of fact or liability, nor do they necessarily reflect the view of Justia.
Why Is My Information Online?