SCA Promotions Inc v. Yahoo! Inc

Filing 1

NOTICE OF REMOVAL WITH JURY DEMAND from 160th Judicial District Court, Dallas County, Texas, case number DC-14-00947 filed by Yahoo! Inc. (Filing fee $400; receipt number 0539-5912675) In each Notice of Electronic Filing, the judge assignment is indicated, and a link to the Judges Copy Requirements is provided. The court reminds the filer that any required copy of this and future documents must be delivered to the judge, in the manner prescribed, within three business days of filing. Unless exempted, attorneys who are not admitted to practice in the Northern District of Texas should seek admission promptly. Forms and Instructions found at www.txnd.uscourts.gov, or by clicking here: Attorney Information - Bar Membership (Attachments: # 1 Exhibit(s) A: Index of Matters Being Filed, # 2 Exhibit(s) B: A copy of the state court docket sheet, # 3 Exhibit(s) B(1): A copy of Plaintiff's Original Petition filed on January 30, 2014, # 4 Exhibit(s) B(2): A copy of Plaintiff's First Amended Original Petition filed February 14, 2014, # 5 Exhibit(s) B(3): A copy of all executed process, # 6 Exhibit(s) C: Defendant's Certificate of Interested Persons, # 7 Cover Sheet, # 8 Cover Sheet Supplement) (Cook, Darrell)

EXHIBIT B(1)

FILED
DALLAS COUNTY
1/30/2014 6:31:11 PM
GARY FITZSIMMONS
DISTRICT CLERK

DC-14-00947

Pointer Tonya

CAUSE NO. ____________
SCA PROMOTIONS, INC.,

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IN THE DISTRICT COURT OF
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Plaintiff,
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vs.
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_____ JUDICIAL DISTRICT
YAHOO!,
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Defendant.
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DALLAS COUNTY, TEXAS
______________________________________________________________________________
PLAINTIFF’S ORIGINAL PETITION
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Plaintiff SCA Promotions, Inc. (“SCA”) files this Original Petition against Defendant
Yahoo!, and alleges as follows:
SCHEDULING LEVEL:
This case should be governed under a Level II Scheduling Order.
I.
1.

PARTIES

Plaintiff SCA Promotions, Inc. (“SCA”) is a Texas corporation, with its principal

place of business in Dallas, Texas.
2.

Defendant Yahoo! is a Delaware corporation, with its principal place of business

in Sunnyvale, California. It can be served with process through its Chief Executive Officer at
701 First Avenue, Sunnyvale, California 94089, or through its registered agent in Texas.
3.

Yahoo! also maintains an office at 1680 Glenville, Richardson, Texas
II.

4.

JURISDICTION AND VENUE

This Court has personal and subject matter jurisdiction over this lawsuit. Subject

matter jurisdiction is proper because the amount in controversy in this case exceeds the minimum
jurisdictional amount. This Court has personal jurisdiction over defendant because Yahoo!

PLAINTIFF’S ORIGINAL PETITION

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conducts business in this State to such an extent that this Court can exercise personal jurisdiction
over it.
5.

Venue in Dallas County, Texas is proper pursuant to § 15.002(a)(1) as the events

giving rise to this lawsuit arose in this County.
III.
6.

FACTS

On December 27, 2013, SCA and Yahoo! entered into a written contract known

as the “Contingent Prize Contract #70816” (referred to herein as “Contract”).
7.

The Contract covered a promotion known as the “Tourney Pick ‘Em” (the

“Promotion.”) Yahoo! is the sponsor of the Promotion (and is referred to as “Sponsor” in the
Contract”). The Promotion involved contestants trying to correctly predict the winners of each
of the 63 games of the upcoming 2014 NCAA Men’s Basketball Tournament.
8.

If any contestant correctly predicted in advance of the tournament the winner of

each of the 63 games, and both Yahoo! and the contestant complied with all of the applicable
material terms of the Contract and the Sponsor’s Official Promotion Rules,” then SCA was
obligated to pay to the contestant a $1 billion prize as specified in the Promotion (i.e., paid out
with a 40-year annuity of $5 million annual payments and a balloon payment at the end of that
40-year term).
9.

In exchange for SCA agreeing to undertake this significant liability, Yahoo!

agreed to pay SCA a fee of $11 million. Ten percent of the fee ($1,100,000) was due on or
before December 31, 2013 and Yahoo in fact paid that fee to SCA. The remainder of the fee was
due on or before February 15, 2014.
10.

On January 27, 2014, Yahoo! sent notice to SCA that it was cancelling the

Contract. The Contract provides that Yahoo! may, upon written notice, cancel the Contract

PLAINTIFF’S ORIGINAL PETITION

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provided that such notice is given at least fifteen (15) minutes prior to the tip off of the initial
basketball game.
11.

However, the Contract also specifies that if Yahoo! does cancel the Contract, it

nonetheless is obligated to pay a cancellation fee as set out in the Contract. The Contract
specifies that if Yahoo! cancels the Contract after January 15, 2014, but before February 15,
2014, then Yahoo! must pay fifty percent (50%) of the agreed upon $11 million fee. Since
Yahoo! cancelled on the Contract on January 27, 2014, the Contract requires Yahoo! to pay SCA
$5.5 million (50% of the $11 million fee, of which $1.1 million already had been paid).
12.

Despite cancelling the Contract, Yahoo! has refused to pay the required

cancellation fee.
13.

Instead, Yahoo! claims that it owes no such fee and has even demanded return of

the initial $1.1 million payment.
14.

As a result, Yahoo! is in breach of the Contract.
First Cause of Action (Breach of Contract)

15.

SCA and Yahoo! have a Contract as described above.

16.

Pursuant to the terms of the Contract, Yahoo! owes SCA at least $4.4 million.

17.

Yahoo! has refused to pay the amount owed.

18.

SCA has performed all necessary conditions to be entitled to the payment owed to

it by Yahoo!
19.

All conditions precedent and necessary to Yahoo!’s performance have been

satisfied or have been waived or excused because of Yahoo’s cancellation of the Contract.
20.

Yahoo! is in breach of the Contract and SCA has suffered damages as a result.

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21.

SCA is entitled to recover its damages in an amount of at least $4.4 million, plus

interest and costs.
IV.

ATTORNEYS’ FEES

22.

SCA re-alleges and incorporates the foregoing allegations as it fully set forth

23.

SCA seeks recovery of its reasonable and necessary attorneys’ fees, costs, and

herein.

expenses through trial and all appeals pursuant to Texas Civil Practice and Remedies Code §
38.001(8).
V.
24.

Plaintiff demands a trial by jury.
VI.

25.

JURY DEMAND

CONDITIONS PRECEDENT

All conditions precedent to Plaintiff’s claims for relief have been performed,

occurred or excused.
VII.

PRAYER FOR RELIEF

Considering the premises, Plaintiff requests that this Court, upon final hearing, enter
judgment against Defendant for the following relief:
(1)

Damages in an amount to be determined at trial;

(2)

Reasonable and necessary attorneys’ fees in an amount to be determined at trial;

(3)

Costs of suit incurred herein; and

(4)

Such other and further relief in law or in equity to which Plaintiff may be justly
entitled.

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Respectfully submitted,

___________________________________
Jeffrey M. Tillotson, P.C.
Texas Bar No. 20039200
LYNN TILLOTSON PINKER & COX, L.L.P.
2100 Ross Avenue, Suite 2700
Dallas, Texas 75201
[phone] Telephone
[phone] Facsimile
[e-mail]
ATTORNEYS FOR PLAINTIFF

PLAINTIFF’S ORIGINAL PETITION

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