Computer Sciences Corporation v Maguire
Filing
137
MEMORANDUM OPINION. Signed by District Judge James C. Cacheris on 12/6/2016. (mpha)
IN THE UNITED STATES DISTRICT COURT FOR THE
EASTERN DISTRICT OF VIRGINIA
Alexandria Division
COMPUTER SCIENCES CORP.,
Plaintiff,
v.
JOHN PAUL MAGUIRE,
Defendant.
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M E M O R A N D U M
1:16-CV-261 (JCC/IDD)
O P I N I O N
This matter is before the Court on Plaintiff Computer
Sciences Corporation’s (“Plaintiff” or “CSC”) Omnibus Motion in
Limine [Dkt. 113] and Defendant John Paul Maguire’s (“Defendant”
or “Maguire”) Motions in Limine [Dkt. 116].
Both motions ask
this Court to exclude a variety of testimony and evidence.
For
the following reasons, the Court will rule on the various
motions as follows.
I.
A.
Background
Factual Background
The factual background of this case is recited in
detail in the Court’s November 22, 2016, Memorandum Opinion and
Order denying Defendant’s motion for summary judgment.
110.]
[Dkt.
Familiarity with that Memorandum Opinion and Order are
presumed.
1
To summarize, this case concerns CSC’s claims for
breach of contract and fraud against its former executive, John
Paul Maguire, regarding events surrounding his resignation from
CSC in October 2014.
CSC asserts that Maguire defrauded CSC
when he negotiated a severance package with CSC that prohibited
him from associating with a competitor, Cognizant Technology
Solutions (U.S.) (“Cognizant”), even though he was already
engaging in detailed discussions with Cognizant to accept a new
position there.
CSC also asserts that Maguire breached his non-
solicitation and Stock Option Award Agreements (hereinafter, the
“Employment Agreements”) with CSC by attempting to recruit
former CSC employees to work at Cognizant.
B.
Procedural Background
Plaintiff filed the instant lawsuit on March 9, 2016.
[Dkt. 1.]
On October 19, 2016, Defendant filed a notice of
removal to federal court.
[Dkt. 1.]
On November 23, 2016,
Plaintiff filed its omnibus motion in limine.
[Dkt. 113.]
November 25, 2016, Defendant filed his motions in limine.
On
116.]
Oral argument was held on December 6, 2016.
[Dkt.
These
motions are now ripe for disposition.
II. Standard of Review
The purpose of a motion in limine is to allow the
trial court to rule in advance of trial on the admissibility and
relevance of certain forecasted evidence.
2
Luce v. United
States, 469 U.S. 38, 40 n.2 (1984).
A court's ruling regarding
a motion in limine is "subject to change when the case unfolds,
particularly if the actual testimony differs from what was
[expected]."
Luce, 469 U.S. at 41.
Such evidentiary rulings
“are entitled to substantial deference and will not be reversed
absent a clear abuse of discretion."
United States v. Moore, 27
F.3d 969, 974 (4th Cir. 1994); see also United States v.
Perkins, 470 F.3d 150, 155 (4th Cir. 2006).
"[The Court of
Appeals] will find that discretion to have been abused only when
the district court acted 'arbitrarily or irrationally.'" Id.
(quoting United States v. Ham, 998 F.2d 1247, 1252 (4th Cir.
1993)).
As a general matter, all relevant evidence is admissible
unless there are constitutional, statutory, or rule-based
exceptions preventing its admission.
See Fed. R. Evid. 402.
Rule 401 of the Federal Rules of Evidence defines “relevant”
evidence as “evidence having any tendency to make the existence
of any fact that is of consequence to the determination of the
action more probable or less probable than it would be without
the evidence.”
Fed. R. Evid. 401.
Consequently, what
constitutes “relevant evidence” depends on the facts of the
case, the nature of the claims, and the associated defenses to
the claims.
3
One reason that relevant evidence may be excluded at
trial is because of its prejudicial effect.
403.
See Fed. R. Evid.
Rule 403 of the Federal Rules of Evidence states that
“[t]he court may exclude relevant evidence if its probative
value is substantially outweighed by a danger of one or more of
the following: unfair prejudice, confusing the issues,
misleading the jury, undue delay, wasting time, or needlessly
presenting cumulative evidence.”
Id.
III. Analysis
A.
Plaintiff’s Omnibus Motion in Limine
Plaintiff has made a series of motions in limine to
exclude a wide range of evidence and testimony.
addresses each of these motions in turn.
The Court
As a threshold matter,
as a result of this Court’s summary judgment rulings, only Claim
I of breach of contract and Claim III of fraud remain against
Defendant Maguire.
1. Motion in Limine to Exclude Evidence Involving
Oral Conversations between Maguire and Two CSC
Employees
Plaintiff asserts that Defendant should be precluded
from testifying regarding alleged oral modifications of his
Employment Agreements.
(Pl. Mem. in Supp. at 3.)
Plaintiff
argues that the Non-Competition/Non-Solicitation Agreement
signed by Defendant on April 19, 2013 specifically provides that
modifications or amendments must be made in writing.
4
(Id.)
This Agreement states: Ҧ 9. Amendment. This Agreement may not
be modified or amended except by a written instrument executed
by Employee and CSC’s General Counsel.”
(CSC Trial Ex. 4, ¶ 9.)
Similarly, each of the five stock option agreements contain the
following provision:
Entire Agreement; Amendment and Waivers. This
Agreement embodies the entire understanding and
agreement of the parties with respect to the
subject matter hereof, and no promise, condition,
representation or warranty, express or implied,
not stated or incorporated by reference herein,
shall bind either party hereto. None of the
terms and conditions of this Agreement may be
amended, modified, waived or canceled except by a
writing signed by the parties hereto specifying
such amendment, modification, waiver, or
cancellation. A waiver by either party at any
time of compliance with any of the terms and
conditions of the Agreement shall not be
considered a modification, cancellation or
consent to a future waiver of such terms and
conditions or of any preceding or succeeding
breach thereof, unless expressly stated so.
(CSC Trial Ex. 6, ¶ 14); (CSC Trial Ex. 7, ¶ 18); (CSC
Trial Ex. 8, ¶ 14); (CSC Trial Ex. 9, ¶ 16); (CSC Trial Ex.
10, ¶ 18).
Because any modifications must be made in
writing, Plaintiff argues that any alleged conversations
between Defendant and CSC employees that relate to his
contractual obligations would only serve to confuse the
jury and would be unfairly prejudicial to CSC.
in Supp. at 4.)
5
(Pl. Mem.
Defendant responds to Plaintiff’s arguments by
clarifying that the conversations he had with Mike Lawrie,
CSC’s chief executive officer, and Paul Saleh, CSC’s chief
financial officer, should be permitted at trial because
they “go to the heart of [Plaintiff’s] fraud claim.”
Mem. in Opp. at 4.)
(Def.
Such conversations are not meant to
show a modification of any contractual terms, but rather
are meant to show Lawrie’s, and therefore the Plaintiff’s,
state of mind.
(Id.)
Moreover, Maguire plans to offer
evidence of his conversation with Mr. Saleh as evidence of
his affirmative defense of waiver, as he alleges that Mr.
Saleh explicitly asked him to violate the terms of his nonsolicitation agreement.
(Id.)
Given the purposes for which these oral
conversations will be offered, the Court finds them
relevant to the proceedings and denies Plaintiff’s motion
to exclude them.
2. Motion in Limine to Preclude Defendant From
Asserting the Unenforceability of the NonSolicitation Provisions as an Affirmative
Defense
Plaintiff has also moved to preclude Defendant from
asserting the affirmative defense that the non-solicitation
provisions are unenforceable.
(Pl. Mem. in Supp. at 4.)
Plaintiff argues that Defendant asserted this defense for the
6
first time in his Reply Brief in Support of Motion for Summary
Judgment [Dkt. 94], filed on October 6, 2016, after the close of
discovery and the final pretrial conference.
(Id.)
Plaintiff
claims that Defendant should have raised this affirmative
defense sooner, via his Answer, discovery responses, or motion
for summary judgment.
(Id.)
Furthermore, Plaintiff alleges
that to permit such a defense would be “unfairly prejudicial”
because CSC did not have a chance to conduct discovery.
(Id.)
Defendant responds to this argument by pointing out
that his Answer explicitly “denies that the non-competition
agreement, stock option agreements, and separation agreement are
valid, binding, and enforceable contracts.”
at 5.)
(Def. Mem. in Opp.
Defendant also argues that Federal Rule of Civil
Procedure 8(c) does not require Maguire to plead general
unenforceability as an affirmative defense.
(Id.)
Federal Rule of Civil Procedure 8(c) requires that all
“avoidance or affirmative defense[s]” be affirmatively pled in
the answer.
Fed. R. Civ. P. 8(c).
The Fourth Circuit has
previously defined these defenses as “the defendant’s assertion
raising new facts and arguments that, if true, will defeat the
plaintiff’s . . . claim, even if all allegations in the
complaint are true.”
Bryant Real Estate, Inc. v. Toll Brothers,
Inc., 106 Fed. Appx. 182, 185 (4th Cir. 2004).
“Generally
speaking, affirmative defenses share the common characteristic
7
of a bar to the right of recovery even if the general complaint
were more or less admitted to.”
omitted).
Id. (internal citation
Defendant is correct that neither the Virginia state
courts nor the Fourth Circuit have addressed whether
unenforceability is an affirmative defense that must be raised
in the pleadings.
Even assuming that unenforceability must be pled as an
affirmative defense, “it is well established that [such a]
defense is not waived absent unfair surprise or prejudice.”
Grunley Walsh U.S., LLC v. Raap, 385 Fed. Appx. 455, 459 (4th
Cir. 2010) (internal citations and quotations omitted).
“This
is because ‘the Supreme Court has held that the purpose of Rule
8(c) is to give the opposing party notice of the affirmative
defense and a chance to rebut it.’”
Id. (citing Moore, Owen,
Thomas & Co. v. Coffey, 992 F.2d 1439, 1445 (6th Cir. 1993)).
“Thus, if a plaintiff receives notice of an affirmative defense
by some means other than pleadings, the defendant’s failure to
comply with Rule 8(c) does not cause the plaintiff any
prejudice.”
Grant v. Preferred Research, Inc., 885 F.2d 795,
797 (11th Cir. 1989) (internal quotation and citation omitted).
Moreover, “courts have found that affirmative defenses raised
for the first time in summary judgment motions may provide the
required notice.”
Raap, 385 Fed. Appx. at 459 (internal
citation omitted).
8
In the instant case, Defendant denied Plaintiff’s
allegations that the Employment Agreements were valid, binding,
and enforceable contracts as early as June 2016.
First Amended Compl. (“Answer”), ¶ 41.)
(Answer to
However, Defendant
failed to mention the unenforceability defense specifically
until he filed his Reply Brief in Support of Motion for Summary
Judgment.
[Dkt. 94.]
As a result, this Court did not consider
the general enforceability of the Employment Agreements in its
Order Denying the Motion for Summary Judgment.
[Dkt. 110 at 6
n.2.]
Due to Defendant’s tardiness, Maguire deprived
Plaintiff of the opportunity to fully brief the issue during
dipositive pre-trial motions.
As a result, Defendant has waived
the right to assert unenforceability of the non-solicitation
provision as an affirmative defense.
Accordingly, Plaintiff’s
motion is granted.
3. Motion in Limine to Preclude Defendant From
Asserting the Unenforceability of the
Liquidated Damages Provisions in Maguire’s
Stock Option Agreements
Plaintiff asserts a second argument regarding
Defendant’s potential unenforceability defenses.
This time,
Plaintiff claims that Maguire has waived his right to present
the affirmative defense that the liquidated damages provisions
in his stock option agreements are an unenforceable penalty
9
because he failed to assert them in his Answer, deposition
testimony, or summary judgment motion.
6.)
(Pl. Mem. in Supp. at
Instead, Defendant asserted them in his Reply Brief in
Support of Motion for Summary Judgment.
[Dkt. 94, at 16.]
Plaintiff further argues that “[t]he failure to assert [that] a
liquidated damages provision is an unenforceable penalty as an
affirmative defense . . . constitutes a waiver under Virginia
law.”
(Pl. Mem. in Supp. at 6.)
Defendant argues that he denied that the stock option
agreements were valid, binding, and enforceable contracts in his
Answer, which necessarily included denying that the liquidated
damages provision in those agreements was also enforceable.
(Def. Mem. in Opp. at 6.)
In addition, Defendant claims that
Federal Rule of Civil Procedure 8(c) does not require him to
plead unenforceability generally, or liquidated damages as a
penalty specifically, as an affirmative defense.
(Id.)
Even if
he were required to raise such a defense, Defendant argues that
he did so during summary judgment and that, in any event, CSC
failed to provide him with calculations on its liquidated
damages until July 8, 2016, a full two weeks after Defendant’s
Answer was due.
(Id. at 7.)
To justify excluding Defendant’s argument, Plaintiff
cites a single Virginia state court case for the following
proposition: the defense that a provision for liquidated damages
10
is an unenforceable penalty must be pled specially or it is
waived.
See Palace Laundry v. Country Club of Fairfax, No.
96203, 1992 WL 884601, at *2 (Va. Cir. Ct. Mar. 24, 1992)
(citing 22 Am. Jur.2d “Damages” 840).
While the court’s opinion
does state the proposition that Plaintiff cites, CSC fails to
recognize that the source the court cited for this proposition
has absolutely nothing to say on the matter.
As a result, the
Court finds the case unpersuasive.
Finding no other case law regarding whether liquidated
damages as an unenforceable penalty must be pled as an
affirmative defense, the Court focuses its analysis instead on
applying the proposition from Raap: “[A]n affirmative defense is
not waived absent unfair surprise or prejudice.”
Appx. at 459.
Id., 385 Fed.
Here, Defendant denied in his Answer that the
stock options agreements were unenforceable generally.
This
necessarily includes the argument that the liquidated damages
provisions within in those agreements were also unenforceable.
However, Defendant waited too long to raise this argument,
mentioning it for the first time in his Reply Brief during his
Motion for Summary Judgment.
Plaintiffs would be unfairly
prejudiced if the Court considered the argument at this time.
Thus, the Court grants Plaintiff’s motion.
4. Motion in Limine to Exclude the Deposition
Testimony of Raj Mehta
11
Plaintiff argues that Defendant plans to introduce
deposition testimony from Raj Mehta, a Cognizant executive, at
trial.
(Pl. Mem. in Supp. at 6.)
Mem. in Opp. at 7.)
Defendant denies this.
(Def.
Accordingly, this Court denies Plaintiff’s
motion as moot.
5. Motion in Limine to Exclude Testimony
Regarding Whether Defendant Received the
November 5, 2014 Offer Letter
Plaintiff next argues that Defendant should be
prohibited from claiming that he never received Cognizant’s
first offer letter—issued on November 5, 2014—because he
admitted receiving it in his Answer.
(Pl. Mem. in Supp. at 7.)
Defendant clarifies that his Answer merely admitted that
Cognizant “issued its first offer letter to him” on that date.
(Def. Mem. in Opp. at 8 (citing Answer, ¶ 18).)
However, in the
same section of his Answer, Defendant also denied that he had
the November 5 “Cognizant offer in hand.”
¶ 18).)
(Id. (citing Answer,
Defendant appears to be arguing that the two taken
together imply that he denied ever having received the offer
letter.
Moreover, during Defendant’s deposition, CSC’s counsel
“never even asked whether he received the document,” but rather
focused only on his knowledge of its contents.
Maguire Tr. [Dkt. 94-1] at 216:25-218:22).)
(Id. (citing
Finally, Defendant
claims that even if this testimony did not put CSC on notice,
his summary judgment reply brief did, wherein he argued that the
12
November 5 letter was an internal Cognizant document only that
he had never received.
(Id. (citing Reply Brief at 5-6).)
The Court disagrees with Plaintiff that Defendant
admitted that he received the November 5 offer letter in his
Answer.
The quoted language above makes clear that he only
admitted that an offer letter had been issued on a particular
date.
It says nothing about when, if ever, he received it.
As
a result, the Court denies Plaintiff’s motion.
6. Motion in Limine to Exclude Defendant’s Motion
and Threatened Motion for Rule 11 Sanctions
Plaintiff argues that Defendant plans to introduce
evidence of his Motion and threatened Motion for Rule 11
Sanctions.
(Pl. Mem. in Supp. at 8.)
(Def. Mem. in Opp. at 9.)
Defendant denies this.
Accordingly, this Court denies
Plaintiff’s motion as moot.
7. Motion in Limine to Exclude Other Lawsuits
Plaintiff’s final argument is that Defendant plans to
introduce other currently pending lawsuits between Defendant,
Cognizant, and CSC.
this.
(Pl. Mem. in Supp. at 8.)
(Def. Mem. in Opp. at 9.)
Defendant denies
Accordingly, this Court denies
Plaintiff’s motion as moot.
B.
Defendant’s Motions in Limine
Defendant has also made three motions in limine to exclude
evidence and testimony at trial.
13
The Court addresses each of
these motions in turn.
As noted above, as a result of this
Court’s summary judgment rulings, only Claim I of breach of
contract and Claim III of fraud remain against Defendant
Maguire.
1. Motion in Limine to Exclude Non-Solicitation
Evidence and Evidence Related to Bill Hutton
a.
Non-Solicitation Evidence
Defendant argues that “CSC’s non-solicitation
agreement is facially overbroad and unenforceable under Virginia
law.”
(Def. Mem. in Supp. at 1.)
Defendant claims that his
“Separation Agreement with CSC, which references the provision
in his original Non-Competition Agreement, restricts him from
‘hir[ing], attempt[ing] to hire, or assist[ing] any other person
or entity in hiring or attempting to hire any current employee
of CSC or any person who was a CSC employee within the 6-month
period preceding such hiring or attempted hiring.’”
(See Non-
Competition/Non-Solicitation Agreement [Dkt. 1-1], § III(2)(a);
Separation Agreement [Dkt. 1-3], § 9.)
Such an agreement, which
“applies to all current or former employees, throughout the
world, regardless of whether the two employees had even met, and
regardless of the position for which the employee is solicited,
is facially overbroad and unenforceable.”
(Id.)
Plaintiff responds to Defendant’s arguments by
asserting that the unenforceability of the non-solicitation
14
provision was “implicitly rejected” by this Court at summary
judgment, that the argument was not raised in a timely fashion
as an affirmative defense, and that the provision is valid and
enforceable under Virginia law.
(Pl. Mem. in Opp. at 3-4.)
As a preliminary matter, this Court’s Order Denying
Summary Judgment did not reject Defendant’s argument, implicitly
or otherwise, as Plaintiff claims.
[Dkt. 110.]
Court declined to address it altogether.
In fact, the
[See id. at 6 n.2.]
As to whether this defense was timely raised, the Court again
finds that because Defendant’s failed to assert the argument in
his Motion for Summary Judgment, it has been waived.
As a
result, the Court declines to reach the merits of the
provision’s enforceability under Virginia law.
For the
foregoing reasons, the Court denies Defendant’s motion to
exclude all testimony regarding Maguire’s alleged solicitation
of any individuals.
b. Bill Hutton Allegations
In the alternative, Defendant argues that CSC should
not be permitted to introduce evidence regarding his alleged
solicitation of Bill Hutton (“Hutton”).
4.)
(Def. Mem. in Supp. at
Defendant claims that CSC’s Amended Complaint contained no
factual allegations about Hutton.
(Id.)
In fact, CSC did not
introduce such allegations until it filed its Memorandum in
Opposition at summary judgment on October 3, 2016.
15
(Id. at 5.)
Defendant maintains that allowing such evidence would be
prejudicial because he had no notice of the Hutton claim and
believed that Hutton was being deposed only as to his knowledge
of Defendant’s alleged solicitation of Eddie Woods.
6.)
(Id. at 5-
Plaintiff responds that Defendant should have been put on
notice by its Amended Complaint, the document production related
to discovery, and the depositions.
(Pl. Mem. in Opp. at 6.)
In
making this argument, however, Plaintiff provides few, if any,
citations.
The Court ultimately grants Defendant’s motion to
exclude any evidence regarding Defendant’s alleged solicitation
of Hutton.
Despite Plaintiff’s assertions to the contrary,
CSC’s Amended Complaint contains no factual allegations
whatsoever regarding Hutton.
Plaintiff did not introduce these
allegations until it filed its opposition to summary judgment.
To allow these claims to go forward now would be improper.
See
McKelvy v. Capital One Servs., LLC, 2010 WL 3418228, at *5 n.7
(E.D. Va. Aug. 20, 2010).
Thus, the Court bars this evidence.
2. Motion in Limine to Exclude Certain Damages
Evidence
Defendant next argues that the merger clause in the
Separation Agreement “extinguishes CSC’s right to claw back the
value of the exercised options under the stock option
agreements.”
(Def. Mem. in Supp. at 9.)
16
Alternatively,
Defendant argues that the liquidated damages provision in the
stock option agreements are unenforceable penalties.
10.)
(Id. at
To support this assertion, Defendant states that Plaintiff
has not claimed any actual damages for his alleged solicitation
of Woods and Hutton and that the parties did not fix an amount
of damages at the time of contracting.
(Id. at 11.)
Moreover,
he did not waive this argument by failing to raise it in his
pleadings.
(Id. at 11-12.)
Plaintiff argues that Defendant waived the affirmative
defense of liquidated damages as unenforceable penalties.
Mem. in Opp. at 9.)
(Pl.
In addition, Plaintiff claims that the
Separation Agreement does not supersede all other prior written
agreements between the parties.
(Id. at 10.)
Plaintiff also
argues that the recoupment and forfeiture provisions in the
stock option agreements are enforceable under Virginia law
because actual damages were difficult to determine when the
agreements were signed as well as because the amount fixed is
not disproportionate to the probable loss suffered.
(Id. at
12.)
Defendant responds to Plaintiff’s arguments by
asserting that these issues are precluded from further
litigation.
Defendant points out that Plaintiff already sued
Defendant on the exact same claims in May 2015.
Cognizant et al., No. 3:15-cv-00267 (D. Nev.).
17
See CSC v.
Defendant filed
a motion to dismiss in that case based upon the merger clause in
the Separation Agreement that provided that the Agreement
superseded all other prior written agreements between the
parties and, therefore, required jurisdiction in Virginia.
(motion to dismiss).
Id.
The Court held that “[t]he subject matter
of the [Separation Agreement] was the resolution of ‘all issues
and obligations that exist or may exist between [CSC and
Maguire] concerning [Maguire’s] employment and termination.’”
Id. at 4-5 (order).
Furthermore, the Court held that “[a]l of
CSC’s claims – those based on the non-solicitation/noncompetition agreements, those based on the stock option award
agreements, and those arising purely in tort – relate to
Maguire’s employment and termination and thus arise out of or
relate to the [Separation Agreement].”
Id.
For that reason,
the Nevada Court applied the forum selection clause in the
Separation Agreement and transferred the case to Virginia.
Id.
Defendant asserts that CSC’s arguments today involve the same
issues and the same facts as those already heard and decided by
the Nevada court.
Res judicata can encompass both issue preclusion,
commonly referred to as collateral estoppel, as well as claim
preclusion.
Taylor v. Sturgell, 553 U.S. 880, 892 (2008).
The
latter forecloses “successive litigation of the very same claim,
whether or not relitigation of the claim raises the same issues
18
as the earlier suit.” Id. (citing New Hampshire v. Maine, 532
U.S. 742, 748 (2001)).
Issue preclusion, in contrast, “bars
‘successive litigation of an issue of fact or law actually
litigated and resolved in a valid court determination essential
to the prior judgment,’ even if the issue recurs in the context
of a different claim.”
748–49).
Id. (citing New Hampshire, 532 U.S. at
“By ‘preclud[ing] parties from contesting matters that
they have had a full and fair opportunity to litigate,’ these
two doctrines protect against ‘the expense and vexation
attending multiple lawsuits, conserv[e] judicial resources, and
foste[r] reliance on judicial action by minimizing the
possibility of inconsistent decisions.’”
Id. (citing Montana v.
United States, 440 U.S. 147, 153–54 (1979)).
Here, because the
original suit between the parties was based upon diversity
jurisdiction and was filed in Nevada, Nevada state law controls.
See Semtek Int’l Inc. v. Lockheed Martin Corp., 531 U.S. 497,
508 (2001).
The facts of this case satisfy the doctrine of issue
preclusion.
The Nevada District Court’s ruling on the motion to
dismiss was unquestionably on the merits and resulted in the
transfer of that case to the Eastern District of Virginia.
Plaintiff did not appeal that order, choosing instead to
voluntarily dismiss the case shortly after it arrived here.
19
Plaintiff then refiled the instant case against Maguire three
months later.
Having fully litigated the issue of whether the
Separation Agreement supersedes all prior written agreements –
including the stock option agreements — between the parties,
Plaintiff cannot now assert that the stock option agreements
control the question of damages.
Accordingly, the Court grants
Defendant’s motion to exclude any evidence or testimony about
the claw back provisions in Maguire’s CSC stock option
agreements.
The Court declines to address the parties’ additional
arguments, as it has previously ruled that Defendant waived his
right to bring the affirmative defense that the punitive damages
at issue here are unenforceable penalties.
The Court has no
reason to address whether such damages would have been
unenforceable penalties under Virginia law today.
3. Motion in Limine to Exclude Evidence Related
to CSC’s Confidential Information or Customers
Defendant’s final motion in limine is to exclude
evidence related to the theft, use, and disclosure of
confidential information or solicitation of any of CSC’s
customers (the “Confidential Information and Customer
Evidence”).
Defendant argues that the claims associated with
the Confidential Information and Customer Evidence were already
20
dismissed with prejudice and are, therefore, barred by the
doctrine of claim preclusion.
(Def. Mem. in Supp. at 13.)
In
addition, Defendant asserts that such evidence has no relevance
to the remaining two claims and would be prejudicial to his
defense.
(Id. at 12-13.)
Plaintiff urges the Court not to rule on this issue
prematurely and clarifies that it has withdrawn most of the
disputed exhibits, except for Exhibit 43.
14.)
(Pl. Mem. in Opp. at
CSC does not, however, provide any justification as to the
potential relevance of the remaining exhibit.
(Id.)
The doctrine of claim preclusion forecloses
“successive litigation of the very same claim, whether or not
relitigation of the claim raises the same issues as the earlier
suit.” Sturgell, 553 U.S. at 892 (citing New Hampshire v. Maine,
532 U.S. 742, 748 (2001)).
Plaintiff has already agreed to
dismiss with prejudice its claims involving the Confidential
Information and Customer Evidence.
It cannot now assert,
without elaboration, that such evidence may be relevant at trial
and, thus, the Court should wait to rule on the evidence until
presented.
Since Plaintiff’s counsel has chosen not to explain
how this evidence might be relevant, the Court grants
Defendant’s motion.
IV.
Conclusion
For the foregoing reasons, the Court rules as follows:
21
(1)
Plaintiff’s Motion in Limine to Exclude Evidence
Involving Oral Conversations between Maguire and Two CSC
Employees is DENIED;
(2)
Plaintiff’s Motion in Limine to Preclude Defendant from
Asserting the Unenforceability of the Non-Solicitation
Provisions as an Affirmative Defense is GRANTED;
(3)
Plaintiff’s Motion in Limine to Preclude Defendant From
Asserting the Unenforceability of the Liquidated Damages
Provisions in Maguire’s Stock Option Agreements as
Unenforceable Penalties is GRANTED;
(4)
Plaintiff’s Motion in Limine to Exclude the Deposition
Testimony of Raj Mehta is DENIED as moot;
(5)
Plaintiff’s Motion in Limine to Exclude Testimony
Regarding Whether Defendant Received the November 5, 2014
Offer Letter is DENIED;
(6)
Plaintiff’s Motion in Limine to Exclude Defendant’s
Motion and Threatened Motion for Rule 11 Sanctions is
DENIED as moot;
(7)
Plaintiff’s Motion in Limine to Exclude Other Lawsuits is
DENIED as moot;
(8)
Defendant’s Motion in Limine to Exclude Non-Solicitation
Evidence Generally is DENIED;
22
(9)
Defendant’s Motion in Limine to Exclude Non-Solicitation
Evidence with Regards to Bill Hutton Specifically is
GRANTED;
(10) Defendant’s Motion in Limine to Exclude Certain Damages
Evidence is GRANTED; and
(11) Defendant’s Motion in Limine to Exclude Evidence Related
to CSC’s Confidential Information or Customers is
GRANTED.
An appropriate Order will issue.
December 6, 2016
Alexandria, Virginia
________________/s/_______________
James C. Cacheris
UNITED STATES DISTRICT COURT JUDGE
23
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