United States District Court, N.D. Alabama, Southern Division
J.G. ROGERS CORPORATION, Plaintiff,
METALLIZED CARBON CORPORATION, Defendant.
DAVID PROCTOR UNITED STATES DISTRICT JUDGE
case is before the court on Defendant's motion to
dismiss. (Doc. # 7). For the reasons explained below, the
court concludes the motion is due to be granted in part and
denied in part.
to April 23, 2018, Plaintiff J.G. Rogers Corporation was a
sales representative for Defendant Metallized Carbon
Corporation. (Doc. #1 at ¶¶ 4, 15). In that role,
J.G. Rogers solicited sales of Metallized Carbon's
products in five states, including Alabama. (Id. at
¶ 4). In exchange for those services, Metallized Carbon
agreed to pay J.G. Rogers a commission on all sales revenue
it generated. (Id.).
companies evidently enjoyed a good relationship for many
years. Each month, J.G. Rogers would receive a commission
check from Metallized Carbon, along with a report identifying
the customer orders and payments on which the commission was
based. (Id. at ¶¶ 5 6). But following some
accounting changes at Metallized Carbon (id. at
¶¶ 7-13), J.G. Rogers began to suspect that
Metallized Carbon had failed to pay it the agreed-upon
commission for customer payments Metallized Carbon received
more than 30 days after the order was placed. (Id.
at ¶ 14). Shortly after this, in April 2018, Metallized
Carbon terminated J.G. Rogers as a sales representative.
(Id. at ¶ 15).
being terminated, J.G. Rogers requested a report from
Metallized Carbon showing the commissions it had received and
the customer revenue those commissions were based on for a
three-year period. (Id. at ¶ 16). After
examining the report, J.G. Rogers determined that an
accounting error by Metallized Carbon prevented it
“from receiving commission credit for past due payments
received by [Metallized Carbon] for orders that were older
than 30 days.” (Id. at ¶ 17). According
to J.G. Rogers, the records showed “numerous invoice
payments from [J.G. Rogers'] customers for which
[Metallized Carbon] did not compensate [J.G. Rogers].”
(Id. at ¶ 19).
Rogers claims that Metallized Carbon owes it commission on
orders placed both before and after Metallized Carbon
terminated their relationship. Some of the orders from which
J.G. Rogers claims unpaid commission were placed prior to
January 2018, and at least one order (from which J.G. Rogers
claims $25, 000 in unpaid commission) was placed in 2018.
(Id. at ¶¶ 20, 23). Additionally, J.G.
Rogers also claims commission on sales and blanket orders it
secured while working for Metallized Carbon that extend past
the end of 2018, and for future orders customers will renew
in following years. (Id. at ¶¶ 24-25).
Rogers asserts four different causes of action against
Metallized Carbon: (1) breach of contract, (2) suppression of
material facts, (3) unjust enrichment, and (4) negligence.
(Id. at ¶¶ 26-53). On its
breach-of-contract claim, J.G. Rogers seeks treble damages,
attorneys' fees, and court costs pursuant to
Alabama's Sales Representative's Commission Contracts
Act (the “Commission Act”), Ala. Code §
8-24-3. (Id. at ¶¶ 29-30).
Carbon argues that the case should be dismissed for lack of
subject-matter jurisdiction, failure to state a claim, and
failure to plead fraud with particularity. See Fed.
R. Civ. P. 12(b)(1), 12(b)(6), 9(b); (Doc. # 7).
Federal Rules of Civil Procedure require that a complaint
provide “a short and plain statement of the claim
showing that the pleader is entitled to relief.”
Fed.R.Civ.P. 8(a)(2). The complaint must include enough facts
“to raise a right to relief above the speculative
level.” Bell Atl. Corp. v. Twombly, 550 U.S.
544, 555 (2007). Pleadings that contain nothing more than
“a formulaic recitation of the elements of a cause of
action” do not satisfy Rule 8, and neither do pleadings
that are based merely upon “labels and
conclusions” or “naked assertion[s]”
without supporting factual allegations. Id. at 555,
557. In deciding a Rule 12(b)(6) motion to dismiss, courts
view the allegations in the complaint in the light most
favorable to the nonmoving party. Watts v. Fla.
International Univ., 495 F.3d 1289, 1295 (11th Cir.
considering a motion to dismiss, a court should “1)
eliminate any allegations in the complaint that are merely
legal conclusions; and 2) where there are well-pleaded
factual allegations, ‘assume their veracity and then
determine whether they plausibly give rise to an entitlement
to relief.'” Kivisto v. Miller, Canfield,
Paddock & Stone, PLC, 413 Fed.Appx. 136, 138 (11th
Cir. 2011) (quoting Am. Dental Assn. v. Cigna Corp.,
605 F.3d 1283, 1290 (11th Cir. 2010)). That task is context
specific, and to survive the motion, the allegations must
permit the court, based on its “judicial experience and
common sense . . . to infer more than the mere possibility of
misconduct.” Ashcroft v. Iqbal, 556 U.S. 662,
679 (2009). If the court determines that well-pleaded facts,
accepted as true, do not state a claim that is plausible, the
claims must be dismissed. Twombly, 550 U.S. at 570.
Carbon's motion to dismiss presents two issues for the
court: (1) whether the court has diversity jurisdiction over
this case pursuant to 28 U.S.C. § 1332 and (2) whether
any of the four causes of action asserted in the complaint
state a claim upon which relief may be granted. The court
concludes both that it has ...