Opinion
CIVIL ACTION NO. 03-1523
December 17, 2003
MEMORANDUM
I. INTRODUCTION
Plaintiff, Joseph Brooks, instituted this action on March 11, 2003 alleging intentional interference with contractual relations and intentional infliction of emotional distress by defendant, Systems Manufacturing Corporation ("SMC"). Brooks contends that defendant, his former employer, deliberately interfered with his employment relationship with his subsequent employer, Westwood, Inc., by coercing the company to terminate him. Plaintiff further asserts that he suffered severe emotional distress as a result of defendant's extreme and outrageous conduct.
Presently before me is defendant's Rule 12(b)(6) motion to dismiss plaintiff's amended complaint, or in the alternative, to strike paragraphs 14-19 of the amended complaint pursuant to Rule 12(f). For the reasons stated below I will grant defendant's motion as to plaintiffs claim of intentional infliction of emotional distress and will deny defendant's motion as to plaintiff's claim of intentional interference with contractual relations and defendant's motion to strike the paragraphs of plaintiff's amended complaint.
II. BACKGROUND
In or around June 2001, defendant hired plaintiff as a sales representative for its furniture manufacturing business. Plaintiff signed an agreement with SMC that included a non-compete provision that would prohibit him from competing with the company upon termination of his employment. Plaintiff left his employment with defendant in or around September 2002. The parties' accounts of what happened next are in dispute.
Plaintiff alleges he reported his SMC supervisor for having directed him to steal two pending deals from Constant Technologies, a firm defendant was in the process of acquiring. Plaintiff asserts that he then left SMC to work for a company known as InterNet, Inc. He claims that subsequent to reporting the supervisor, defendant sent him emails informing him that the company would prohibit him from working for InterNet. He alleges that defendant's agents subsequently contacted InterNet and informed them that plaintiff's non-compete agreement with SMC required that he be fired. Plaintiff claims he was terminated from his position at InterNet after one month, and that defendant's enforcement of the non-compete agreement was in retaliation for his reporting his supervisor. Defendant makes no mention of these events in its account of the facts.
According to SMC, plaintiff went directly from its employ to a position as a sales representative at Westwood. Plaintiff indicates he was hired by Westwood after leaving InterNet. Westwood is a company that represents SMC in the Philadelphia market by reselling SMC products and, according to defendant, that also competes with SMC by selling products that are competitive with SMC's wares. Plaintiff began work as a Westwood sales representative in or around October, 2002. He claims that SMC notified Westwood of the non-compete issue shortly thereafter although an agent of SMC had previously indicated to him that employment with Westwood would not violate his non-compete agreement. Despite the non-compete provision, SMC agreed to permit plaintiff to continue to work for Westwood provided he and Westwood sign an authorization agreement designed to protect SMC's proprietary and confidential business information. Westwood did not sign the authorization agreement.
Plaintiff alleges SMC then notified Westwood that it would no longer be permitted to represent SMC in the Philadelphia market if it continued to employ plaintiff without signing the authorization agreement. Westwood subsequently terminated plaintiff on or about January 31, 2003, approximately three months after he began working for the company. Westwood continues to represent SMC in the Philadelphia area.
III. STANDARD FOR RULE 12(b)(6)
A Rule 12(b)(6) motion to dismiss examines the sufficiency of the complaint. Conley v. Gibson, 355 U.S. 41, 45 (1957). In determining the sufficiency of the complaint I must accept all the plaintiffs well-pleaded factual allegations as true and draw all reasonable inferences therefrom. Graves v. Lowery, 117 F.3d 723, 726 (3d Cir. 1997).
The Federal Rules of Civil Procedure do not require a claimant to set out in detail the facts upon which he bases his claim. To the contrary, all the Rules require is "a short and plain statement of the claim" that will give the defendant fair notice of what the plaintiff's claim is and the grounds upon which it rests.Id., quoting Conley, 355 U.S. at 47. I will not inquire as to whether the plaintiff would ultimately prevail, but only whether he is entitled to offer evidence to support his claims. See Oatway v. Am. Int'l Group, Inc., 325 F.3d 184, 187 (3d Cir. 2003). "Thus, [I will] not grant a motion to dismiss 'unless it appears beyond a doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him to relief"Graves, 117 F.3d at 726, quoting, Conley, 355 U.S. at 45-46.
IV. COUNT I: INTENTIONAL INTERFERENCE WITH CONTRACTUAL RELATIONS
Plaintiff has sufficiently pled a claim for intentional interference with contract to withstand a Rule 12(b)(6) motion to dismiss. Under Pennsylvania law, a plaintiff must allege the following elements in order to properly plead a claim for intentional interference with contractual relations: 1) the existence of a contractual relationship between plaintiff and a third party; 2) an intent on the part of the alleged interfering party to harm the claimant by interfering with those contractual relations; 3) absence of privilege or justification for the interference; and 4) damages. Triffin v. Janssen, 626 A.2d 571, 574 (Pa.Super. 1993); Britt v. May Dep't Stores Co., Civ. A. 94-3112, 1995 WL 408348 (E.D. Pa. June 30, 1995). Defendant argues that plaintiff fails to sufficiently allege the first element necessary to establish a claim for intentional interference with contractual relations: a contractual relationship.
Under Federal Rule of Civil Procedure 8(a)(2)'s notice pleading requirement, a plaintiff must simply plead sufficient facts to "give the defendant fair notice of what the plaintiff's claim is and the grounds upon which it rests." Swierkiewicz, 534 U.S. at 512, citing Conley v. Gibson, 355 U.S. 41, 47 (1957). Here plaintiff states in his Amended Complaint that the employment relationship "was contractual in nature and/or based on a contract." (Pl's. Am. Compl. ¶ 39). In Carter v. Philadelphia Stock Exchange, Civ. A. 99-2455, 1999 U.S. Dist. LEXIS 13660 (E.D. Pa. August 26, 1999), the Court found that plaintiff's "averment [was] a sufficiently pleaded predicate for [the claim of intentional interference with contractual relations]" where the complaint alleged "that defendant's conduct interfered with her 'contractual employment relations'. . . ." Defendant points to Hennesy v. Santiago, 708 A.2d 169, 1278 (Pa.Super. 1998), to support its argument that plaintiffs amended complaint is not sufficient to support a claim for intentional interference with a contract. There, the court held that plaintiff had not established the necessary element of a contractual relationship. However, unlike here, in Hennesy, the plaintiff did "not allege that she was a contractual employee" in her second amended complaint. Id. Under the liberal pleading requirements of Rule 8(a), where plaintiff has alleged his employment relationship was contractual in nature and/or based on a contract, it does not appear "clear that no relief could be granted under any set of facts that could be proved consistent with the [plaintiff's] allegations." Swierkiewicz, 534 U.S. at 514, citing Hishon v. King Spaulding, 467 U.S. 69, 73 (1984). Plaintiff should be entitled to offer evidence to support his claim that his relationship with Westwood was based on a contract.
In the motion to dismiss, defendant does not address whether or not plaintiff sufficiently alleged the remaining elements of a claim for intentional interference with contractual relations to withstand a motion to dismiss. Plaintiffs responses also do not elaborate on how these elements are met. In particular, as to the third element plaintiff merely alleges in the complaint that "[d]efendant had no privilege or justification for its actions." (Pl's. Am. Compl. ¶ 41). As this case proceeds, the question of whether or not plaintiff can establish a claim for intentional interference with contractual relations remains an open question.
V. COUNT II: INTENTIONAL INFLICTION OF EMOTIONAL DISTRESS
Defendant's alleged conduct does not rise to the level of outrageousness necessary to make a claim for intentional infliction of emotional distress in Pennsylvania. To sustain a cause of action for intentional infliction of emotional distress, a plaintiff must prove 1) extreme and outrageous conduct that is 2) intentional or reckless and 3) causes severe emotional distress. See, e.g. Metzger v. Nat'l Comm'n on Certification of Physician Assistants, Civ. A. 00-4823, 2001 WL 76331 at * 5 (E.D. Pa. Jan. 26, 2001); Frankel v. Warwick Hotel, 881 F. Supp. 183, 187 (E.D. Pa. 1995); Hoy v. Angelone, 720 A.2d 745, 753 (Pa. 1998). "It is for the court to determine as a preliminary matter, if the defendant's conduct is so extreme and outrageous as to permit recovery." Mansmann v. Tuman, 970 F. Supp. 389, 403 (E.D. Pa. 1997), citing Cox v. Keystone Carbon Co., 861 F.2d 390, 395 (3d Cir. 1988). Liability can only be found where "the conduct has been so outrageous in character, and so extreme in degree, as to go beyond all possible bounds of decency, and to be regarded as atrocious and utterly intolerable in a civilized community."Corbett v. Morgenstern, 934 F. Supp. 680, 684 (E.D. Pa. 1996). See also Hough v. Meyer, 2002 WL 1764126 at * 489-90 (Pa. Com. PL March 26, 2002). Pennsylvania courts have been wary of declaring conduct to be sufficiently outrageous so as to permit recovery for intentional infliction of emotional distress and have allowed recovery "only in limited circumstances where the conduct has been clearly outrageous."Cox, 861 F.2d at 395 (citation omitted).
Although the Pennsylvania Supreme Court has not officially recognized the tort of intentional infliction of emotional distress, the Court of Appeals has noted that the tort "may be applied as part of Pennsylvania common law." Capresecco v. Jenkintown Borough, 261 F. Supp.2d 319, 323 (E.D. Pa. 2003). citing Willimas v. Guzzardi, 875 F.2d 46, 50 (3d Cir. 1989).
In the employment context, emotional distress claims rarely succeed because the alleged conduct does not usually rise to the necessary level of outrageousness. See, e.g., Sicalides v. Pathmark Stores, No. 99-CV-3465, 2000 WL 760439 at *11 (E.D. Pa. June 12, 2000). Under Pennsylvania law, cases where courts "have found conduct to be outrageous in the employment context [include] where an employer engaged in both sexual harassment and other retaliatory behavior against an employee." Capresecco, 261 F. Supp.2d at 323, quoting Cox, 861 F.2d at 395. In Denton v. Silver Stream Nursing Rehab. Ctr., 739 A.2d 571, 577 (Pa.Super. 1999), plaintiff established defendant's actions were sufficiently outrageous to state a claim for intentional infliction of emotional distress where she "averred that an employee of [defendant, her former employer,] threatened her with physical violence because of her 'whistleblower' activities' and conveyed a veiled threat of homicide" and the "employee was later discovered . . . to have a firearm in his possession." In contrast, in Alexander v. Hargrove, Civ. 93-5519, 1994 WL 313059, at * 6-7 (E.D. Pa. June 28, 1994) this Court found that defendant's conduct was not outrageous where an employer "coerced [plaintiff's] termination while knowing that this would attach a stigma of wrongdoing to him that would make him unemployable and destroy his career, family, and health." "Even where an employer deceives an employee into foregoing other employment, or even where the employer engages in a 'premeditated plan' to force an employee to resign, [intentional infliction of emotional distress] will not lie." Capresecco v. Jenkintown Borough, 261 F. Supp.2d 319, 323 (E.D. Pa. 2003). citing Cox, 861 F.2d at 395.
Here plaintiff alleges that SMC deliberately intended to destroy his employment relationships with both InterNet and Westwood by informing the companies of his non-compete agreement with SMC and that as a result of defendant's actions, he was terminated by both employers. Plaintiff argues that because a job termination can seriously and detrimentally affect all elements of an individual's life, defendant's conduct was certainly outrageous. However, "while loss of employment is unfortunate and unquestionably causes hardship, often severe, it is a common event and cannot provide a basis for recovery for [intentional infliction of emotional distress]."Capresecco, 261 F. Supp.2d at 323, quoting Cox, 861 F.2d at 395. Plaintiff makes no allegations of sexual harassment and retaliatory behavior or threats of physical violence or other intolerable actions which the Pennsylvania courts have found sufficient to support a claim for intentional infliction of emotional distress. Defendant's alleged conduct is limited to its enforcement of the non-compete agreement.C.f., Project Mgmt. Inst. v. Ireland, Civ. 99-4891, 200 WL 375266 (E.D. Pa. April 11, 2000) (holding plaintiffs' allegations not sufficiently outrageous as a matter of law to support a claim of intentional infliction of emotional distress where "defendants' alleged conduct [was] limited to PMI board related business and [did] not implicate incarceration, infirmity or intolerable standards of professional conduct").
Plaintiff argues this case is distinguishable from other cases in the employment context because his claim is not against a dismissing employer, but rather a former employer with whom he has no current employment relationship. Plaintiff provides no case law to support this proposition. Further, although SMC is no longer plaintiffs employer, because of his non-compete agreement, defendant maintained an ongoing relationship with plaintiff after he departed from the company. Under the high standard for outrageousness set by Pennsylvania law, it is not "outrageous" or "utterly intolerable" for a company to enforce the provisions in a non-compete agreement with a former employee. Plaintiff's allegations do not rise to the requisite level of outrageousness to support a claim for intentional infliction of emotional distress. Accordingly, Count II of the complaint is dismissed for failure to state a claim.
IV. DEFENDANT'S MOTION TO STRIKE PARAGRAPHS 14-19 OF PLAINTIFF'S COMPLAINT
Defendant has not established that the challenged paragraphs of plaintiff's complaint must be stricken. Federal Rule of Civil Procedure 12(f) provides that the court "may order stricken from any pleading any insufficient defense or any redundant, immaterial, impertinent, or scandalous matter." Fed.R.Civ.P. 12(f). This Court has held that the "standard for striking under Rule 12(f) is strict," Lakits v. York, 258 F. Supp.2d 401, 409 (E.D. Pa. 2003) quoting DiPietro v. Jefferson Bank, No. Civ.A. 91-7963, 1993 WL 101356, at *1 (E.D.Pa. March 30, 1993). Although courts possess considerable discretion in weighing Rule 12(f) motions, such motions are disfavored and will generally be denied unless the material bears no possible relation to the matter at issue and may result in prejudice to the moving party. See, e.g., Miller v. Group Voyagers. Inc., 912 F. Supp. 164, 168 (E.D. Pa. 1996): citing North Penn Transfer. Inc. v. Victaulic Co. of Amer., 859 F. Supp. 154, 158 (E.D. Pa. 1994).Defendant argues that paragraphs 14-19 should be stricken because they contain allegations arising out of events involving InterNet and plaintiffs claims against SMC solely relate to plaintiff's employment with Westwood. Plaintiff argues that the averments in question establish SMC's motive in seeking to force him out of his employment with Westwood and to show defendant engaged in a pattern of interfering with his employment. Defendant has not established, however, that the material in paragraphs 14-19 bears no possible relation to the matter at issue. For purposes of establishing a prima facie cause of action for tortious interference with contractual relations under Pennsylvania law
[i]n determining whether a particular course of conduct lacked privilege or justification, the trier of fact must consider the following factors: (a) the nature of the actor's conduct; (b) the actor's motive; (c) the interests of the other with which the actor's conduct interferes; (d) the interests sought to be advanced by the actor; (e) the proximity or remoteness of the actor's conduct to the interference; and (f) the relations between the parties.Phillips v. Selig, 157 F. Supp.2d 419, 427-27 (E.D. Pa. 2001) (emphasis added), citing Restatement (Second) of Torts § 767 (1982); Triffin v. Janssen, 626 A.2d 571, 574 ( Pa. Super. 1993); Adler. et al. v. Epstein, 393 A.2d 1175, 1184 ( Pa. 1978). Because SMC's conduct regarding plaintiff's relationship with InterNet may be relevant to this consideration I will deny defendant's motion to strike in accordance with Rule 12(f)'s strict standard.
ORDER
AND NOW, this ___ day of December 2003, after considering defendant's motion to dismiss and the plaintiff's response thereto, and for the reasons set forth in the accompanying memorandum, it is hereby ORDERED that defendant's motion is GRANTED IN PART and DENIED IN PART. Accordingly:
1) the Motion is GRANTED as to Count II of the Amended Complaint, and Count II is hereby DISMISSED with prejudice;
2) in all other respects the motion is DENIED.