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Tanksley v. Daniels

United States District Court, E.D. Pennsylvania

April 28, 2017

LEE DANIELS, et al., Defendants.


          Slomsky, J.


         I. INTRODUCTION ..................................................................................................... 1

         II. BACKGROUND ......................................................................................................... 2

         III. STANDARD OF REVIEW ........................................................................................ 4

         I V.ANALYSIS .................................................................................................................. 6

         A. Plaintiff Has Not Plausibly Alleged a Claim of Copyright Infringement Against Fox Defendants............... 6

         1. Summary of the Two Works .............................................................................. 8

         2. Substantial Similarity Analysis ........................................................................ 18

         B. Plaintiff Has Not Plausibly Alleged a Claim of Contributory Copyright Infringement Against Sharon Pinkenson and the Greater Philadelphia Film Office ...................................................................... 33

         C. Plaintiff Has Not Plausibly Alleged a Claim of Negligence Against Sharon Pinkenson and the Greater Philadelphia Film Office ........ 37

         1. Plaintiff's Negligence Claim is Preempted by the Copyright Act ................... 37

         2. Plaintiff Has Not Plausibly Alleged a Claim of Negligence ........................... 42

         i D. Plaintiff Has Not Plausibly Alleged a Claim of Intentional Misrepresentation Against Lee Daniels ........ 43

         E. Plaintiff Has Not Plausibly Alleged a Claim of Negligent Misrepresentation Against Lee Daniels .......................................... 48

         F. Plaintiff Has Not Plausibly Alleged a Claim of Contributory Copyright Infringement Against Leah Daniels-Butler .... 50

         V. CONCLUSION ......................................................................................................... 51


         Plaintiff Clayton Prince Tanksley brings this action against numerous Defendants alleging that they infringed on his copyrighted work titled Cream by creating and using copyrighted materials to produce the television series Empire. (Doc. No. 45.) The Defendants in this case can be divided into two identifiable groups. The first one consists of the “Fox Defendants.” Included in this group are Lee Daniels, Lee Daniels Entertainment, Leah Daniels-Butler, Danny Strong, Danny Strong Productions, Twenty-First Century Fox, Inc., Fox Entertainment Group, Inc., Twentieth Century Fox Film Corp., Twentieth Century Fox Television, Inc., Twentieth Television, Inc., Twentieth Century Fox International, Twentieth Century Fox International Television, LLC, Twentieth Century Fox Home Entertainment, LLC, Fox Networks Group, Inc., Fox Broadcasting Company, Fox Television Stations, Inc., Fox Digital Media, and Fox International Channels. The second group has two Defendants: Sharon Pinkenson and the Greater Philadelphia Film Office (“GPFO”).

         In Count I of the Second Amended Complaint (“SAC”), Plaintiff alleges that Fox Defendants directly infringed on his copyrighted work Cream by producing the television series Empire. (Doc. No. 45 at ¶¶ 42-56.) In Count II, Plaintiff alleges a contributory copyright infringement claim against Sharon Pinkenson and GPFO, and in Count III, a negligence claim against the same Defendants. (Id. at ¶¶ 57-70.) In Counts IV and V respectively, Plaintiff alleges intentional and negligent misrepresentation claims against Lee Daniels. (Id. at ¶¶ 71-79.) Finally, in Count VI, Plaintiff alleges that Leah Daniels-Butler committed contributory copyright infringement. (Id. at ¶¶ 79-86.) Defendants have filed two Motions to Dismiss the SAC in its entirety. (Doc. Nos. 53-54.) The Motions are now ripe for disposition.[1]


         In 2005, Plaintiff Clayton Prince Tanksley wrote, filmed, and produced a three episode television series titled Cream about an African American man “who has overcome a disadvantaged . . . past to achieve financial success in the music industry, only to be exploited by those closest to him.” (Doc. No. 45 at ¶ 41(A).) On September 23, 2005, Plaintiff obtained a registration of Cream from the United States Copyright Office. (Registration Number Pau3-002-354.) He then set about marketing his copyrighted work with the hope of making a hit television show or movie. Through these efforts, Tanksley learned about an event called Philly Pitch, where “writers and potential producers [were presented with] an opportunity to pitch their film concepts to a panel of entertainment industry professionals who act as ‘judges.'” (Doc. No. 45 at ¶ 31.) The Greater Philadelphia Film Office (“GPFO”) and its Executive Director, Sharon Pinkenson, organized this event. (Id. at ¶ 32.) Lee Daniels participated as one of the judges. (Id. at ¶ 31.)

         On April 5, 2008, Tanksley attended Philly Pitch. (Id.) He presented one copyrighted work, titled Kung Fu Sissy, to the panel of judges.[2] (See Doc. No. 53, Ex. B.) After each presenter pitched an idea to the panel, the participants broke for informal discussions and networking. At that time, Plaintiff alleges that he and Daniels privately discussed Cream. (Doc. No. 45 at ¶¶ 35-36.) Tanksley gave Daniels several copies of a DVD containing his copyrighted work, along with a written script of the show. (Id. at ¶ 36.) His goal was to work with Daniels to produce Cream as a hit television show. (Id.)

         Nearly seven years later, on January 7, 2015, Fox aired a pilot episode of its new television series titled Empire, which features the struggles of Lucious Lyon, a rapper and former drug dealer who founded one of the world's leading media companies, Empire Entertainment, with his ex-wife Cookie Lyon. (Id. at ¶ 37.) This soap opera chronicles Lucious and Cookies' fight for control over Empire Entertainment, vicariously waged through a succession battle among their three adult sons. (Doc. No. 53 at 3.)

         Lee Daniels and Danny Strong are the creators of Empire. (Id. at ¶ 37.) Plaintiff alleges that Daniels and Strong surreptitiously took his copyrighted work and were “knowingly and willfully involved in the unauthorized copying of ‘Cream'” in connection with the creation of Empire. (Id. at ¶ 46.) Plaintiff avers that after the airing of Empire, he was unable to successfully market Cream to any television network “due to its striking similarities to ‘Empire.'” (Id. at ¶ 41.)

         On January 8, 2016, Plaintiff initiated this action. (Doc. No. 1.) He filed an Amended Complaint on January 29, 2016. (Doc. No. 3.) On June 17, 2016, Defendants filed two Motions to Dismiss the Amended Complaint. (Doc. Nos. 21, 25). The Court held a hearing on Defendants' Motions to Dismiss on June 2, 2016. (Doc. Nos. 41-42.) At the hearing, this Court afforded Plaintiff another opportunity to amend the Amended Complaint. On August 1, 2016, Plaintiff filed the Second Amended Complaint (“SAC”). (Doc. No. 45.) Upon the filing of the SAC, the Court denied Defendants' pending Motions to Dismiss without prejudice as moot. (Doc. No. 46.)

         On September 30, 2016, Defendants filed another two Motions to Dismiss the SAC. (Doc. Nos. 53-54.) Plaintiff filed Responses in Opposition on October 30, 2016. (Doc. Nos. 57-60.) On November 14, 2016, Defendants filed Replies. (Doc. Nos. 62-63.) This Court held a hearing on the Motions to Dismiss the SAC. (See Doc. No. 69.) At the hearing, the Court granted the parties leave to file supplemental briefs in support of their positions. (Id.) On March 27, 2017, Plaintiff and Defendants filed supplemental briefs on the Motions to Dismiss (Doc. Nos. 80-84), which is now ripe for a decision.


         The motion to dismiss standard under Federal Rule of Civil Procedure 12(b)(6) is set forth in Ashcroft v. Iqbal, 556 U.S. 662 (2009). After Iqbal it is clear that “threadbare recitals of the elements of a cause of action, supported by mere conclusory statements do not suffice” to defeat a Rule 12(b)(6) motion to dismiss. Id. at 663; see also Bell Atl. Corp. v. Twombly, 550 U.S. 544 (2007). “To survive a motion to dismiss, a complaint must contain sufficient factual matter, accepted as true, to state a claim to relief that is plausible on its face.” Ethypharm S.A. France v. Abbott Labs., 707 F.3d 223, 231 n.14 (3d Cir. 2013) (citing Sheridan v. NGK Metals Corp., 609 F.3d 239, 262 n.27 (3d Cir. 2010)). “A claim has facial plausibility when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged.” Id. Applying the principles of Iqbal and Twombly, the Third Circuit in Santiago v. Warminster Twp., 629 F.3d 121 (3d Cir. 2010), set forth a three-part analysis that a district court in this Circuit must conduct in evaluating whether allegations in a complaint survive a 12(b)(6) motion to dismiss:

First, the court must “tak[e] note of the elements a plaintiff must plead to state a claim.” Second, the court should identify allegations that, “because they are no more than conclusions, are not entitled to the assumption of truth.” Finally, “where there are well-pleaded factual allegations, a court should assume their veracity and then determine whether they plausibly give rise to an entitlement for relief.”

Id. at 130 (quoting Iqbal, 556 U.S. at 675, 679). “This means that our inquiry is normally broken into three parts: (1) identifying the elements of the claim, (2) reviewing the complaint to strike conclusory allegations, and then (3) looking at the well-pleaded components of the complaint and evaluating whether all of the elements identified in part one of the inquiry are sufficiently alleged.” Malleus v. George, 641 F.3d 560, 563 (3d Cir. 2011).

         A complaint must do more than allege a plaintiff's entitlement to relief, it must “show” such an entitlement with its facts. Fowler v. UPMC Shadyside, 578 F.3d 203, 210-11 (citing Phillips v. Cnty. of Allegheny, 515 F.3d 224, 234-35 (3d Cir. 2008)). “[W]here the well-pleaded facts do not permit the court to infer more than the mere possibility of misconduct, the complaint has alleged - but it has not ‘shown' - ‘that the pleader is entitled to relief.'” Iqbal, 556 U.S. at 679. The “plausibility” determination is a “context-specific task that requires the reviewing court to draw on its judicial experience and common sense.” Id.

         IV. ANALYSIS

         Pursuant to Federal Rule of Civil Procedure 12(b)(6), Defendants seek to dismiss the SAC in its entirety. (Doc. Nos. 53-54.) The Court will address each of Plaintiff's claims in turn.

         A. Plaintiff Has Not Plausibly Alleged a Claim of Copyright Infringement Against Fox Defendants

         In Count I of the SAC, Plaintiff alleges that the Fox Defendants directly infringed on his copyrighted work titled Cream by producing the television series Empire.[3] (Doc. No. 45 at ¶¶ 42-56.) “Anyone who violates any of the exclusive rights of the copyright owner . . . is an infringer . . . .” 17 U.S.C. § 501(a). To state a claim of copyright infringement, a plaintiff must establish ownership of a valid copyright, and unauthorized copying of protectable elements of the plaintiff's copyrighted work. Tanikumi v. Walt Disney Co., 616 F. App'x 515, 519 (3d Cir. 2015). Proof of unauthorized copying can be found either in the defendant's admission or, as is more often the case, by circumstantial evidence of access and substantial similarity. Dam Things from Denmark, a/k/a Troll Co. ApS v. Russ Berrie & Co., Inc., 290 F.3d 548, 561 (3d Cir. 2002). To determine whether the works are substantially similar, a court “compares the allegedly infringing work with the original work, and considers whether a ‘lay-observer' would believe that the copying was of protectable aspects of the copyrighted work.”[4] Jackson v. Booker, 465 F. App'x 163, 165 (3d Cir. 2012).

         This inquiry involves distinguishing between protectable and unprotectable aspects of the copyrighted work. Kay Berry, Inc. v. Taylor Gifts, Inc., 421 F.3d 199, 208 (3d Cir. 2005). “It is a fundamental premise of copyright law that an author can protect only the expression of an idea, but not the idea itself.” Id. Accordingly, a court must discern “the author's expression and the idea or theme that he . . . seeks to convey or explore, ” because the former is protected and the latter is not. Id.; see also Winstead v. Jackson, 509 F. App'x 139, 143 (3d Cir. 2013) (citations omitted) (“The court must determine whether the allegedly infringing work is similar because it appropriates the unique expressions of the original work, or merely because it contains elements that would be expected when two works . . . explore the same theme.”).

         In analyzing the two works for substantial similarity, the court compares aspects such as plot, characters, theme, mood, setting, and dialogue. See, e.g., Tanikumi, 616 F. App'x at 521 (comparing plot, theme, setting, and characters, among other aspects, to determine if there was substantial similarity between the allegedly infringing work and the original copyrighted work). Without meticulously dissecting the works, a court's task is to compare the works' “total concept and overall feel . . . as instructed [by] good eyes and common sense.” Peter F. Gaito Architecture, LLC v. Simone Development Corp., 602 F.3d 57, 66 (2d Cir. 2010).

         Here, Fox Defendants do not contest that Plaintiff held a valid copyright for Cream, and that Plaintiff has adequately pled access. (Doc. No. 54 at 23 n.12.) Rather, they argue that Plaintiff has failed to plead facts showing that the two works are substantially similar. (Id. at 23.) In contrast, Plaintiff argues that he has stated a claim for copyright infringement because the two works are substantially similar in plot, characters, theme, mood, and setting.[5] (Doc. No. 60 at 10-24.) For reasons that follow, this Court agrees with Fox Defendants that Empire does not infringe on the expressions embodied in Cream.

         1. Summary of the Two Works

         To determine whether Cream and Empire are substantially similar, it is helpful first to summarize the content of the two works.

         a. Summary of Cream

         Plaintiff's copyrighted work titled Cream can be summarized as a television show that follows the trials and tribulations of Winston St. James, an African-American hip-hop mogul who runs a record label called Big Balla Records. (Doc. No. 45 at ¶ 41.) Throughout the three episode series, viewers watch Winston St. James manage artists who seek contracts with the label, attempt to save his sister (who is actually his daughter) from an abusive relationship, attend the funeral of his mother, and dismiss his father's request to co-own the record label. Additionally, Cream features extensive sexual scenes, in which Winston engages in sex with multiple partners, contracts herpes, and seeks solace in a prostitute.

         Episode one of Cream opens with Winston having sex with his two married assistants, Tiffany and Chantal. (Cream DVD at 0:44-1:46.) In the next scene, Winston arrives late to a dance studio where he is scheduled to hear a rap group's audition. (Id. at 1:48-2:49.) As the rap group performs a song, the scene fades to an extended fantasy sequence in which Winston has sex with yet another woman, Joy, who is a member of the rap group's entourage. (Id. at 2:50-5:16.)

         The next scene takes a dramatic shift. Winston's sister Angelica is beaten by her boyfriend Shekwan. (Id. at 5:22-6:30.) Shekwan asks Angelica to call Winston and set up an audition for him. (Id. at 6:30-6:33.) Angelica obliges. (Id. at 6:50-7:30.) Winston receives her call while in bed with Joy, and initially refuses to give Shekwan an audition, but then tells Angelica to meet him in his office to discuss it. (Id. at 7:30-8:08.) The next day, Angelica arrives at Winston's office wearing sunglasses. (Id. at 8:24-8:38.) Winston asks Angelica to take off the sunglasses, revealing a black eye, which she presumably got from the abusive Shekwan. (Id. at 8:39-9:35.) At that moment, Winston decides to give Shekwan an audition after all, hatching a plot to exact revenge on the man who is hurting his little sister. (Id. at 9:36-10:01.) After Angelica leaves the office, Winston grabs his groin and calls his secretary, asking that she schedule an urgent appointment with his doctor. (Id. at 10:18-10:26.)

         In the next scene, Shekwan auditions for Winston in the dance studio. (Id. at 10:38-12:30.) The audition is horrendous, yet Winston signs Shekwan to the record label anyway. (Id. at 12:30-12:59.) After the audition, Winston asks Angelica to join him for dinner, so that she is away from Shekwan. (Id. at 13:08-13:39.) Then he gestures to two men in the studio, suggesting that they can now go forward with a plan to take out revenge on Shekwan. (Id. at 13:40-13:47.)

         The scene then shifts to later that night, where Shekwan walks down an alleyway talking on the phone about his new contract with the record label. (Id. at 13:54-12:59.) As Shekwan urinates on a dumpster, the two men lurk in the darkness and shoot Shekwan. (Id. at 14:25- 14:50.) The men then enter the frame and kick him, checking that Shekwan is dead. (Id. at 14:55-15:14.) The credits roll. Thereafter, episode one concludes with a public service announcement from the actress who plays Angelica, who warns of the dangers of domestic violence and offers resources for those who need help escaping from an abusive relationship. (Id. at 15:48-16:46.)

         Next, in episode two of Cream, Winston learns from Angelica that Shekwan survived the shooting. (Id. at 17:44-18:19.) He berates the two hit men for failing to finish the job. (Id. at 18:19-19:11.) The next scene shifts to a doctor's office, where Winston is informed that he has herpes, a non-fatal disease. (Id. at 19:26-22:03.) The scene cuts to one of Winston's sexual partners, Chantal, having sex with her husband. (Id. at 22:06-22:53.) After having sex, Chantal appears to be in pain, apparently experiencing the symptoms of herpes. (Id. at 23:45-23:56.)

         The next day, Winston and Tiffany meet in the office. (Id. at 23:58-24:33.) Tiffany tells Winston that she and Chantal both are feeling under the weather, suggesting to the audience that they are all feeling the effects of herpes. (Id.)

         In the next scene, Angelica sits beside Shekwan's hospital bed, praying for his recovery. (Id. at 25:45-26:22.) Winston arrives and suggests that Angelica leave and get some rest. (Id. at 26:22-27:21.) Alone in the hospital room with Shekwan, Winston threatens the man, even though he appears to be in a coma. (Id. at 27:41-28:46.) As Winston leaves, however, the camera cuts to Shekwan opening his eyes. (Id. at 28:46-28:57.)

         Back at the office, Winston contemplates his herpes diagnosis, detailing his sexual encounters through various flashbacks. (Id. at 29:00-29:49.) Looking forlorn, he begrudgingly takes herpes medication. (Id.) Next, one of Winston's artists interrupts him in the bathroom demanding more money for his record sales, but Winston pulls out a gun and refuses to pay him. (Id. at 29:53-31:15.) In the meantime, Winston's mother Nora arrives at the office with Angelo, who is introduced as Winston's brother. (Id. at 31:19-32:54.) Angelo is developmentally disabled and has trouble speaking coherently, referring to himself in the third person. (Id. at 31:52-32:16.) Nora explains that Winston's father, Sammy, is currently dating Winston's ex-girlfriend Brenda. (Id.)

         In the following scene, Sammy and Brenda are sitting on the couch and talking in Sammy's apartment. (Id. at 32:56-34:02.) Through their conversation, the audience learns that Angelica and Angelo are really Brenda and Winston's children-not his younger siblings. (Id.) Winston's mother raised Angelica and Angelo as her own children after Brenda was sent away for her drug problem. (Id.) Sammy and Brenda also discuss how Sammy is going to take over Big Balla Records and Brenda is going to “get her kids back.” (Id.) The scene ends heavily suggesting that Sammy and Brenda will have sex. (Id. at 34:03-34:21.)

         Episode two then concludes with a lengthy public service announcement wherein Plaintiff Tanksley, the actor who plays Winston, talks about herpes, its statistics and its symptoms. (Id. at 34:59-36:43.) He recommends getting tested for herpes and other sexually transmitted diseases. (Id.)

         The third and final episode of the Cream pilot opens with a rapper recording in the studio. (Id. at 38:00-39:13.) While in the studio, Winston receives a call from Angelica, informing him that Shekwan is “going to make a fully recovery.” (Id. at 39:15-40:15.)

         In the following scene, Nora, Winston's mother, arrives at Sammy's apartment to confront him about his affair with Brenda. (Id. at 40:20-41:20.) Nora follows Brenda out of the apartment, where they have a confrontation in a parking lot. (Id. at 41:20-42:28.) Nora has a heart attack and dies. (Id.) At her funeral, Sammy demands that he take over the share of Big Balla Records that Nora owned (50%), which had not been revealed in the storyline until this point. (Id. at 43:00-45:22.) Winston refuses and storms off. (Id.)

         After a lengthy sequence of Winston driving around, the audience sees him pick up a prostitute named Regina, and they go to her apartment. (Id. at 45:38-45:22.) However, Winston is too upset by his mother's death to have sex. (Id.)

         Next, Winston watches as Shekwan records a song called “Biscuits and Gravy, ” which is meant to be comically bad. (Id. at 50:30-52:41.) However, to Winston's chagrin, the song becomes a hit. In the following scene, Winston, Chantal, and Tiffany deal with the herpes outbreak in the office. (Id. at 53:01-54:15.) Chantal admits to Winston that she has herpes, but Winston denies being infected. (Id.) Therefore, Chantal blames Tiffany for spreading herpes to the group and they get into an altercation. (Id.) When Chantal later admits to her husband that she has herpes, he kicks her out of their apartment. Chantal goes to Winston's home and asks to stay with him, and the two have sex.

         The scene then cuts to Sammy's apartment, where Brenda and Sammy are engaging in sexual acts. (Id. at 54:18-55:39.) Sammy is upset that Angelica and Angelo received all of Nora's shares of Big Balla Records. (Id.) Sammy decides that he and Brenda should reveal to Angelica and Angelo who their parents really are. (Id.) In this way, Sammy will be able to control their shares of Big Balla Records. (Id.)

         Later, Sammy and Brenda reveal to Angelica who her parents really are. (Id. at 104:37-108:41.) Upset at the news, Angelica calls Winston and says that she never wants to see him again. (Id.) Distraught, Winston goes to Regina's apartment, seeking solace in the prostitute. (Id. at 109:00-111:15.) While there, he reveals the truth about Angelica and Angelo, and his herpes diagnosis. (Id.) Regina confesses that she also has herpes. (Id.) Minutes later, Chantal's husband stops by Regina's apartment for a date. (Id.) At that moment, Winston realizes that Chantal's husband must have infected her with herpes, and that Chantal must have spread the disease to Winston and Tiffany. (Id.)

         At the conclusion of the pilot, the actress who plays Nora offers a public service announcement on the benefits of adoption. (Id. at 111:54-112:49.) She says that there is an “epidemic across America of grandparents rearing grandchildren, in many cases with special needs, because of the parents' problems, ” and encourages adoption of those children who “don't have grandparents to rescue them.” (Id.)

         b. Summary of Empire

         The allegedly infringing work titled Empire can be summarized as a television soap opera “reveling in the intrigue, power struggles and opulent excesses of a powerful and wealthy family”-the Lyons. (Doc. No. 54 at 3.) Empire tells the story of Lucious Lyon and his ex-wife Cookie Lyon, who rose from a criminal past of drug dealing to create a leading music label and entertainment company called Empire Entertainment. (Id.) The show details the couples' fight for control of the company, and chronicles a King Lear-style succession rivalry among their three sons-Andre, Jamal, and Hakeem-who each want to succeed their father in running the family business. (Id.)

         The pilot episode of Empire opens with Lucious Lyon, the family patriarch, sitting in a recording studio dissatisfied with the performance of one of his artists. (Empire DVD at 0:12-1:33.) As she sings, the scene cuts to stylized flashbacks of Lucious being examined by doctors who appear to be delivering bad news. (Id.) To get the performance he wants, Lucious emotionally manipulates the artist, telling her to recall the recent death of her brother. (Id. at 1:44-2:09.) The performance that follows demonstrates how Lucious is both a genius record producer and a man who is willing to stop at nothing to get what he wants. (Id. at 2:09-2:44.)

         The next scene opens with a lavish party on a yacht anchored in New York harbor. (Id. at 2:55-4:30.) Lucious's sons Jamal and Hakeem improvise an upbeat musical performance, while their older brother Andre cynically looks down on them for showing off their talent to gain their father's affection. (Id.)

         The next scene cuts back to Manhattan where, greeted by a throng of paparazzi and fans, Lucious arrives at the skyscraper which is the headquarters of Empire Entertainment. (Id. at 4:40-4:55.) Lucious's faithful assistant Becky quickly meets him in the lobby and informs him of the days urgent matters before Lucious goes to a board meeting. (Id. at 4:55-5:31.) At the board meeting, he announces that Empire Entertainment has filed to become a publicly traded company. (Id. at 5:32-6:40.)

         Later, Lucious meets with his three sons at his mansion and tells them that he plans to select one of them to take over Empire Entertainment, but that none of them are ready yet. (Id. at 6:46-8:05.) Jamal, the middle child, asks “what is this King Lear now?, ” suggesting the narrative for the series. (Id.)

         The scene then cuts to prison gates opening and Cookie Lyon, the matriarch of the Lyon family, exiting the grounds. (Id. at 8:08-8:33.) The audience learns that Lucious's ex-wife Cookie was released after serving ...

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