United States District Court, E.D. Pennsylvania
DARNELL JONES, II J.
Wendy Christian commenced the above-captioned action,
alleging Defendant violated Title VII of the Civil Rights Act
of 1964, 42 U.S.C. §§2000e, et seq.
(hereinafter “Title VII”), the Americans with
Disabilities Act, 42 U.S.C. §§ 12101, et
seq. (hereinafter “ADA”), and the Family and
Medical Leave Act, 42 U.S.C. §§ 2601, et
seq. (hereinafter “FMLA”). Defendant
subsequently raised several counterclaims, sounding in both
federal and state law. Currently before the court are
Defendant's Amended Counterclaims, in which Defendant
alleges violations of the Defend Trade Secrets Act, 18 U.S.C.
§§ 1836, et seq. (hereinafter
“DTSA”) (Count III), and the Computer Fraud and
Abuse Act, 18 U.S.C. §§ 1030, et seq.
(hereinafter “CFAA”) (Count VII). (Am. Countercl.
¶¶ 96-106, 132-146.) Defendant's state law
claims include: Injunctive Relief (Count I); Breach of
Contract (Count II); Misappropriation of Trade Secrets Under
the Pennsylvania Uniform Trade Secrets Act, 12 Pa. Cons. Stat
§§ 5301 et seq. (Count IV); Replevin
(Count V); and, violation of the Pennsylvania Wiretapping and
Electronic Surveillance Control Act, 18 Pa. Cons. Stat.
§§ 5701, et seq. (Count VI). (Am.
Countercl, ¶¶ 82-95, 107-131.)
has moved to dismiss Defendant's Counterclaims pursuant
to Fed.R.Civ.P. 12(b)(1) and Fed.R.Civ.P. 12(b)(6). For the
reasons set forth below, Plaintiff's Motion shall be
commenced the instant action on March 1, 2016. (ECF No. 1.)
Pursuant to a Stipulation for Amendment of Pleadings,
Plaintiff filed her First Amended Complaint on September 1,
2016. (ECF Nos. 18, 19.) On September 2, 2016, Defendant
filed an Answer to Plaintiff's First Amended Complaint,
in which Defendant raised various counterclaims arising under
federal and state law. (ECF Nos. 20.) On September 23, 2016,
Plaintiff filed a Motion to Dismiss Defendant's
counterclaims, which was denied on October 24, 2016. (ECF
Nos. 22, 31.) The parties were granted leave to conduct
jurisdictional discovery regarding Defendant's DTSA
counterclaim. (ECF No. 31.) Following jurisdictional
discovery, Defendant filed a First Amended Answer with
Affirmative Defenses and Amended Counterclaims. (ECF No. 65.)
A challenge thereto, as filed by the Plaintiff, is now before
this Court. (ECF No. 66.)
around June 2013, Plaintiff was offered a job working for
Defendant as a Business Application Delivery Manager. (Am.
Compl. ¶ 13.) Plaintiff accepted the offer and commenced
her employment on July 15, 2013. (Am. Compl. ¶ 14.)
Plaintiff alleges that during her employment with Defendant,
she was treated in a disparate and discriminatory manner as
compared to her male coworkers. (Am. Compl. ¶16.) For
example, Plaintiff claims that at one point in 2013, she and
a male co-worker each requested permission to hire an
assistant, resulting in a granting of the male
co-worker's request and a denial of Plaintiff's
request. (Am. Compl. ¶17.) Plaintiff further alleges she
was not informed of certain expense reimbursement procedures,
thereby resulting in the receipt of less reimbursement than
her male coworkers. (Am. Compl. ¶18.) Plaintiff
ultimately complained of gender discrimination to both
Defendant and to the Equal Employment Opportunity Commission.
(Am. Compl. ¶ 19.)
September 2014, Plaintiff requested and took a medical leave
of absence pursuant to the FMLA. (Am. Compl. ¶ 20.) On
or about December 21, 2014, Plaintiff requested to return to
work with several workplace accommodations, including but not
limited to a modified start time, a maximum of several work
hours per day, and flexibility to work from home or to attend
doctor's appointments. (Am. Compl. ¶ 21.)
Defendant's Human Resources Department did not grant
Plaintiff's aforementioned accommodation requests, and
instead requested that Plaintiff provide “more
information” regarding her medical conditions. (Am.
Compl. ¶ 22.) Plaintiff subsequently provided the
requested additional information regarding her diagnoses and
the reasons for each accommodation she requested. (Am. Compl.
¶ 23.) However, on or about January 15, 2015, Defendant
terminated Plaintiff from her employment. (Am. Compl. ¶
24.) In doing so, Defendant did not engage in any interactive
process regarding Plaintiff's termination, did not ask
Plaintiff if she could manage her duties with more limited
accommodations, and did not ask Plaintiff if there were any
other positions that she may be able to perform. (Am. Compl.
Plaintiff's termination from employment, she was required
to return any and all of Defendant's property to
Defendant. (Am. Countercl. ¶ 47.) In particular,
Plaintiff retained a laptop that Defendant had issued to
Plaintiff during the course of her employment, which
Plaintiff subsequently returned to Defendant after having
allegedly erased the contents of the storage drives. (Am.
Countercl. ¶¶ 52-54.) Because Defendant was of the
belief that the contents of the laptop had been erased, it
did not believe Plaintiff had retained any of Defendant's
electronic documents. (Am. Countercl. ¶ 58.) However, on
July 18, 2016, Plaintiff's counsel informed Defendant
that she was in possession of documents from Plaintiff's
employment with Defendant, and would produce same (in excess
of 22, 000 pages) in response to Defendant's discovery
request regarding the underlying discrimination matter (the
Christian Document Production). (Am. Countercl. ¶¶
result of the document production, Defendant alleges in
pertinent part that Plaintiff acquired Defendant's
confidential, proprietary, and trade secret information
through non-public and improper means during the course of
her former employment with Defendant. (Am. Countercl. ¶
100.) Defendant further alleges that the Christian Document
Production (identified in Paragraphs 12, 61 through 70, and
98 of Defendant's Amended Counterclaim) constitutes
legally protectable trade secrets under the DTSA. (Am.
Countercl. ¶ 99.) In particular, Defendant claims that
during her employment with Defendant, Plaintiff misused her
access to Defendant's IT systems and SAP ERP system to
copy Defendant's Confidential or Proprietary Information
onto Plaintiff's personal external hard drive. (Am.
Countercl. ¶ 76.) Defendant alleges that on or after
May, 12, 2016, Plaintiff disclosed Defendant's trade
secrets to third-parties unaffiliated with Defendant,
including, but not limited to, her former legal advisors,
spouse, and current counsel. (Am. Countercl. ¶105.)
Standards of Review
12(b)(1) permits parties to assert, by motion, the defense of
lack of subject matter jurisdiction. Fed.R.Civ.P. 12(b)(1). A
challenge to subject matter jurisdiction under Rule 12(b)(1)
may take two forms: a facial challenge or a factual
challenge. If a facial challenge concerns an alleged pleading
deficiency, the trial court is restricted to a review of the
allegations of the complaint and any documents referenced
therein. CNA v. United States, 535 F.3d 132, 139 (3d
Cir. 2008); Gould Elec. Inc. v. United States, 220
F.3d 169, 177 (3d Cir. 2000). When considering a facial
challenge, “the trial court must consider the
allegations of the complaint as true.” Mortensen v.
First Fed. Sav. & Loan Ass'n, 549 F.2d 884, 891
(3d Cir. 1977).
factual challenge “concerns the actual failure of a
plaintiff's claims to comport factually with the
jurisdictional prerequisites.” CNA, 535 F.3d
at 139 (internal quotation, citation, and alterations
omitted). If the challenge before the trial court is a
factual challenge, the court does not accord any presumption
of truth to the allegations in the plaintiff's complaint,
and the plaintiff bears the burden of proving subject-matter
jurisdiction. Id. With a factual challenge, the
court may weigh evidence outside the pleadings and make
factual findings related to the issue of jurisdiction.
Id.; U.S. ex rel. Atkinson v. Pa. Shipbuilding
Co., 473 F.3d 506, 514 (3d Cir. 2007). “[T]he
existence of disputed material facts will not preclude the
trial court from evaluating for itself the merits of the
jurisdictional claims.” Mortensen, 549 F.2d at
deciding a motion to dismiss pursuant to Rule 12(b)(6),
courts must accept all factual allegations as true, construe
the complaint in the light most favorable to the plaintiff,
and determine whether, under any reasonable reading of the
complaint, the plaintiff may be entitled to relief.
Phillips v. County of Allegheny, 515 F.3d 224, 233
(3d Cir. 2008) (internal quotation and citation omitted).
After the Supreme Court's decision in Bell Atl. Corp.
v. Twombly, [t]hreadbare recitals of the elements of a
cause of action, supported by mere conclusory statements, do
not suffice. Ashcroft v. Iqbal, 556 U.S. 662, 678
(2009) (citing Twombly, 550 U.S. 544, 555 (2007)). 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. at 663 (citing Twombly, 550
U.S. at 556). This standard asks for more than a sheer
possibility that a ...