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Jackson v. Maine Pointe, LLC

United States District Court, E.D. Tennessee, Knoxville

March 16, 2018




         This matter is before the Court to address two motions for summary judgment. The defendant, Maine Pointe, LLC (“Maine Pointe”), filed a motion for summary judgment as to all counts of the Amended Complaint on October 9, 2017, [Doc. 37]. Maine Pointe also submitted a statement of material facts, [Doc. 38], a memorandum in support, [Doc. 39], and several affidavits from Maine Pointe employees in support of its motion for summary judgment, [Docs. 40, 41, 42, 43, and 44]. The plaintiff, Howard Jackson (“Mr. Jackson”), responded to Maine Pointe's statement of material facts, [Doc. 51], and motion, [Doc. 50], to which Maine Pointe replied, [Doc. 52]. Also before the Court is Mr. Jackson's motion for summary judgment, filed on October 13, 2017, [Doc. 45], as well as the accompanying statement of material facts, [Doc. 47], and memorandum in support, [Doc. 46]. Maine Pointe responded to the statement of material facts, [Doc. 49] as well as the motion, [Doc. 48], to which Jackson replied, [Doc. 53]. The matters are ripe for review.


         Maine Pointe is a Massachusetts corporation specializing in operations consulting. [Doc. 39 at 2]. Mr. Jackson was employed with Maine Pointe pursuant to an employment offer letter dated September 29, 2015, [Doc. 47-1]. This letter, in pertinent part, reads as follows:

I am pleased to extend to you the opportunity to join Maine Pointe, LLC (the “Company”) to become Vice President, Food and Beverage (Food and Beverage Industry Partner). … I look forward to your acceptance of this opportunity. Subject to your agreement and signature, you will be engaged on an at-will basis upon the following additional terms and conditions. Services will commence as of Thursday, October 15th, 2015. [redacted] You will be paid an annual base income of $215, 000.00 USD. You will be eligible to earn sales commission on collected engagement revenue (not analysis, nor reimbursed T&E revenue), based on the schedule in Attachment A. All commissions are paid monthly as project revenue is collected on or before the end of each month. Management reserves the right to make changes to the sales commission plan as is deemed necessary by the business.

[Id.]. The letter was signed by Steve Bowen, Chairman & CEO of Maine Pointe. Below Mr.

         Bowen's signature is the phrase “Agreed:, ” followed by Mr. Jackson's signature, and the date of October 1, 2015. Attachment A, referenced in the employment letter above, includes the following language:

Attachment A to the Offer Letter of Howard Jackson dated September 28, 2015
Your sales commission schedule shall be as follows:
New Name Client Work Developed by you
Sales of $0 to $6, 000, 000 7%
Sales of $6, 000, 001 and above 8%
Management reserves the right to make changes to the sales commission plan as is deemed necessary by the business.

[Doc. 39-1 at 66]. Neither party disputes that Mr. Jackson negotiated his salary and commission rates with Maine Pointe. [Doc. 49 at 4].

         Mr. Jackson began his employment with Maine Pointe on October 15, 2015, at which point he received at least some training on Maine Pointe's customer development process [Doc 47-1; Doc. 51 ¶ 19]. Maine Pointe states that Bill Forster, Executive Vice President, Food & Beverage, and Collin Ziemerink, Executive Vice President of Business Development, reviewed the company's “Business Development Process PowerPoint with Plaintiff and explained how commissions are earned and paid at Maine Pointe.” [Doc. 38 ¶ 19]. Maine Pointe attached a copy of this PowerPoint presentation and “Plaintiff's Onboarding Plan” to the affidavit of the Maine Pointe executive who states that he discussed with Mr. Jackson “how sales commissions were earned and paid at Maine Pointe” both before the employment letter was signed and when Mr. Jackson's employment began on October 15, 2015. [Docs. 42 ¶¶ 19-24, 42-1, 42-2]. Mr. Jackson does not dispute that he received a “small presentation of Maine Pointe's development process, ” but as it related to the payment of commission, he claims that it was only discussed “to the extent that Mr. Ziemerink told Plaintiff: ‘Sell over $6 million worth of work in one year and you'll get 8 percent commission thereafter.'” [Doc. 51 at 6].

         During his employment, Mr. Jackson identified Colony Brands as a potential customer for Maine Pointe, and requested that Mr. Forster authorize the conversion of the Colony Brands account into Mr. Jackson's name. [Doc. 47 ¶ 12]. Mr. Jackson discovered that another Maine Pointe employee, Sara Raudenbush, could connect him with the proper contact at Colony Brands. [Id. at ¶ 13]. Mr. Jackson proposed that Ms. Raudenbush enter into a referral agreement, which would allow her to receive a 1.5% commission in exchange for her part in connecting Mr. Jackson with her Colony Brands contacts. [Id. at ¶¶ 14-22] Mr. Jackson sent a solicitation email to Colony Brands on February 5, 2016, and left a voicemail for his Colony Brands contact on February 8, 2016. [Id. at ¶¶ 21-22]. On February 15, 2016, Mr. Forster informed Mr. Jackson that he was terminated from his employment at Maine Pointe. [Id. at ¶ 23]. Following Mr. Jackson's termination, email correspondence between Mr. Jackson and Mr. Bowen indicates while Mr. Jackson was not to represent himself as an employee of Maine Pointe, he would be compensated with “a 10% commission solely” if he could deliver a “Level 1 fully developed opportunity” to Maine Pointe. [Id. at ¶ 25; Doc. 47-8].

         In the days following Mr. Jackson's termination, a Maine Pointe Market Specialist, Don Rickling, re-sent Mr. Jackson's original solicitation email to the Colony Brands contact, Don Hughes. [Id. at ¶ 26]. Mr. Hughes responded to Mr. Rickling's email, referenced Mr. Jackson's name, and indicated that Colony Brands was interested in meeting with Maine Pointe. [Id. at ¶ 28]. Mr. Rickling scheduled the meeting between Colony Brands and Maine Pointe. Mr. Forster attended the meeting, and continued the sales development process with Colony Brands. [Doc. 38 ¶¶ 25-29]. Eventually, Maine Pointe secured a contract with Colony Brands which resulted in $6.3 million in collected engagement revenue. [Doc. 47 ¶ 54]. Maine Pointe paid Mr. Foster 7.5% commission in addition to his salary for his development of the Colony Brands deal, and Mr. Rickling received 1.5% for his involvement in soliciting and scheduling the initial meeting. [Id. at ¶ 59; Doc. 38 ¶ 31]. Ms. Raudenbush was paid a 1.5% referral bonus for providing the Colony Brands contacts to Mr. Jackson. [Doc. 47 ¶ 58]. Mr. Jackson was paid no commission from the Colony Brands revenue, and thus brought this action.


         Summary judgment is proper where the pleadings, the discovery and disclosure materials on file, and any affidavits show that there is no genuine issue of material fact and that the movant is entitled to judgment as a matter of law. Fed.R.Civ.P. 56(c). In ruling on a motion for summary judgment, the Court must view the facts contained in the record and all inferences that can be drawn from those facts in the light most favorable to the non-moving party. Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587 (1986); Nat'l Satellite Sports, Inc. v. Eliadis, Inc., 253 F.3d 900, 907 (6th Cir. 2001). The Court cannot weigh the evidence, judge the credibility of witnesses, or determine the truth of any matter in dispute. Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 249 (1986).

         The moving party bears the initial burden of demonstrating that no genuine issue of material fact exists. Celotex Corp. v. Catrett, 477 U.S. 317, 323 (1986). To refute such a showing, the non-moving party must present some significant, probative evidence indicating the necessity of a trial for resolving a material factual dispute. Id. at 322. A mere scintilla of evidence is not enough. Anderson, 477 U.S. at 252; McClain v. Ontario, Ltd., 244 F.3d 797, 800 (6th Cir. 2000). This Court's role is limited to determining whether the case contains sufficient evidence from which a jury could reasonably find for the non-moving party. Anderson, 477 U.S. at 248-49; Nat'l Satellite Sports, 253 F.3d at 907. If the non-moving party fails to make a sufficient showing on an essential element of its case with respect to which it has the burden of proof, the moving party is entitled to summary judgment. Celotex, 477 U.S. at 323. If this Court concludes that a fair-minded jury could not return a verdict in favor of the non-moving party based on the evidence presented, it may enter a summary judgment. Anderson, 477 U.S. at 251-52; Lansing Dairy, Inc. v. Espy, 39 F.3d 1339, 1347 (6th Cir. 1994).

         The party opposing a Rule 56 motion may not simply rest on the mere allegations or denials contained in the party's pleadings. Anderson, 477 U.S. at 256. Instead, an opposing party must affirmatively present competent evidence sufficient to establish a genuine issue of material fact necessitating the trial of that issue. Id. Merely alleging that a factual dispute exists cannot defeat a properly supported motion for summary judgment. Id. A genuine issue for trial ...

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