STEVE WARD and FRANCIS TRESSA, individually and on behalf of all other similarly situated persons, Plaintiffs,
CAREFUSION SOLUTIONS, LLC, Defendant.
Submitted: February 8, 2018
C. Herr, Esq. (Argued), Jack D. Mclnnes, Esq., Attorneys for
Plaintiffs and the Putative Class
Elizabeth S. Fenton, Esq., Danielle N. Petaja, Esq., Saul
Ewing Arnstein & Lehr LLP, Matthew J. Hank, Esq.
(Argued), Helga P. Spencer, Esq., Littler Mendelson P.C.,
Attorneys for Defendant CareFusion Solutions, LLC
Honarable Mary M. Johnston.
AND PROCEDURAL CONTEXT
a class action suit brought to recover allegedly unpaid wages
and work expenses. Defendant CareFusion Solutions, LLC
("CareFusion") licenses, sells, and leases assorted
medical devices. CareFusion hired Steve Ward, Francis Tressa,
and the putative class (collectively,
"Plaintiffs"), to service CareFusion's products
pursuant to a Maintenance and Service Agreement. Plaintiffs
allege that they should be classified as CareFusion's
employees, not independent contractors. Plaintiffs further
allege that, as employees, Sections 510, 1194, 1198, and 2802
of the California Labor Code entitle them to recover for
CareFusion's failure to reimburse Plaintiffs for
work-related expenses and CareFusion's failure to pay
Plaintiffs overtime wages.
response, CareFusion has filed this Motion to Dismiss,
arguing that the California laws on which Plaintiffs rely do
not apply to work performed outside of California. Plaintiffs
counter by arguing that California law controls, because the
Maintenance and Service Agreements designate California as
the choice of law. Should the Court find that California law
does not apply, the Plaintiffs seek leave to amend their
complaint to add facts establishing Plaintiffs' presence
within California and to include violations of Delaware and
TO DISMISS STANDARD
Rule 12(b)(6) motion to dismiss, the Court must determine
whether the claimant "may recover under any reasonably
conceivable set of circumstances susceptible of
proof." The Court must accept as true all
well-pleaded allegations.Every reasonable factual inference will
be drawn in the non-moving party's favor.
claimant may recover under that standard of review, the Court
must deny the motion to dismiss.
a court may not rely on materials extrinsic to the pleadings
when ruling on a Rule 12(b)(6) motion. An exception to
this rule exists when "an extrinsic document is integral
to a plaintiffs claim and is incorporated into the complaint
by reference." Plaintiffs' Complaint states that
Plaintiffs brings their claims under California law
"[p]ursuant to the choice of law clause contained in
their Maintenance and Service Agreements" with
CareFusion. The Court therefore may consider the
Maintenance and Service Agreements when ruling on this
are two Agreements, both signed by representatives of
CareFusion. One is signed by Ward as owner of Computers RX
Ltd., and the other is signed by Tressa as owner/operator of
Raymond Electronic Services. Two clauses that appear in both
Agreements are relevant to the resolution of this motion.
23 of both Agreements is titled "Compliance with
Laws" and states: "The Parties shall comply with
all laws and regulations applicable to their respective
performance of this Agreement." Section 44 of both
Agreements is titled "Governing Law" and states:
"This Agreement shall be governed by and construed in
accordance with the laws of the State of California, without
regard to that state's conflicts of law principles."
do not allege that they performed any work in California.
Plaintiffs instead rely entirely on the Agreements'
choice-of-law provision for the inclusion of California
causes of action in the Complaint. Whether the two clauses of
the Agreements enable Plaintiffs to allege a valid claim
under the California Labor Code requires an examination of
the California courts' interpretation of the Code's
courts presume that the state's statutes do not apply to
occurrences outside of California. This presumption against
extraterritoriality can be rebutted when the "language .
. . purpose, subject matter or history" of the statute
in question clearly expresses or allows for a reasonable
inference that ...