Chen v. Fleetcor Technologies Inc., 16-CV-00135-LHK. (2017)
Court: District Court, N.D. California
Number: infdco20170505a73
Visitors: 17
Filed: May 04, 2017
Latest Update: May 04, 2017
Summary: ORDER RE: PLAINTIFFS' MOTIONS IN LIMINE Re: Dkt. Nos. 77, 78, 79, 80, 81 LUCY H. KOH , District Judge . Having considered the parties' briefing, the relevant law, the record in this case, and balancing the considerations set forth in Federal Rule of Evidence 403, the Court rules on Plaintiffs' motions in limine as follows: MIL Ruling Plaintiffs' MIL #1 Plaintiffs' Motion in Limine #1 is GRANTED as to the affirmative (ECF No. 77): defen
Summary: ORDER RE: PLAINTIFFS' MOTIONS IN LIMINE Re: Dkt. Nos. 77, 78, 79, 80, 81 LUCY H. KOH , District Judge . Having considered the parties' briefing, the relevant law, the record in this case, and balancing the considerations set forth in Federal Rule of Evidence 403, the Court rules on Plaintiffs' motions in limine as follows: MIL Ruling Plaintiffs' MIL #1 Plaintiffs' Motion in Limine #1 is GRANTED as to the affirmative (ECF No. 77): defens..
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ORDER RE: PLAINTIFFS' MOTIONS IN LIMINE Re: Dkt. Nos. 77, 78, 79, 80, 81
LUCY H. KOH, District Judge.
Having considered the parties' briefing, the relevant law, the record in this case, and balancing the considerations set forth in Federal Rule of Evidence 403, the Court rules on Plaintiffs' motions in limine as follows:
MIL Ruling
Plaintiffs' MIL #1 Plaintiffs' Motion in Limine #1 is GRANTED as to the affirmative
(ECF No. 77): defenses of comparative fault, contributory negligence, and set off
Motions to Exclude or offset. However, Plaintiffs' Motion in Limine #1 is DENIED to
Evidence of the extent it seeks to exclude evidence relevant to whether
"comparative fault, Plaintiffs did not satisfy their contractual obligations, did not
contributory negligence, reasonable rely on Defendant's alleged fraudulent concealment,
set off or some variant and failed to mitigate damages.
of one of those three
doctrines."
Plaintiffs' MIL # 2 Plaintiffs' Motion in Limine #2 is DENIED as to evidence
(ECF No. 78): Motion showing that employee statements were not made in the scope of
to exclude evidence that employment. However, Plaintiffs' Motion in Limine #2 is
employees were not GRANTED as to evidence that no one's actions except the
acting in the scope of Compensation Committee of the Board of Directors could be
their employment attributed to Defendant through respondeat superior. The standard
described in CACI 3720 is the relevant standard to determine
whether the individuals at issue here were acting in the scope of
employment for the purposes of respondeat superior. White v.
Ultramar contains the relevant standard for determining whether
the employees' acts are attributable to Defendant for the purposes
of punitive damages.
Plaintiffs' MIL #3 Plaintiffs' Motion in Limine #3 is GRANTED to the extent it
(ECF No. 79): seeks to introduce evidence of Defendant's financial status for the
Motion to introduce purposes of punitive damages, reasonable reliance, and failure to
evidence of Defendant's mitigate. With respect to reasonable reliance, Plaintiffs may only
financial condition introduce evidence on which Plaintiffs actually knew and relied on
when deciding to remain employees of Defendant. Plaintiffs'
Motion in Limine #3 is DENIED to the extent Plaintiffs seek to
introduce evidence of Defendant's financial condition to show
expectation damages because expectation damages may not be
awarded in the instant case.
Plaintiffs' MIL #4 Plaintiffs' Motion in Limine #4 is DENIED because California
(ECF No. 80): Civil Code § 623 cannot be used to establish facts by estoppel
Motion to Conclusively offensively.
establish facts under
Cal. Evid. Code § 623
Plaintiffs' MIL #5 At summary judgment, the Court found that the breach of contract
(ECF No. 81): cause of action was limited to a breach of an agreement to agree
Motion to introduce under Copeland v. Baskin Robbins U.S.A., 96 Cal. App. 4th 1251
evidence of benefit of (2002). Copeland limits damages for an agreement to agree to
the bargain or reliance damages. Plaintiffs argue that the implied covenant of
expectation damages good faith and fair dealing prevents a party to an agreement to
agree from acting in bad faith to eliminate the benefits of the
contract. However, to the extent the benefits of the contract
involve solely an agreement to agree, Copeland limits an implied
covenant of good faith and fair dealing cause of action's damages
to reliance damages. Here, Plaintiffs argue that the contract in
dispute provides benefits beyond an agreement to agree.
However, that contradicts the Court's summary judgment ruling.
Moreover, the benefit of the bargain or expectation damages in
this case would be too speculative because the parol evidence
proposed by Plaintiffs does not eliminate the specific contractual
language that states that the stock options are performance stock
options. Plaintiffs' proposed benefit of the bargain or expectation
damages would require speculation as to what the performance
criteria would have been if such performance criteria had been
established, and whether the performance criteria would have been
met. Such a measure of damages is too speculative because it
interferes with "an employer's inherent authority to manage its
enterprise." Scott v. Pac. Gas & Elec. Co., 11 Cal. 4th 454, 473
(1995), disapproved on other grounds by Guz v. Bechtel Nat'l Inc.,
24 Cal. 4th 317, 352 n.17 (2000). Instead, reliance damages are
the appropriate measure of damages for Plaintiffs' implied
covenant of good faith and fair dealing cause of action.
With respect to the fraudulent concealment cause of action,
Plaintiffs have not shown a causal connection between the alleged
fraudulent concealment and the award of expectation damages.
Absent the alleged concealment, it would be speculative to say
that Plaintiffs would have been able to force Defendant to
establish performance criteria that would have caused all of the
options to vest. Instead, the appropriate measure of damages is
reliance damages.
Accordingly, Plaintiffs' Motion in Limine #5 seeking to introduce
evidence of benefit of the bargain or expectation damages is
DENIED.
IT IS SO ORDERED.
Source: Leagle
