Matthew Skyrm, Matthew Romaine v. TaskUs, Inc.

CourtDistrict Court, W.D. Texas
DecidedJune 5, 2026
Docket5:25-cv-01603
StatusUnknown

This text of Matthew Skyrm, Matthew Romaine v. TaskUs, Inc. (Matthew Skyrm, Matthew Romaine v. TaskUs, Inc.) is published on Counsel Stack Legal Research, covering District Court, W.D. Texas primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Matthew Skyrm, Matthew Romaine v. TaskUs, Inc., (W.D. Tex. 2026).

Opinion

UNITED STATES DISTRICT COURT WESTERN DISTRICT OF TEXAS SAN ANTONIO DIVISION

MATTHEW SKYRM, MATTHEW ROMAINE,

Plaintiffs, Case No. 5:25-CV-01603-JKP v.

TASKUS, INC.,

Defendant.

MEMORANDUM OPINION AND ORDER Before the Court are three motions: 1. Plaintiffs’ Motion for Preliminary Injunction, (ECF No. 14);

2. Defendant’s Rule 12(b)(1) Motion to Dismiss, (ECF No. 24); and

3. Defendant’s Rule 12(b)(6) Motion to Dismiss, (ECF No. 25).

The parties fully briefed the motions. See ECF Nos. 26, 30, 32, 33, 34, 35. Upon consideration, the Court grants Defendant’s Rule 12(b)(1) Motion to Dismiss, (ECF No. 24). The Court thus denies as moot Plaintiffs’ Motion for Preliminary Injunction, (ECF No. 14), and Defendant’s Rule 12(b)(6) Motion to Dismiss, (ECF No. 25). BACKGROUND This case concerns the alleged breach by Defendant TaskUs Inc. (“TaskUs”) of indemni- ty agreements between it and Plaintiffs Matthew Skyrm and Matthew Romaine. See, generally, ECF No. 12. As background, per the Amended Complaint, Plaintiffs Matthrew Skyrm and Mat- thew Romaine began working in the artificial intelligence field in 2010. Id. at 2. As alleged, on May 1, 2021, Plaintiffs departed from their employment with Lionbridge Technologies LLC (“Lionbridge”), and on May 2, 2021, began their employment with TaskUs. Id. at 10. TaskUs employed Plaintiff Skyrm as Vice President, Head of AI Operations, and TaskUs employed Plaintiff Romaine as a consultant.1 Id. at 10. Prior to beginning their employment with TaskUs, Plaintiffs allege that—to induce them

to accept employment—“TaskUs offered to indemnify Plaintiffs against certain losses in the event of adverse action taken by Lionbridge, including in particular assurances that TaskUs would indemnify Plaintiffs if Lionbridge breached their employment agreements by failing to grant them [restricted stock units (“RSUs”)] or make any payments owed to Plaintiffs and to pay Plaintiffs’ legal fees if they became involved in litigation with Lionbridge because of their depar- ture from Lionbridge and subsequent employment by TaskUs.” Id. at 10–11. Plaintiffs and TaskUs entered into indemnity agreements to this effect on January 21, 2021. Id. at 11. Following Plaintiffs’ departure from their employment with Lionbridge, Plaintiffs allege Lionbridge failed to pay them various amounts stemming from, among other things, bonuses and

RSUs. Id. at 4–9, 13–14. Thereafter, “Plaintiffs commenced a legal proceeding in Japan against Lionbridge in which they asserted . . . claims based upon Lionbridge’s failure to pay Plaintiffs their [bonuses] and [failure] to grant Plaintiffs any RSUs.” Id. at 16. Prior to September 2024, TaskUs routinely paid Plaintiffs’ requests for payment of legal fees incurred in prosecuting Plaintiffs’ action against Lionbridge in Japan as “Expenses” covered under the indemnity agreements.2 Id. at 16. However, on October 18, 2024, in response to an in- quiry from Plaintiff Skyrm, TaskUs abruptly informed Plaintiffs it would no longer pay any of

1 On or about November 30, 2023, TaskUs terminated Plaintiff Skyrm’s employment, and around that time ended Plaintiff Romaine’s consulting engagement. Id. at 16 2 In total, from 2021 to September 2024, TaskUs paid $134,016 in legal fees and expenses Plaintiffs incurred to prosecute the action against Lionbridge in Japan. Id. at 16. Plaintiffs’ “Expenses” under the indemnity agreements. Id. at 17. On that date, TaskUs sent a letter to Plaintiffs via email, signed by “TaskUs Legal,” informing Plaintiffs it would cease mak- ing payments under the indemnity agreements and threatened to seek to recover all payments previously paid under the indemnity agreements. Id. at 17. At present, Plaintiffs have incurred approximately 1,466,886 Japanese Yen (approximate-

ly $10,330) in unreimbursed legal fees and expenses to prosecute the action against Lionbridge in Japan and will continue to incur such fees and expenses until the action in Japan is concluded. Id. at 17. Plaintiffs further allege TaskUs’s refusal to advance “Expenses” is impeding Plaintiffs’ ability to fully prosecute claims against Lionbridge by preventing them from retaining special- ized Delaware counsel and investigative resources concerning RSU issues. Id. at 17. Thus, in sum, Plaintiffs allege TaskUs failed to perform its obligations under the indem- nity agreements, including in particular its obligation to pay “the fees and expenses Plaintiffs have incurred and will continue to incur to prosecute the action against Lionbridge in Japan.” Id. at 17. In the Amended Complaint, Plaintiffs assert causes of action for: (1) breach of contract; (2)

promissory estoppel; (3) fraud; and (4) negligent misrepresentation. Id. at 18–27. Following Plaintiffs’ filing of the Amended Complaint, TaskUs sought leave to conduct jurisdictional discovery because Plaintiffs originally cited 28 U.S.C. § 1332(a)(2) as the basis for diversity jurisdiction in the Original Complaint and later cited 28 U.S.C. § 1332(a)(1) in the Amended Complaint. See ECF No. 13; compare ECF No. 12 at 1 with ECF No. 1 at 2. U.S. Magistrate Judge Elizabeth S. Chestney granted TaskUs’ unopposed request, extending TaskUs’ deadline to respond to the Amended Complaint by sixty (60) days. See Text Order Feb. 11, 2026. TaskUs now moves to dismiss the Amended Complaint pursuant to Federal Rule of Civil Procedure 12(b)(1), claiming the Court lacks jurisdiction over this case. ECF No. 24. LEGAL STANDARD “‘Federal courts are courts of limited jurisdiction,’ possessing ‘only that power author- ized by Constitution and statute.’” Gunn v. Minton, 568 U.S. 251, 256 (2013) (quoting Kokkonen v. Guardian Life Ins. Co. of Am., 511 U.S. 375, 377 (1994)). They “must presume that a suit lies outside this limited jurisdiction, and the burden of establishing federal jurisdiction rests on the

party seeking the federal forum.” Howery v. Allstate Ins. Co., 243 F.3d 912, 916 (5th Cir. 2001). “When a [Federal Rule of Civil Procedure 12(b)(1) (“Rule 12(b)(1)”] motion is filed in conjunc- tion with other Rule 12 motions, the court should consider the Rule 12(b)(1) jurisdictional attack before addressing any attack on the merits.” Randall D. Wolcott, M.D., P.A. v. Sebelius, 635 F.3d 757, 762 (5th Cir. 2011) (quoting Ramming v. United States, 281 F.3d 158, 161 (5th Cir. 2001)). Rule 12(b)(1) requires dismissal of an action if a court lacks jurisdiction over the subject matter of the plaintiff's claim. There are two types of Rule 12(b)(1) challenges: a faci- al attack and a factual attack on a complaint. See Paterson v. Weinberger, 644 F.2d 521, 523 (5th Cir. 1981). If the defendants present a “facial attack” under Rule 12(b)(1), a court need only look

to the sufficiency of the allegations in the complaint, presumed to be true. If the defendants ad- vance a “factual attack” on the district court's subject-matter jurisdiction, both sides may submit evidence.

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