Mission Measurement Corp. v. Blackbaud, Inc.

216 F. Supp. 3d 915, 2016 WL 6277496
CourtDistrict Court, N.D. Illinois
DecidedOctober 27, 2016
DocketCase No. 16 C 6003
StatusPublished
Cited by46 cases

This text of 216 F. Supp. 3d 915 (Mission Measurement Corp. v. Blackbaud, Inc.) is published on Counsel Stack Legal Research, covering District Court, N.D. Illinois primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

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Mission Measurement Corp. v. Blackbaud, Inc., 216 F. Supp. 3d 915, 2016 WL 6277496 (N.D. Ill. 2016).

Opinion

MEMORANDUM OPINION AND ORDER

AMY J. ST. EVE, District Court Judge:

On June 8, 2016, Plaintiff Mission Measurement Corporation (“Mission Measurement”) brought the present seven-count Complaint against Defendants Blackbaud, Inc. (“Blackbaud”) and MicroEdge, LLC (“MicroEdge”) alleging violations of the Defend Trade Secrets Act of 2016, 18 U.S.C. § 1831, et seq., as well as supplemental state law claims. See 28 U.S.C. §§ 1331, 1367(a). Before the Court is Defendants’ motion to dismiss brought pursuant to Federal Rule of Civil Procedure 12(b)(6), or in the alternative, motion for a more definite statement under Rule 12(e). For the following reasons, the Court denies Defendants’ motions.

LEGAL STANDARDS

I. Motion Under Rule 12(b)(6)

“A motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(6) challenges the viability of a complaint by arguing that it fails to state a claim upon which relief may be granted.” Camasta v. Jos. A. Bank Clothiers, Inc., 761 F.3d 732, 736 (7th Cir. 2014). The relevant question at the motion to dismiss stage is not whether the plaintiff will ultimately prevail on the merits, but whether the complaint is sufficient to cross the federal pleading threshold. See Skinner v. Switzer, 562 U.S. 521, 529-30, 131 S.Ct. 1289, 179 L.Ed.2d 233 (2011). Under Rule 8(a)(2), a complaint must include “a short and plain statement of the claim showing that the pleader is entitled to relief.” Fed. R. Civ. P. 8(a)(2). Under the federal notice pleading standards, a plaintiffs “factual allegations must be enough to raise a right to relief [917]*917above the speculative level.” Bell Atlantic v. Twombly, 550 U.S. 544, 555, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007). Put differently, a “complaint must contain sufficient factual matter, accepted as true, to ‘state a claim to relief that is plausible on its face.’ ” Ashcroft v. Iqbal, 556 U.S. 662, 678, 129 S.Ct. 1937, 1949, 173 L.Ed.2d 868 (2009) (quoting Twombly, 550 U.S. at 570, 127 S.Ct. 1955). In determining the sufficiency of a complaint under the plausibility standard, courts must “accept all well-pleaded facts as true and draw reasonable inferences in the plaintiffs’ favor.” Roberts v. City of Chicago, 817 F.3d 561, 564 (7th Cir. 2016). Also, “a plaintiff ordinarily need not anticipate and attempt to plead around affirmative defenses.” Hyson USA, Inc. v. Hyson 2U, Ltd., 821 F.3d 935, 939 (7th Cir. 2016).

II. Motion Under Rule 12(e)

Under Rule 12(e), a party may move for a more definite statement of a pleading that is “so vague or ambiguous that the party cannot reasonably prepare a response.” Fed.R.Civ.P. 12(e). The rule “is designed to strike at unintelligibility rather than want of detail.” Gardunio v. Town of Cicero, 674 F.Supp.2d 976, 992 (N.D. Ill. 2009). “Motions under Rule 12(e) are disfavored generally, and courts should grant such motions only if the complaint is so unintelligible that the defendant cannot draft responsive pleading.” Rivera v. Lake Cnty., 974 F.Supp.2d 1179, 1195 (N.D. Ill. 2013).

BACKGROUND

In the Complaint, Mission Measurement alleges that it is the market leader in social sector data and insights relating to social change programs aimed at addressing issues such as poverty, hunger, access to healthcare, and climate change. (R. 1, Compl. ¶ 14.) One of Mission Measurement’s goals is to change the way nonprofits, corporations, governments, and foundations invest in philanthropic causes by using data to measure and forecast social impact program outcomes. (Id.) Using data collected from social program evaluations, Mission Measurement has compiled a database of over 75,000 different data points, which it has categorized into approximately 130 social outcome types. (Id. ¶ 15.) Mission Measurement alleges that these data are used to grade whether a particular program will achieve its objectives, the average expected cost to do so, and the total number of people the program will serve. (Id.)

Over the last eleven years, Mission Measurement has developed its proprietary database—the Outcome Taxonomy™—that implements Mission Measurement’s vision for database and software products and methods to gauge social impact. (Id. ¶ 16.) Certain aspects of Mission Measurement’s novel system are detailed in the pending U.S. Patent Application Ser. No. 14/137,580 entitled “System and Method for Analyzing and Predicting the Impact of Social Programs,” filed on December 20, 2013. (Id.)

Defendant MicroEdge is a provider of software solutions to automate the charitable giving process. (Id. ¶ 17.) On February 29, 2012, Alan Cline (“Cline”), Principal at Vista Equity Partners (“Vista”), contacted Mission Measurement’s CEO Jason Saul (“Saul”) to help MicroEdge develop a way to measure outcomes. (Id.) Mission Measurement contends that Vista is a private equity firm that has held significant investments in MicroEdge. (Id.) Also, Mission Measurement alleges, upon information and belief, that Vista and MicroEdge knew that MicroEdge had little to no knowledge or experience in measuring outcomes from philanthropic programs and that they needed Mission Measurement’s expertise. (Id. ¶ 18.) In addition, Mission Measurement maintains that Cline’s initial contact [918]*918led to a series of communications between Mission Measurement and MicroEdge with the goal of jointly developing and owning a new software application based on Mission Measurement’s trade secrets, the Outcome Taxonomy, and other intellectual property. (Id.)

On March 16, 2012, MicroEdge’s CEO Preston McKenzie (“McKenzie”) communicated with Saul that MicroEdge desired to engage Mission Measurement to help it develop a software product to measure outcomes. (Id. ¶ 20.) According to Plaintiff, Saul made it clear that Mission Measurement had intended to develop a software application for its own commercialization and would not be interested in helping MicroEdge develop a product unless Mission Measurement received equity in Mi-croEdge or royalties based on sales of the software product. (Id.) In April and May 2012, Saul and McKenzie began discussing the terms of this agreement. (Id. ¶ 21.) To protect the confidential and proprietary nature of such discussions, Mission Measurement and MicroEdge executed a Confidentiality and Non-Disclosure Agreement dated June 26, 2012. (Id.

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216 F. Supp. 3d 915, 2016 WL 6277496, Counsel Stack Legal Research, https://law.counselstack.com/opinion/mission-measurement-corp-v-blackbaud-inc-ilnd-2016.