United States District Court, D. Maryland
PAUL H. ALLRED et al., Plaintiffs,
INNOVATIVE BROKERAGE NETWORK, Defendant.
Lipton Hollander United States District Judge
case arises from the contentions of plaintiffs Paul H. Allred
and “American Health and Finance”
(“AHF”), to the effect that defendant Innovative
Brokerage Network (“IBN”) breached a Distributor
Agreement (the “Agreement”) between the parties.
See ECF 30 (Amended Complaint), ¶¶ 4-9. A
copy of the Agreement was docketed at ECF 13-1 in connection
with an earlier motion to transfer venue, which this Court
denied. ECF 18 (Memorandum); ECF 19 (Order).
to the Agreement, “[p]laintiffs were to sell insurance
policies [on behalf of defendant] and receive a commission
from the sales of same.” ECF 30, ¶ 4. The
Agreement, which is dated September 24, 2014, does not
indicate a finite duration. See ECF 13-1 at 2.
However, it provides, id.: “This Agreement may
be terminated by either party for any reason or no reason
upon 90 days prior written notice to the other party, unless
agreed by both parties . . . .” IBN has filed a motion
for partial summary judgment under Fed.R.Civ.P. 56, seeking
judgment as to plaintiffs' claim for breach of contract,
set forth in Count I of the Complaint.
The motion for partial summary judgment is supported by a
memorandum of law (ECF 20-1) (collectively,
“Motion”), as well as the Affidavit of Justin C.
Snapp (ECF 20-2) and several exhibits. ECF 20-3, ECF 20-4,
ECF 20-5. Plaintiffs oppose the Motion (ECF 21), and have
submitted a memorandum of law (ECF 22,
“Opposition”). They have also submitted the
Affidavit of Paul Allred (ECF 22-12) and several other
exhibits. ECF 22-1 to ECF 22-11. IBN replied. ECF 27
Rule 56(a) of the Federal Rules of Civil Procedure, summary
judgment is appropriate only “if the movant shows that
there is no genuine dispute as to any material fact and the
movant is entitled to judgment as a matter of law.”
See Celotex Corp. v. Catrett, 477 U.S. 317,
322-24 (1986); see also Iraq Middle Mkt. Dev. Found v.
Harmoosh, 848 F.3d 235, 238 (4th Cir. 2017). The
nonmoving party must demonstrate that there are disputes of
material fact so as to preclude the award of summary judgment
as a matter of law. Matsushita Elec. Indus. Co., Ltd v.
Zenith Radio Corp., 475 U.S. 574, 585-86 (1986).
judge's “function” in reviewing a motion for
summary judgment is not “to weigh the evidence and
determine the truth of the matter but to determine whether
there is a genuine issue for trial.” Anderson,
477 U.S. at 249; accord Guessous v. Fairview
Prop. Inv., LLC, 828 F.3d 208, 216 (4th Cir 2016). Thus,
in considering a summary judgment motion, the court may not
make credibility determinations. Jacobs v. N.C
Administrative Office of the Courts, 780 F.3d 562, 569
(4th Cir. 2015); Mercantile Peninsula Bank v.
French, 499 F.3d 345, 352 (4th Cir. 2007). Moreover, in
the face of conflicting evidence, such as competing
affidavits, summary judgment ordinarily is not appropriate
because it is the function of the factfinder to resolve
factual disputes, including matters of witness credibility.
See Black & Decker Corp. v. United States, 436
F.3d 431, 442 (4th Cir. 2006); Dennis v. Columbia
Colleton Med. Ctr., Inc., 290 F.3d 639, 644-45 (4th Cir.
defendant argues that the Agreement was terminated, at the
latest, in May 2015, and that therefore plaintiffs'
claims as to a breach of contract occurring in and after
November 2015 must fail because no contract existed at that
time. ECF 20-1 at 1-4. Justin C. Snapp, the Managing
Principal of IBN, avers in his Affidavit that on February 4,
2015, IBN, through Snapp, terminated the Agreement with
Allred and memorialized the termination in a letter emailed
to Allred on February 10. ECF 20-2, ¶¶ 6, 7.
Because the Agreement contained a termination period of 90
days, which was never waived by plaintiffs, Snapp maintains
that the Agreement terminated on May 5, 2015. Id.
argue that this timeline omits a vital element of the
parties' history. ECF 22 at 4. In particular, plaintiffs
contend that about a week after Snapp corresponded with
Allred concerning a termination of the Agreement, Snapp
reopened negotations to continue the parties'
relationship. See ECF 22 at 4-5; see also
ECF 22-1 at 1 (email chain between Allred and Snapp).
Moreover, the Allred asserts in his Affidavit that the
parties never actually terminated the Agreement during the
relevant period, and that the relationship continued under
the same Agreement until at least March 2016. ECF 22-12,
Reply, IBN insists that the Agreement did terminate,
and that the relationship continued under a different
contract. ECF 27 at 3. IBN maintains that by acknowledging
receipt of Snapp's letter announcing the termination of
the contract, plaintiffs concede that the Agreement was
terminated. Id. at 2-3. IBN is mistaken. In light of
Allred's Affidavit, plaintiffs clearly dispute this
point. See ECF 22-12, ¶¶ 2. Moreover, the
language of the Agreement seems to indicate that termination
is effective after 90 days' notice, but nothing in the
termination clause suggests that such a notice of termination
is irrevocable. See ECF 13-1 at 2.
it is apparent that there is a genuine dispute of material
fact regarding whether the Agreement remained in force after
May 5, 2015. As a result, I cannot grant IBN judgment as a
matter of law. See Harmoosh, 848 F.3d at 238.
note that, as plaintiffs point out, discovery had not yet
begun when the Motion was filed. See Docket; see
also ECF 22 at 6-7. Indeed, it is still ongoing.
See ECF 34. Thus, even if I had not found a dispute
of material fact as to this question, I would not be inclined
to grant summary judgment at this early stage. See E. I.
du Pont de Nemours & Co. v. Kolon Indus., Inc., 637
F.3d 435, 448 (4th Cir. 2011). What the Court said in
McCray v. Maryland Dep't of Transp., Maryland Transit
Admin., 741 F.3d 480, 483 (4th Cir. 2014), is apt here:
“Summary judgment before discovery forces the
non-moving party into a fencing match without a sword or
reasons stated above, I shall DENY ...