United States District Court, D. Maryland
RX TRIALS, LLC, Successor-In-Interest to Rx TRIALS, INC., Plaintiff,
COASTAL BIOMEDICAL RESEARCH, INC., ET AL. Defendants.
MARK COULSON, UNITED STATES MAGISTRATE JUDGE
case is before me for all proceedings by the consent of the
parties pursuant to 28 U.S.C. § 636(c). (ECF Nos. 15 and
16). Now pending before this Court is Plaintiff's
(“Rx Trials”) Amended Motion for Summary Judgment
as to Count II (Intentional Concealment) against Linda A.
Glaser, M.D. (“Defendant”). (ECF No. 31).
Defendant did not file an opposition and no hearing is
necessary. See Loc. R. 105.6 (D. Md. 2018).
Trials is a limited liability company, organized under
Maryland law, that specializes in clinical research trial
efficiency and consulting. (ECF No. 3 ¶ 2). Coastal is a
corporation, organized under California law, that conducts
clinical research trials and is owned and operated by Dr.
Glaser. Id. ¶¶ 3, 66-68. On June 15, 2013,
Rx Trials and Coastal entered into a Partner Site Agreement
for consulting services and site management research. (ECF
No. 27-1). Per the agreement, Coastal would utilize Rx
Trial's clinical trial management software (the
“Software”) for site management, and this would
permit Rx Trials to keep track of the trials for billing
purposes. In exchange for Rx Trial's services and
Software, Coastal agreed to compensate Rx Trials by paying it
a percentage of each month's revenue based on a tiered
payment schedule outlined within the Agreement. Id.
at 22. The parties agreed that all clinical trials would
utilize Rx Trial's services and Software, and thus all
trials were subject to the pricing schedule. Id.
Furthermore, Coastal was to send Rx Trials all payments made
to Coastal by trial sponsors and supply records of such
payments each month. Id. Once all the information on
revenue was gathered, Rx Trials would issue an invoice to
Coastal which would be due within thirty (30) days of
undisputed that Coastal ignored these obligations and
breached the Agreement. Dr. Steven Geller, the managing
member of Rx Trials, submitted an affidavit in which he
affirms that Coastal and Dr. Glaser stopped utilizing the
Software, ceased updating Rx Trials as to what clinical
trials Coastal was performing, and instructed trial sponsors
to compensate Coastal in a manner that Rx Trials could not
monitor. Id. at 29. During this time Coastal
conducted clinical trials that generated over $1.1 million in
revenue. Id. The majority of this revenue, however,
was never reported to Rx Trials as required by the Agreement.
Trials discovered Coastal's conduct, it served a formal
notice of default. Coastal never responded. Accordingly, Rx
Trials filed suit in this Court on July 26, 2018 alleging
four counts: Count 1 - Breach of Contract against Coastal;
Count II - Intentional Concealment against Dr. Glaser; Count
III - Negligence against Coastal; and Count VI - Violation of
the Racketeer Influenced and Corrupt Organizations Act
(“RICO”). (ECF No. 3). This Court entered a
Default Judgment as to Counts I and III against Coastal. (ECF
No. 27-1). Plaintiff then filed a Motion for Summary
Judgment, which this Court denied on August 26, 2019. (ECF
now seeks a Motion for Summary Judgment as to Count II in the
amount of $209, 060.30. (ECF No. 31-2 at 1).
STANDARD OF REVIEW
Rule of Civil Procedure 56(a) requires the Court to
“grant summary judgment 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.” The moving
party can do so by demonstrating the absence of any genuine
dispute of material fact or by showing an absence of evidence
to support the non-moving party's case. Celotex Corp.
v. Catrett, 477 U.S. 317, 323-25 (1986). A dispute as to
a material fact “is genuine if the evidence is such
that a reasonable jury could return a verdict for the
nonmoving party.” J.E. Dunn Const. Co. v. S.R.P.
Dev. Ltd. P'ship, 115 F.Supp.3d 593, 600 (D. Md.
2015) (quoting Anderson v. Liberty Lobby, Inc., 477
U.S. 242, 248 (1986)).
motion for summary judgment goes unopposed, the Court must
still view the facts and draw reasonable inferences in the
light most favorable to the nonmoving party. Iko v.
Shreve, 535 F.3d 225, 230 (4th Cir. 2008); Custer v.
Pan Am. Life Ins. Co., 12 F.3d 410, 416 (4th Cir. 1993).
Moreover, the movant still must show that the uncontroverted
facts entitle the party to judgment as a matter of law.
Custer, 12 F.3d at 416.
August 26, 2019, this Court denied Plaintiff's Motion for
Summary Judgment against Dr. Glaser as to Counts II
(Intentional Concealment) and County IV (RICO violations).
Plaintiff argues that the reasons underlying this Court's
denial of Count II are addressed and remedied in this Amended
Complaint. (ECF No. 31-2 at 1). Consequently, Plaintiff
requests the Court enter Summary Judgment in favor of
Plaintiff and against Dr. Glaser as to Count II- Intentional
Concealment, in the amount of $209, 060.30. (ECF No. 31-2 at
II- Intentional Concealment
Maryland law, a claim of intentional concealment or
fraudulent concealment must establish that: (1) the defendant
owed a duty to the plaintiff to disclose a material fact; (2)
the defendant failed to disclose that fact; (3) the defendant
intended to defraud or deceive the plaintiff; (4) the
plaintiff took action in justifiable reliance on the
concealment; and (5) the plaintiff suffered damages as a
result of the defendant's concealment. Hill v. Brush
Engineered Materials, Inc., 383 F.Supp.2d 814, 820 (D.
Md. 2005). “Plaintiff must prove either that
Defendant had a duty to disclose a material fact to them and
failed to do so, or that Defendant concealed a material fact
for the purpose of defrauding Plaintiff.” Odyssey
Travel Ctr., Inc. v. RO Cruises, Inc., 262 F.Supp.2d
618, 629 (D. Md. 2003). Intentional concealment may be shown
when a duty to disclose exists but “defendant makes an
active misstatement of fact, or only a partial or fragmentary
statement of fact, which misleads the plaintiff to its
injury.” Id. (“[O]rdinarily when one
owes no legal obligation to ...