United States District Court, D. Massachusetts
Malden Transportation, Inc. et al., Plaintiffs,
Uber Technologies, Inc., Defendant. Anoush Cab, Inc. et al., Plaintiffs,
Uber Technologies, Inc., Defendant. Dot Ave Cab, Inc. et al., Plaintiffs,
Uber Technologies, Inc., Defendant. Max Luc Taxi, Inc. et al., Plaintiffs,
Uber Technologies, Inc., Defendant.
MEMORANDUM & ORDER
Nathaniel M. Gorton, United States District Judge.
case involves seven consolidated actions by various taxi
medallion holders in the Greater Boston area
(“plaintiffs”) who allege that Uber Technologies,
Inc. (“Uber” or “defendant”) and two
of its founders, Travis Kalanick and Garrett Camp (the
“individual defendants”) competed unlawfully in
the on-demand, ride-hail ground transportation market in and
around Boston, Massachusetts. Plaintiffs in all seven actions
allege that Uber competed unfairly in violation of the common
law and the Massachusetts Consumer Protection Act. Certain
plaintiffs also allege that Uber violated state and federal
antitrust law, interfered with advantageous business
relationships, engaged in a civil conspiracy and aided and
abetted unfair competition.
the Court are 1) a motion to dismiss of individual defendants
Travis Kalanick and Garrett Camp (Docket No. 70) and 2)
defendants' consolidated motion to dismiss
plaintiffs' complaints (Docket No. 72).
City of Boston has traditionally regulated taxis under a set
of municipal rules, ordinances and regulations collectively
known as “Taxi Rules”. The Police Commissioner
for the City of Boston (“the Commissioner”) is
authorized by statute to regulate all vehicles that fall
under those rules. Boston Police Department Rule 403
(“Rule 403”) requires that
[i]n the City of Boston, no person, firm, or corporation
driving or having charge of a taxicab or other private
vehicle shall offer the vehicle for hire for the purpose of
transporting, soliciting and/or picking up a passenger or
passengers unless said person is licensed as a hackney driver
and said vehicle is licensed as a hackney carriage by the
Boston Code 16-15.05: Vehicle for Hire Ordinance (Appendix I
to Rule 403).
403 applies to all vehicles “used or designed to be
used for the conveyance of persons for hire from place to
place” within the city of Boston. The Taxi Rules
impose certain regulations on taxi cabs, such as requiring
possession of a taxi medallion, maintaining a properly
equipped taxicab and belonging to an approved dispatch
service or radio association.
entered the Boston market for private transportation services
in 2011 and launched its UberX service in 2013. The company
provides a digital tool for requesting private
vehicles-for-hire by users who download Uber's free
“smart phone application” (“the Uber
app”). Users who open the Uber app on their mobile
phones are shown a map of their location or designated
pick-up point and the available Uber-affiliated vehicles in
August, 2016, Massachusetts enacted the Transportation
Network Companies Act (“the TNC Act”). See M.G.L.
c. 159A ½. The statute defines a TNC as an
“entity that uses a digital network to connect riders
to drivers to pre-arrange and provide transportation.”
M.G.L. c. 159A ½ § 1. The law preempts
municipalities from regulating TNCs through local Taxi Rules.
M.G.L. c. 159A ½ § 10 (“[N]o municipality
or other local or state entity, . . . may subject a
[TNC]” to requirements besides the Massachusetts
Department of Public Utilities and the Massachusetts Port
“Taxi Maintenance” action plaintiffs assert
claims against Travis Kalanick, Uber's co-founder and
former CEO, and Garrett Camp, an Uber co-founder and a
current director. The complaint names both individuals as
present litigation involves seven different groups of
plaintiffs that represent over 700 holders of taxi medallions
in the Greater Boston area. The various complaints were filed
in this district between December, 2016, and April, 2017. The
Court consolidated the cases pursuant to Fed.R.Civ.P.
42(a)(2) on October 5, 2017. On November 13, 2017, this Court
entered an order explaining in detail how the cases were to
proceed consistent with judicial economy and due process for
the Court are two omnibus motions to dismiss filed by
defendants: one with respect to Uber and the other with
respect to the individual defendants.
The Motion to Dismiss of Defendants Travis Kalanick and
the Taxi Maintenance plaintiffs pursue a claim against the
individual defendants. Accordingly, defendants' motion to
dismiss is directed only at the Taxi Maintenance Corrected
motion to dismiss for want of personal jurisdiction,
plaintiff bears the burden of showing that the Court has
authority to exercise jurisdiction over defendants. See
Mass. Sch. of Law at Andover, Inc. v. ABA, 142 F.3d
26, 33-34 (1st Cir. 1998). The Court must take facts alleged
by plaintiff as true and construe disputed facts favorably
toward plaintiff. See Ticketmaster-New York, Inc. v.
Alioto, 26 F.3d 201, 203 (1st Cir. 1994).
diversity suit, this Court acts as “the functional
equivalent of a state court sitting in the forum
state.” See Astro-Med, Inc. v. Nihon Kohden
America, Inc., 591 F.3d 1, 8 (1st Cir. 2009). As such,
this Court must determine whether (1) jurisdiction is
permitted by the Massachusetts long-arm statute and (2) the
exercise of jurisdiction coheres with the Due Process Clause
of the United States Constitution. Id.
Massachusetts long-arm statute, M.G.L. c. 223A, § 3,
extends jurisdiction to the limits of the United States
Constitution. See Tatro v. Manor Care, Inc., 416
Mass. 763, 771 (1994). Accordingly, this Court need not
further consider the statute's applicability and may
proceed to the due process question. See Daynard v. Ness,
Motley, Loadholt, Richardson & Poole, P.A., 290 F.3d
42, 52 (1st Cir. 2002).
process demands a showing of general or specific personal
jurisdiction by plaintiff. See Negron-Torres v. Verizon
Commc'n, Inc., 478 F.3d 19, 24 (1st Cir. 2007).
Plaintiffs must demonstrate that defendants have made
sufficient contacts with the forum state to justify the
exercise of that jurisdiction. Id.
Court may assert general jurisdiction over a defendant who
maintains continuous and systematic activity in the forum
state. See United Elec., Radio and Mach. Workers of Am.
v. 163 Pleasant St., 960 F.2d 1080, 1088 (1st Cir.
1992). General jurisdiction is only appropriate where the
defendant's activity renders him “essentially at
home in the forum state”. Goodyear Dunlop Tires
Operations, S.A. v. Brown, 564 U.S. 915, 919 (2011).
Taxi Maintenance complaint states, in conclusory fashion,
that the individual defendants are subject to general
personal jurisdiction within the Commonwealth of
Massachusetts by “regularly engaging in persistent
courses of conduct in the Commonwealth of
Massachusetts” through the Uber ride-hailing service.
Plaintiffs fail, however, to allege specific facts
demonstrating that the individual defendants, as opposed to
the corporate defendant with which they are associated,
should be considered “at home” in Massachusetts.
See Id. The plaintiffs' threadbare statement is
insufficient to establish this Court's general
Process Clause of the Fourteenth Amendment requires that a
defendant have “minimum contacts” with the forum
state such that the “maintenance of the suit does not
offend traditional notions of fair play and substantial
justice.” Int'l Shoe Co. v. Washington,
326 U.S. 310, 316 (1945). The plaintiff must allege that (1)
the claim underlying the litigation arises directly out of,
or relates to the defendant's forum-state activities, (2)
the defendant's in-state contacts represent a purposeful
availment of the privilege of conducting activities in the
forum state and (3) the exercise of jurisdiction is
reasonable. Sawtelle v. Farrell, 70 F.3d 1381, 1389
(1st Cir. 1995) (citing United Electrical Workers v. 163
Pleasant St. Corp., 960 F.2d 1080, 1089 (1st Cir.
relatedness requirement focuses on the nexus between the
defendant's contacts and the plaintiff's cause of
action.” Nowak v. Tak How Investments, Ltd.,
94 F.3d 708, 714 (1st Cir. 1996) (citing Ticketmaster-New
York, Inc. v. Alioto, 26 F.3d 201, 206 (1st Cir. 1994))
(internal quotation omitted). Personal jurisdiction over an
employee does not follow from the fact jurisdiction over the
employer exists. Keeton v. Hustler Magazine, Inc.,
465 U.S. 770, 781 n. 13 (1984). Instead, there must be
“an independent basis for jurisdiction based on an
individual's actions.” Rissman Hendricks &
Oliverio, LLP v. MIV Therapeutics Inc., 901 F.Supp.2d
255, 263 (D. Mass. 2012) (citations omitted).
fail to allege facts that demonstrate a nexus between the
individual defendants' contacts and the plaintiff's
cause of action.
specific facts with regard to Camp are alleged beyond the
claim that he founded (and is a director of) Uber and that he
resides in California. Plaintiffs attempt to attribute the
acts of Uber to Camp through principles of agency law. They
fail to allege, however, a single fact indicating that Camp
made decisions about Uber's operations in Massachusetts
or even traveled to the Commonwealth. Accordingly, plaintiffs
have failed to allege that this Court has specific personal
jurisdiction over Garrett Camp. Cf. Galletly v. Coventry
Healthcare, Inc., 956 F.Supp.2d 310, 314 (D. Mass. 2013)
(finding that court lacked jurisdiction over individual
defendant because plaintiff's allegations “[did]
not suggest that [defendant] played any specific role”
in the underlying cause of action).
handful of statements that plaintiffs attribute to Kalanick
do not create a nexus to their cause of action. Plaintiffs
provide a smattering of irrelevant comments made by Kalanick,
such as that he is a fan of Ayn Rand's novel
“Fountainhead” (sic). They do not, however, point
to a single decision Kalanick made about Uber's
operations in Massachusetts. They do not allege that Kalanick
traveled to the Commonwealth regularly, or even at all.
Plaintiffs have failed to allege that this Court has specific
personal jurisdiction over Travis Kalanick. Cf. Interface
Grp.-Massachusetts, LLC v. Rosen, 256 F.Supp.2d 103,
107 (D. Mass. 2003) (determining that Court lacked specific
personal jurisdiction because there was “too tenuous a
nexus” between the defendant's specific
Massachusetts contacts and the injuries suffered by the
plaintiffs have failed to establish the relatedness
requirement of specific personal jurisdiction, the Court
declines to address the foreseeability and reasonableness
Piercing the corporate veil
alternative, plaintiffs contend that they have established
specific personal jurisdiction over the individual defendants
on the basis of an alter ego theory. That theory is
inapposite. Under Massachusetts law, courts consider a
multitude of factors when deciding whether to pierce a
(I) common ownership; (2) pervasive control; (3) confused
intermingling of business assets; (4) thin capitalization;
(5) nonobservance of corporate formalities; (6) absence of
corporate records; (7) no payment of dividends; (8)
insolvency at the time of the litigated transaction; (9)
siphoning away of corporation's funds by dominant
shareholder; (10) nonfunctioning of officers and directors;
(II) use of the corporation for transactions of the dominant
shareholders; and (12) use of the corporation in promoting
Attorney Gen. v. M.C.K., Inc., 432 Mass. 546, 555 n.
19 (2000) (citing Pepsi-Cola Metro. Bottling Co. v.
Checkers, Inc., 754 F.2d 10, 14-16 (1st Cir. 1985)).
complaint does not allege facts in support of a single factor
relevant to piercing the corporate veil. Accordingly,
plaintiffs have not justified the application of such a
theory. See Newman v. European Aeronautic Defence &
Space Co. Eads N.V., 700 F.Supp.2d 156, 168 (D. Mass.
have failed to establish that this Court has personal
jurisdiction over either of the individual defendants.
Therefore, the motions to dismiss of defendants Travis
Kalanick and Garrett Camp will be allowed.
The Consolidated Motion to Dismiss of Defendants Uber, Travis
Kalanick and Garrett Camp
contend that plaintiffs fail to state a claim upon which
relief can be granted. In summary, Uber avers that it has not
been shown: 1) to compete “unfairly” because it
was never subject to the Taxi Rules, 2) to present a
dangerous probability of monopolizing a market, 3) to
interfere with advantageous business relationships or with
the market-at-large, or 4) to have been part of a conspiracy
or to have aided and abetted the violation of any legal
canon. The Court will address these contentions seriatim.
survive a motion to dismiss, a complaint must contain
sufficient factual matter, accepted as true, to “state
a claim to relief that is plausible on its face.”
Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570
(2007). In considering the merits of a motion to dismiss, the
Court may look only to the facts alleged in the pleadings,
documents attached as exhibits or incorporated by reference
in the complaint and matters of which judicial notice can be
taken. Nollet v. Justices of Trial Court of Mass.,
83 F.Supp.2d 204, 208 (D. Mass. 2000), aff'd, 248 F.3d
1127 (1st Cir. 2000). Furthermore, the Court must accept all
factual allegations in the complaint as true and draw all
reasonable inferences in the plaintiff's favor.
Langadinos v. Am. Airlines, Inc., 199 F.3d 68, 69
(1st Cir. 2000). If the facts in the complaint are sufficient
to state a cause of action, a motion to dismiss the complaint
must be denied. See Nollet, 83 F.Supp.2d at 208.
a court must accept as true all of the factual allegations
contained in a complaint, that doctrine is not applicable to
legal conclusions. Ashcroft v. Iqbal, 556 U.S. 662
(2009). Threadbare recitals of the legal elements which are
supported by mere conclusory statements do not suffice to
state a cause of action. Id. Accordingly, a
complaint does not state a claim for relief where the
well-pled facts fail to warrant an inference of any more than
the mere possibility of misconduct. Id. at 1950.
Unfair competition under the common law and the
Massachusetts Consumer Protection Act, M.G.L. c. 93A
seven groups of plaintiffs bring claims of unfair competition
under the common law and Massachusetts statutory
theory, in its simplest form, is that the taxi industry in
Greater Boston area is a heavily regulated business. Taxi
cabs must, for instance, obtain a license, known as a
“taxi medallion”, to operate lawfully. Uber, the
plaintiffs insist, did not comply with the Taxi Rules, did
not incur the concomitant costs, and thereby gained an unfair
advantage and caused economic injury to taxi medallion
holders and duly licensed fleet owners.
responds that it is not and has never been subject to the
Taxi Rules. Uber submits that the rules have never been
enforced against it and furthermore that the Commonwealth of
Massachusetts has recently enacted a statute that preempts
municipalities from regulating Uber (referring to M.G.L. c.
159A ½, § 10). According to defendants, the TNC
Act thus reaffirms that the Taxi Rules do not apply (and
never have applied) to Uber.
93A makes it unlawful for a party to engage in an
“unfair method of competition” or an
“unfair or deceptive act or practice.” M.G.L. c.
93A, § 11. Proponents of such claims must prove they
have suffered a tangible loss as a result of the unfair or
deceptive conduct. Arthur D. Little, Inc. v. Dooyang
Corp., 147 F.3d 47, 56 (1st Cir. 1998).
determine whether a particular practice is unfair, courts
Whether the practice . . . is within at least the penumbra of
some common-law, statutory or other established concept of
unfairness; (2) whether it is immoral, unethical, oppressive,
or unscrupulous; [and] (3) whether it causes substantial
injury to consumers . . . .
Mass. Eye & Ear Infirmary v. QLT Phototherapeutics,
552 F.3d 47, 69 (1st Cir. ...