Greene v. Tyler Techs., Inc.
| Decision Date | 16 March 2021 |
| Docket Number | CIVIL ACTION NO. 1:19-cv-1338-AT |
| Citation | 526 F.Supp.3d 1325 |
| Parties | Suzanne GREENE, Plaintiff, v. TYLER TECHNOLOGIES, INC., Defendant. |
| Court | U.S. District Court — Northern District of Georgia |
Matthew Wilson Herrington, Mitchell Douglas Benjamin, DeLong Caldwell Bridgers Fitzpatrick & Benjamin, LLC, Atlanta, GA, for Plaintiff.
Amanda E. Brown, Pro Hac Vice, Reed Smith LLP, Paulo B. McKeeby, Pro Hac Vice, ReedSmith, Dallas, TX, Maxwell R. Jones, Robert Daniel Beale, Dentons US LLP, Atlanta, GA, for Defendant.
Plaintiff Suzanne Greene brings this suit against her former employer, Defendant Tyler Technologies, Inc. ("Tyler"), alleging that Tyler misclassified her as an exempt employee and failed to pay her legally required overtime pay under the Fair Labor Standards Act ("FLSA"), 29 U.S.C. §§ 207 and 215(a)(2). Both Parties move for summary judgment as to whether Ms. Greene, an "implementation consultant," was subject to the FLSA's administrative exemption. Tyler also moves for summary judgment that any alleged FLSA violation was not willful, and Plaintiff moves for summary judgment that Tyler is a successor in interest of ExecuTime Software, LLC ("ExecuTime"). For the reasons that follow, Plaintiff's Motion for Partial Summary Judgment [Doc. 57] is GRANTED , and Defendant's Motion for Summary Judgment [Doc. 56] is DENIED .
Defendant Tyler's ExecuTime Software:
Defendant Tyler is the largest company in the United States providing software and technology services to public sector agencies like local and state governments. (Plaintiff's Statement of Material Facts ("SOMF"), Doc. 57-7 ¶¶ 1-2; Defendant's Response to Plaintiff's SOMF, Doc. 67-1 ¶¶ 1-2.) In June 2016, Tyler acquired the software company ExecuTime. Tyler has described ExecuTime as follows:
ExecuTime™ is a leading time and attendance solution that empowers employees via self-service functionalities and allows supervisors to closely manage overtime, job costing, and labor data through reduced expenses. ExecuTime time assists organizations with the most complex time and seamlessly integrates with payroll software solutions.
(Id. ¶¶ 5, 13.)2 The ExecuTime software that government customers purchase generally consists of "time and attendance" and/ or "advanced scheduling" modules. (Deposition of Suzanne Greene ("Greene Dep.") p. 48:16-25; 49-5.) The more basic time and attendance software is focused on clocking in, clocking out, requesting time off, or checking a time card. (Id. p. 20:17-24; 25:8-10; see also , Training Video, Doc. 57 Ex. 3 at 11:00.) Advance scheduling affords clients "more robust scheduling capabilities" such as a "wheel offering" that allows supervisors to post open shifts on a wheel that employees can sign up for or a "trade board" that allows employees to swap shifts themselves. (Deposition of Hillary Pasch ("Pasch Dep."), Doc. 46, p. 37:4-25.)
Process for Purchasing and Implementing ExecuTime:
Typically, after a government customer decides to purchase ExecuTime software, it consults with a Tyler sales representative, who creates a contract, which is later reviewed by Tyler's legal department. (Deposition of Hillary Pasch ("Pasch Dep."), Doc. 46 p. 35:11-16.) During this process, the client determines what type of contract to purchase—daily, hourly, milestone, or paid in full, for example. (Id. p. 36:9-13.) The customer also consults with the Tyler sales representative to determine what additional features to include in the contract, such as whether it wants the "advance scheduling" module (id. p. 39:3-8), and how many physical timeclocks will be included (id. p. 44:2-11). Another purchase decision the customer may make in conjunction with the sales representative is whether to purchase a "mobile module" which allows user access though a general web browser on a desktop or mobile phone. (Id. p. 44:15-20; 45:7-14.) At this contracting stage, the customer and sales representative may also discuss "funded development" which occurs when a customer wants to add something to the software that does not yet exist, and the contract provides for the customer to fund it. (Id. p. 61:4-22; 62:7-9.)
After these decisions have been made and a contract has been signed, the sales representative sends the contract to a team at ExecuTime that includes the director of ExecuTime, a "manager of implementation," and a different "manager of implementation and support." (Id. p. 40:6-24.) After this team of individuals reviews the contract at issue, it assigns resources to the project, specifically a project team consisting of a project manager and an implementation consultant. (Id. p. 42:1-16.) The project manager is the supervisor of the implementation consultant. (Id. p. 68:12-14.) When a project manager is assigned to a project, she first reviews the contract to understand whether the contract is daily or hourly, what hardware will be provided (such as how many physical timeclocks), where the hardware will be installed, and other details provided by the contract. (Id. p. 60:14-25; 61:1-3.) The project manager then sends a welcome packet and schedules a date with for the installation of the software done by a "deployment team." (Id. p. 62:17-25; 63:1-5.)
In addition, the project manager drafts a "project plan" for the implementation, which includes project objectives, as well as a checklist and deadlines for user training and integration. (Greene Dep. p. 69:18-25; 70:1-11.) This project plan and timeline also lays out dates and details for trainings, including whether training will be in-person or remote and when the eventual "go live" date will be. (Pasch Dep. p. 68:15-19.) "Going live" occurs after all of the user training is completed and the customer has successfully completed "parallel testing," which involves using both ExecuTime and any previous time-tracking method at the same time to ensure that the ExecuTime software was accurately reflecting time and attendance. (Greene Dep. p. 62:1-8.) After the "go live" date, the customer uses only ExecuTime for clocking in, clocking out, requesting time off, and other functions. (Id. p. 62:9-11.)
In addition to this project plan, the project manager also works with the customer to complete a questionnaire and a solution design. (Greene Dep. p. 78:19-21.) These two documents include information concerning the customer's existing time and attendance policies, such as whether the locality/ agency uses comp time. (Id. 79:7-25.) These documents also indicate whether a customer will have weekly or bi-weekly check-in calls with the implementation consultant. (Id. p. 117:12-18).
After the project manager has completed these initial aspects of the implementation process, there is a "handoff" to the implementation consultant. (Greene Dep. p. 32:15-17.) This handoff typically takes the form of a phone call where the project manager introduces the customer3 to the implementation consultant and they all discuss next steps. (Id. p. 76:4-14.) After the "handoff," the project manager supervises the implementation consultant in her duties. (Pasch Dep. p. 68:12-14.)
Ms. Greene's Role as an Implementation Consultant:
Plaintiff Suzanne Greene was employed by ExecuTime beginning in February 2016 but became employed by Tyler when Tyler acquired ExecuTime in June 2016. (Pl. SOMF; Def. Response to SOMF ¶¶ 4-5, 10.) During Ms. Greene's first six months with ExecuTime, before the acquisition, she was employed as a "project manager," working with the advanced scheduling software primarily used in local police and fire departments. (Id. ¶¶ 5-6.) In this capacity, Ms. Greene's duties involved "building schedules," which did not involve programming the software but instead meant, in part, setting configurations so that the correct schedules would populate in the software for the local departments. (Id. ¶¶ 7-8.)
Shortly after ExecuTime was acquired by Tyler, Ms. Greene's title was changed to "implementation consultant." (Id. ¶ 11.) Around this time, Ms. Greene stopped working on the advance scheduling software and switched over to work on the time and attendance side. (Greene Dep. p. 23:2-7.)4 Tyler's job description for the implementation consultant role states in relevant part:
The Implementation Consultant is responsible for delivering high quality knowledge training to clients allowing them to use Tyler software products efficiently and effectively to achieve daily operations. The incumbent consults and partners with clients to gain a comprehensive understanding of workflow, business/ technical requirements and needs to ensure that the knowledge transfer addresses clients’ needs. The Consultant ensures that the transition to Tyler software is completed according to predetermined timelines and establishes a positive baseline for the new relationship between the client site and Tyler Technologies.
(Pl. SOMF ¶¶ 5, 13; Def. Resp. to SOMF ¶¶ 5, 13.) Broadly speaking, as an implementation consultant, Ms. Greene's job duties consisted of preparing for and training the employees of Tyler's government customers on how to use its ExecuTime time and pay software. (Second Declaration of Suzanne Greene ("Second Greene Decl."), Doc. 69-1 ¶ 2.)5 In this capacity, she reported to a supervisor that had the title of project manager. (Declaration of Suzanne Greene ("Greene Decl."), Doc. 57-2 ¶ 5.)6 Ms. Greene typically communicated with her project manager daily by phone or email, and often several times a day. (Second Greene Decl. ¶ 13.) Ms. Greene explained that, during her employment, the number of implementation consultants working with ExecuTime software at any given time fluctuated but that there were never more than ten and at one point there were fewer than four. (Greene Dep. 36:2-10.) As of October 2019, Tyler employed eight implementation consultants working with ExecuTime software. (Pasch Dep. p. 52:20.)
As described above, any contract with a government customer would go through...
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