Mannex Corp. v. Bruns

• Decision Date: 16 May 2012
• Docket Number: 090201607,A145767.
• Citation: 250 Or.App. 50,279 P.3d 278
• Parties: MANNEX CORPORATION, an Oregon corporation, Plaintiff–Appellant, v. Rebecca BRUNS, Defendant–Respondent.
• Court: Oregon Court of Appeals

250 Or.App. 50

279 P.3d 278

MANNEX CORPORATION, an Oregon corporation, Plaintiff–Appellant,

v.Rebecca BRUNS, Defendant–Respondent.

090201607; A145767.

Court of Appeals of Oregon.

Argued and Submitted Nov. 21, 2011.

Decided May 16, 2012.

Kenneth P. Dobson, Portland, argued the cause for appellant. With him on the briefs was Chenoweth Law Group, PC.

Robyn Ridler Aoyagi, Portland, argued the cause for respondent. With her on the brief was Tonkon Torp LLP.

Before SCHUMAN, Presiding Judge, and WOLLHEIM, Judge, and NAKAMOTO, Judge.

SCHUMAN, P.J.

Plaintiff brought this action for intentional interference with economic relations (IIER) and defamation.¹ The trial court granted defendant's motion for summary judgment on the ground that, with respect to each claim, plaintiff had not provided sufficient evidence to create a jury question as to an essential element: with respect to IIER, that defendant was a “third party” who interfered with one of plaintiff's economic relationships; and with respect to defamation, that defendant's defamatory statements were the legal cause of injury to plaintiff. Plaintiff appeals from the subsequently entered judgment. We agree with the trial court that plaintiff did not produce any evidence that defendant was a “third party,” as opposed to a participant, in the allegedly interfered-with economic relationship. We also conclude that, although the evidence created a disputed issue of fact with respect to whether defendant's defamatory statements caused injury to plaintiff, her statements were qualifiedly privileged. Therefore, we affirm, albeit we affirm the defamation claim based on reasoning that differs from the trial court's.

We will affirm the trial court's ruling granting a defendant's motion for summary judgment if there is no genuine issue of material fact and defendant is entitled to judgment as a matter of law. ORCP 47 C. No genuine issue as to a material fact exists if, based on the record before the court viewed in the light most favorable to the plaintiff, no objectively reasonable juror could return a verdict for the plaintiff on the matter that is the subject of the motion for summary judgment. Id.; Morehouse v. Haynes, 350 Or. 318, 320, 253 P.3d 1068 (2011). The plaintiff has the burden of producing evidence on any issue raised in the motion as to which the plaintiff would have the burden of persuasion at trial. ORCP 47 C.

Viewed in the light most favorable to plaintiff, the relevant facts are as follows. Between 1999 and 2008, plaintiff provided custom metal fabrication and other services to PCC Structurals, Inc. (PCC), a division of Precision Castparts Corp. and a manufacturer of metal components and parts for industrial and aerospace customers. Defendant was a purchasing manager at PCC. She was responsible for managing vendors, including plaintiff, and ensuring that they followed company policies for bidding and purchasing. In 2002, despite PCC's general satisfaction with plaintiff's work, defendant compiled a report of her concerns that plaintiff was overbilling PCC by overstating hours worked and labor rates; had improper access to PCC that other vendors did not enjoy; was taking PCC supplies and parts without PCC's permission; and was outsourcing jobs to other vendors. After reviewing this report, PCC purchasing director Webb instituted a policy that plaintiff was not allowed to do work at any PCC facility other than the Small Structures Business Office (SSBO). Defendant testified without contradiction that she “provided [Webb] with the facts,” but “[h]e made the decision” to restrict plaintiff to working at SSBO only. Plaintiff did not know of defendant's 2002 report until discovery in this lawsuit nor did it know about the policy banning it from non-SSBO facilities until it stopped working for PCC in 2008.

In 2005, defendant informed new employee Potter, as part of his training as a buyer, that plaintiff was a “crook[ ],” that he should “never want to do business with [plaintiff],” and that he should “remember that name.” She also told Potter and Webb that she had heard rumors of plaintiff providing gratuities to PCC employees in exchange for favorable treatment. Defendant transferred Potter to SSBO to try to find “dirt” on plaintiff. According to Potter, defendant also laughed aloud when she showed him a spreadsheet illustrating PCC's declining payments to plaintiff.

In 2008, Potter was suspended from PCC for allowing plaintiff to work at PCC's Deer Creek facility contrary to the “SSBO only” policy. Defendant, then a supply chain manager, and a colleague, Addonisio, investigated Potter's communications with plaintiff and determined that they had been working together to circumvent the SSBO-only restriction and that Potter had given PCC's confidential source list to plaintiff, also in violation of PCC policy. The report from defendant and Addonisio was one of the reasons Collinson, the purchasing director, completely terminated plaintiff as a vendor in late 2008.

Plaintiff subsequently filed this lawsuit, alleging claims for defamation and intentional interference with economic relations. Defendant moved for summary judgment, arguing that plaintiff's claims were barred by the statute of limitations, that her statements were not published or communicated to third parties, that her statements were privileged, and that her statements did not cause plaintiff harm. The trial court granted defendant's motion for summary judgment, concluding that, with respect to the defamation claim, although there were genuine issues of material fact as to the statute of limitations, publishing to third parties, and privilege defenses, there was no evidence from which a reasonable factfinder could find that defendant's defamatory statements caused harm to plaintiff. Regarding the IIER claim, the court concluded that no reasonable factfinder could find that defendant's statements were communicated to a third person, because defendant and one of the parties to the economic relationship—defendant's employer—were the same “person.” The trial court entered a general judgment of dismissal in favor of defendant, from which plaintiff now appeals. ORS 19.205.

We first address plaintiff's argument that the trial court erred in granting summary judgment on the IIER claim. To prevail, plaintiff must prove six elements: (1) the existence of a professional or business relationship (which could include, e.g., a contract or a prospective economic advantage), (2) intentional interference with that relationship, (3) by a third party, (4) accomplished through improper means or for an improper purpose, (5) a causal effect between the interference and damage to the economic relationship, and (6) damages. McGanty v. Staudenraus, 321 Or. 532, 535, 901 P.2d 841 (1995). The tort of IIER “serves as a means of protecting contracting parties against interference in their contracts from outside parties.” Id. at 536, 901 P.2d 841 (emphasis in original).

Plaintiff asserts that, contrary to the trial court's conclusion, there were genuine questions of fact as to whether defendant was a third party to the relationship between plaintiff and PCC.² For the following reasons, we disagree.

Whether an employee is a third party to her employer's contract with another person or entity depends on whether that employee, in performing the alleged interference, was acting within the scope of her employment. Kaelon v. USF Reddaway, Inc., 180 Or.App. 89, 96, 42 P.3d 344 (2002). That question, in turn, is analyzed by reference to the respondeat superior doctrine. McGanty, 321 Or. at 538, 901 P.2d 841. The test is whether: (1) the act occurred substantially within the time and space limits authorized by the employment; (2) the employee was motivated, at least partially, by a purpose to serve the employer; and (3) the act is of a kind that the employee was hired to perform. Chesterman v. Barmon, 305 Or. 439, 442, 753 P.2d 404 (1988). We have explained how that rule applies in the specific context of an IIER claim where a plaintiff alleges that another party's agent interfered with the plaintiff's contractual relations with the agent's employer:

“A corporate agent who induces a corporation to breach a contract with another party cannot be liable for intentional interference with that contract if the agent acted in the scope of the agent's employment. In that situation, the agent is the corporation. While a party to a contract may breach it, it is logically impossible for a party to interfere tortiously with its own contract. However, if the agent's sole purpose is one that is not for the benefit of the corporation, the agent is not acting within the scope of employment and may be liable.”

Boers v. Payline Systems, Inc., 141 Or.App. 238, 242–43, 918 P.2d 432 (1996) (emphasis in original). Thus, so long as the actor's conduct is within the scope of his or her authority and is undertaken at least in part to further the best interests of the employer, it is immaterial that the actor has additional motives-even improper ones. Sims v. Software Solutions Unlimited, Inc., 148 Or.App. 358, 364–65, 939 P.2d 654,rev. den.,326 Or. 57, 944 P.2d 947 (1997). In contrast, when the actor acts against the best interests of the employer or solely for her own benefit, she could be held liable in tort for the harm done to the other contracting party. Id. at 365, 939 P.2d 654.

The trial court found that defendant was not a third party to the relationship between plaintiff and PCC, and we agree. Sims is instructive. In that case, we analyzed whether one of the defendants, the president of the plaintiff's former employer, was a third party, acting outside the scope of his employment, for purposes of an IIER claim. Id. at 360, 364, 939 P.2d 654. Prior to being discharged, the plaintiff, an at-will employee, had complained to the Internal Revenue Service that her employer had not implemented the computation of a tax credit in her paycheck, and...