McCoy v. Valvoline, LLC
| Decision Date | 19 October 2021 |
| Docket Number | CIVIL ACTION NO. 3:20-CV-3062-G |
| Citation | 568 F.Supp.3d 666 |
| Parties | Tommy MCCOY, Individually, and Tommy McCoy, Inc., Plaintiffs, v. VALVOLINE, LLC, Defendant. |
| Court | U.S. District Court — Northern District of Texas |
Robert Randolph Cole, Jr., Dallas, TX, for Plaintiffs.
Jeremy Wayne Hawpe, Ross Garrick Reyes, Littler Mendelson PC, Dallas, TX, for Defendant.
Before the court is the defendant Valvoline, LLC ("Valvoline")’s motion for summary judgment pursuant to Federal Rule of Civil Procedure 56. Defendant's Motion for Summary Judgment ("Motion for Summary Judgment") (docket entry 21). For the reasons stated below, Valvoline's motion for summary judgment is granted.
This suit arises out of a dispute between Tommy McCoy ("McCoy") and Tommy McCoy, Inc. ("McCoy Inc.") (collectively, "the plaintiffs") and Valvoline regarding Valvoline's decision to terminate two contracts with McCoy Inc. on August 27, 2020. See Brief in Support of Motion for Summary Judgment ("Brief in Support of Motion") (docket entry 22) at 1-3; Brief in Support of Response to Motion for Summary Judgment ("Brief in Support of Response") (docket entry 35) at 6. McCoy, a resident of Kaufman, Texas, is the sole owner and operator of McCoy Inc., a Texas company with its principal place of business in Kaufman County, Texas. See Brief in Support of Motion at 4; Brief in Support of Response at 1; Notice of Removal (docket entry 1) ¶¶ 10-12. Valvoline is a limited liability company whose sole member, Valvoline US LLC, is a Delaware limited liability company, whose sole member, in turn, is Valvoline, Inc., a company incorporated in Kentucky with its principal place of business in Lexington, Kentucky. See Notice of Removal ¶¶ 13-15. Accordingly, Valvoline is, for purposes of this diversity case, a citizen of Kentucky.
McCoy, a veteran of the United States Navy, see Brief in Support of Response at 4, formed McCoy Inc. in approximately 2005 after previously owning and operating an automobile body shop with locations in Dallas, Texas, and Mesquite, Texas. See Brief in Support of Motion at 4. At that time, Valvoline had a preexisting licensing agreement with Dean Boyd ("Boyd"), an individual who owned and operated an automobile body shop in Kaufman called Eagle Oil and Lube. See id. Under the preexisting licensing agreement with Valvoline, Boyd was permitted to use Valvoline's trademarks as part of the sale of Valvoline products and services at Eagle Oil and Lube. See id. In 2006, McCoy Inc. assumed Boyd's preexisting licensing agreement with Valvoline and began operating an automobile body shop entitled Eagle Quick Lube from the same location at which Eagle Oil and Lube had conducted its business. See id.
McCoy Inc. continued to operate by the terms of the preexisting licensing agreement until 2010, at which point McCoy Inc. and Valvoline entered into a new licensing agreement ("2010 Agreement"). Id. at 5; see Appendix in Support of Defendant's Motion for Summary Judgment ("Appendix in Support of Motion") (docket entry 24) at 51-57. McCoy individually was not a party to the 2010 Agreement. See Appendix in Support of Motion at 57. Under the terms of the 2010 Agreement, McCoy Inc. was obligated to purchase products (e.g. , bulk motor oil, air filters) from Valvoline that McCoy Inc. could then use in its sales of products and services at Eagle Quick Lube. See id. at 51-52. These Valvoline products were assigned adjustable "Valvoline product point" amounts, and McCoy Inc. was required to purchase a total of 1,000,000 Valvoline product points over the term of the 2010 Agreement. Id. at 51. In return, McCoy Inc. was granted a license to use Valvoline's trademarks in relation to McCoy Inc.’s sale of Valvoline products. See id. at 51-52.
McCoy Inc. and Valvoline proceeded to operate under the terms of the 2010 Agreement until January 1, 2017, when the parties entered into the two contracts that governed their relationship at the time of the dispute that gave rise to this suit: an Express Care Sales Agreement ("2017 Sales Agreement"), see Appendix in Support of Motion, Express Care Sales Agreement Dated 1/1/2017 ("2017 Sales Agreement") at 68-91, and an Express Care Performance Agreement ("2017 Performance Agreement") (collectively, the "2017 Agreements"). See Appendix in Support of Motion, Express Care Performance Agreement Dated 1/1/2017 ("2017 Performance Agreement") at 93-95; Brief in Support of Motion at 6. While differences exist between the 2017 Sales Agreement and 2017 Performance Agreement, the two agreements address many of the same issues, compare Appendix in Support of Motion, 2017 Sales Agreement at 68-69 (), with Appendix in Support of Motion, 2017 Performance Agreement at 93 (same), and both contracts reflect the fact that McCoy individually was not a party to the agreements. See Appendix in Support of Motion, 2017 Sales Agreement at 68; Appendix in Support of Motion, 2017 Performance Agreement at 93. Similarly, many of the terms of the 2017 Agreements, and in particular the 2017 Sales Agreement, mirror the terms of the 2010 Agreement. For instance, McCoy Inc. remained obligated under the 2017 Sales Agreement to buy different products from Valvoline and, through these product purchases, obtain a total of 1,000,000 product points over the course of the contract's term. See Appendix in Support of Motion, 2017 Sales Agreement at 68, 70. In exchange, Valvoline continued to allow McCoy Inc. to utilize Valvoline's trademarks in the course of McCoy Inc.’s sales of products and services at Eagle Quick Lube. See id. at 68-69. Though several differences do exist between the 2010 Agreement and the 2017 Agreements (e.g. , the 2017 Sales Agreement included both a total number of required Valvoline product points and a minimum number of product points that McCoy Inc. had to purchase per year (149,329) to "maintain appropriate progress with respect to the Total Point Commitment"), the 2010 and 2017 Agreements are largely the same in substance. Id. at 68; see Brief in Support of Motion at 6-7.
There is no dispute that McCoy Inc., both before and after entering the 2017 Agreements, enjoyed a successful business relationship with Valvoline. See Brief in Support of Motion at 7; Brief in Support of Response at 6. McCoy Inc. usually had 6-10 employees at Eagle Quick Lube, which brought in over $2,600,000 in revenue from fiscal years 2017 to 2020. See Brief in Support of Motion at 7. As part of this business, and pursuant to the 2017 Agreements, McCoy Inc. had approximately $1,300,000 worth of product purchases from Valvoline from 2017 to 2020. See id. ; see also Appendix in Support of Motion, Excerpts of Deposition of Tommy McCoy ("McCoy Deposition") at 25-26 (); Appendix in Support of Motion, Plaintiff's Responses to Defendant's First Set of Interrogatories ("McCoy Interrogatories") at 135 (). Moreover, no evidence suggests that Valvoline raised any issues regarding McCoy Inc.’s performance under the 2010 or 2017 Agreements with McCoy or McCoy Inc. prior to August 2020. See Brief in Support of Response at 6; see also Amended Appendix in Support of Plaintiff's Response to Defendant's Motion for Summary Judgment ("Amended Appendix in Support of Response") (docket entry 39) at 176 ().
However, in late August 2020, McCoy published a document on his personal Facebook account that contained both text and a picture pertaining to the arrest and death of George Floyd ("Floyd") in Minneapolis, Minnesota. See Brief in Support of Motion at 7-8; Brief in Support of Response at 7. The picture within this document appeared to show Floyd lying on the ground with a knee on his neck. See Brief in Support of Motion at 8. In the picture, Floyd's face was colored pink, and at the bottom of the picture was pink text that read, "PINK FLOYD[.]" Id. Above the picture was a brief sentence that McCoy wrote: "Ya know it's funny[.]" Id. The parties dispute the intent behind, and significance of, this Facebook document. Compare id. at 8, 10, with Brief in Support of Response at 7. Irrespective of the intended message of the document, McCoy published it on his personal Facebook account, which was set to a ‘public’ setting that allowed Facebook users that were not McCoy's ‘friends’ to view and comment on it. See Appendix in Support of Motion, McCoy Deposition at 30. After the publication of this document on McCoy's ‘public’ Facebook account, other social media users took notice of, and began ‘commenting’ on, it. See Brief in Support of Motion at 9; Appendix in Support of Motion at 101-09.
The majority of these comments were critical of McCoy for publishing the document and, among other things, accused him of racism. See Appendix in Support of Motion at 101-09. A number of these comments recommended that other social media users no longer do business with McCoy, while several comments additionally named specific businesses and stated that those businesses would no longer seek Eagle Quick Lube's services. See id. at 101, 106.
In addition to commenting on McCoy's Floyd-related Facebook document, social media users also took notice of, and began to upload critical comments about, two other documents that McCoy had published on his personal Facebook account in August 2020. See Brief in Support of Motion at 9-10; Brief in Support of Response at...
To continue reading
Request your trial