Yah Kai World Wide Enters., Inc. v. Napper

• Decision Date: 03 July 2016
• Docket Number: Civil Action No. 11-cv-2174 (KBJ)
• Citation: 195 F.Supp.3d 287
• Parties: YAH KAI WORLD WIDE ENTERPRISES, INC., et al., Plaintiffs, v. Geoffery NAPPER, Defendant.
• Court: U.S. District Court — District of Columbia

195 F.Supp.3d 287

YAH KAI WORLD WIDE ENTERPRISES, INC., et al., Plaintiffs,

v.Geoffery NAPPER, Defendant.

Civil Action No. 11-cv-2174 (KBJ)

United States District Court, District of Columbia.

Signed July 3, 2016

Donald M. Temple, Donald M. Temple, P.C., Washington, DC, for Plaintiffs.

Courtney Mitchell Billups, Law Offices of Courtney M. Billups, Washington, DC, for Defendant.

FINDINGS OF FACT AND CONCLUSIONS OF LAW

KETANJI BROWN JACKSON, United States District Judge

This lawsuit arises from a dispute between members of the African Hebrew Israelite community (the "Community") and Geoffrey Napper ("Napper" or "Defendant"), one of the Community's former members, regarding the ownership and control of a business located in Capitol Heights, Maryland; the business in dispute is presently named Everlasting Life Restaurant & Lounge. "Everlasting Life" is a phrase that has special significance to the members of the Community, who claim to be descendants of biblical Israelites and who follow a strict vegan diet. Thus, when the Community undertook to open a food-service establishment to support their members' dietary needs, the name Everlasting Life—which was eventually trademarked by one of the group's leaders, Immanuel Ben Yehuda ("Prince Immanuel")—was selected to be the official moniker. The Community appointed Napper to manage its first Everlasting Life restaurant and grocery store, which was a cooperative in the District of Columbia, and Napper was also tapped to manage the expansive Everlasting Life Health Complex that the Community later opened in Maryland. When the Community subsequently decided to replace Napper as manager of the Complex and to form a corporate entity named Yah Kai World Wide Enterprises ("Yah Kai") to run that facility, Napper seemed to accept that management decision and continued his involvement with certain, limited aspects of the Complex's business operations—right up until the point at which he forcibly evicted Prince Immanuel, Yah Kai, and other Community members from the premises, took over the facility and all of its equipment, and began operating that Everlasting Life establishment as his own.

Before this Court at present is the complaint that Prince Immanuel and Yah Kai ("Plaintiffs") have brought against Napper under the Lanham Act, 15 U.S.C. §§ 1051 –1129, and Maryland common law. (See Compl., ECF No. 1.)¹ Last year, this Court conducted a three-day bench trial, during which five witnesses testified regarding the facts underlying Plaintiffs' various trademark infringement and unfair business practices claims and Napper's defenses. The Court subsequently received and reviewed proposed findings of fact and conclusions of law from the parties, and it has now carefully examined the myriad legal tenets that the parties contend squarely apply to the established facts of this case. As explained in the Findings of Fact and Conclusions of Law set forth below, this Court has determined that Plaintiffs have sustained their burden of proof with respect to the complaint's two Lanham Act claims (trademark infringement, and unfair competition/false designation of origin), and also two of the claims that Plaintiffs have brought under Maryland common law (unfair competition, and conversion). However, the elements of Plaintiffs' claim for usurpation of corporate opportunity have not been established as a matter of law, given the lack of any fiduciary duty between Napper and Plaintiffs during the relevant period. Accordingly, JUDGMENT WILL BE ENTERED IN PLAINTIFFS' FAVOR as to liability with respect to Counts I, II, III, and VI of the complaint, and JUDGMENT WILL BE ENTERED IN DEFENDANT'S FAVOR with respect to Count IV. A separate order consistent with the Court's findings and conclusions will follow.

I. PROCEDURAL BACKGROUND

Plaintiffs filed the instant lawsuit on December 8, 2011; the complaint has six counts, only five of which proceeded to trial. Counts I and II—which were brought under Sections 32 and 43(a) of the Lanham Act, respectively—claim that Napper's operation of the Everlasting Life Restaurant & Lounge infringes upon Prince Immanuel's registered trademark (see id . ¶¶ 32–39 (Count I)), and that Napper has engaged in federal unfair competition and false designation of origin (see id . ¶¶ 40–45 (Count II)). Counts III through VI allege various violations of Maryland common law; specifically, Plaintiffs maintain that Napper has engaged in unfair competition (see id . ¶¶ 46–49 (Count III)), has usurped Yah Kai's corporate opportunity (see id . ¶¶ 50–54 (Count IV)), has breached a fiduciary duty of loyalty he owed to Yah Kai and the Community (see id . ¶¶ 55–59 (Count V)), and has converted Yah Kai's tangible property (see id . ¶¶ 60–64 (Count VI)).

On November 12, 2013, this Court held a status conference with respect to this matter, during which it denied Napper's first motion for summary judgment on the grounds that the evidentiary record was significantly underdeveloped due to the parties' failure to engage in robust discovery. (See Order, ECF No. 33, at 1; see also Def.'s Mot. for Summ. J., ECF No. 24.) The Court directed the parties to undertake an extended period of discovery and also referred the matter to mediation. (See Order, ECF No. 33, at 1–2.) On July 17, 2014, after discovery was complete and mediation was unsuccessful, Napper filed a second motion for summary judgment. (See Def.'s 2d Mot. for Summ. J, ECF No. 43.) The Court denied this motion on the grounds that genuine issues of material fact existed regarding ownership of the restaurant at issue (see Minute Order of Feb. 11, 2015); the parties then proceeded to prepare for trial.

The Court held a final pre-trial conference on this matter on July 10, 2015. During that conference, the Court dismissed Plaintiffs' breach of fiduciary duty claim (see Compl. ¶¶ 55–59 (Count V)) as legally unfounded under Maryland law and duplicative of the usurpation of corporate opportunity claim. (See Order, ECF No. 57, at 2.) Furthermore, during this same pre-trial conference, the parties waived their right to a jury trial on the issue of liability with respect to the remaining counts of the complaint, but reserved their right to a jury trial on the issue of damages. (See id . at 1.) Accordingly, the Court bifurcated the previously scheduled jury trial and proceeded to hold a bench trial regarding Defendant's liability, expressly noting that, if needed, a separate jury trial would be held thereafter to determine any damages. (See id . at 1–2.)

The bench trial in this matter took place over three days between July 14, 2015, and July 16, 2015. Plaintiffs called five witnesses, including Prince Immanuel and Dr. Cheryl Lee Butler ("Dr. Lee"), who is a member of the Community and a corporate designee of Yah Kai. The Court also heard the testimony of Carol Allen ("Allen"), the leasing administrator for Kingdom Management, and Darrel Edwards ("Edwards"), Yah Kai's accountant. Napper was called to the stand by Plaintiffs to testify as an adverse witness; however, Napper's counsel did not call any witnesses in Napper's case-in-chief.

After the bench trial concluded, the parties submitted proposed findings of fact in table format and in three iterations, in accordance with this Court's bench-trial practices. (See Order, ECF No. 61 (explaining Proposed Findings of Fact Table).) Plaintiffs went first, laying out their proposed findings of fact with citations to the record (see Proposed Findings of Fact, ECF No. 62 ("1st FOF Tbl.")), and in the second iteration of the table, Defendant noted any disputes regarding Plaintiffs' listed facts and added his own proposed findings (see Proposed Findings of Fact, ECF No. 63 ("2d FOF Tbl.")). Plaintiffs responded to Defendant's representations in the third iteration of the table. (See Proposed Findings of Fact, ECF No. 64 ("3d FOF Tbl.")).² In addition, both parties submitted proposed conclusions of law. (See Pls.' Proposed Concls. of Law ("Pls.' COL"), ECF No. 66; Def.'s Proposed Concls. of Law ("Def.'s COL"), ECF No. 68.)

II. LEGAL STANDARD

"In an action tried on the facts without a jury ... the court must find the facts specially and state its conclusions of law separately." Fed. R. Civ. P. 52(a)(1). "In setting forth the findings of fact, the court need not address every factual contention and argumentative detail raised by the parties, [n]or discuss all evidence presented at trial." Moore v. Hartman , 102 F.Supp.3d 35, 65 (D.D.C.2015) (internal quotation marks and citations omitted). Instead, " 'the judge need only make brief, definite, pertinent findings and conclusions upon the contested matters[ ]' " in a manner that is "sufficient to allow the appellate court to conduct a meaningful review." Wise v. United States , 145 F.Supp.3d 53, 57 (D.D.C.2015) (quoting Fed. R. Civ. P. 52(a) advisory committee's note to 1946 amendment); see also Lyles v. United States , 759 F.2d 941, 943 (D.C.Cir.1985) ("One of [Rule 52(a)'s] chief purposes is to aid the appellate court by affording it a clear understanding of the ground or basis of the decision of the trial court." (internal quotation marks and citation omitted)).

III. FINDINGS OF FACT

This Court's findings of fact with respect to the instant case are based on the evidence—i.e. , the testimony and exhibits—that the parties submitted during the bench trial, the Court's observations of the demeanor and credibility of the witnesses, the parties' stipulations, and the record as a whole.³ Notably, because many of the basic facts regarding the formation and ownership of the Everlasting Life Health Complex are disputed, this Court has made its factual findings based largely on its evaluation of the believability of the testifying witnesses, whose general credibility the Court necessarily assessed in its role as the finder of the fact at trial. The Court finds, as a general matter, that Plaintiffs' four affirmative witnesses—Carol Allen, Darrel Edwards, Prince Immanuel, and Dr....