Searching over 5,500,000 cases.


searching
Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.

Wells Fargo Financial Leasing, Inc. v. Tulley Automotive Group, Inc.

United States District Court, D. New Hampshire

September 1, 2017

Wells Fargo Financial Leasing, Inc
v.
Tulley Automotive Group, Inc.
v.
CDK Global, LLC, as successor-in-interest to ADP Dealer Services, Inc. Opinion No. 2017 DNH 172

          ORDER

          Landya McCafferty United States District Judge

         In this contract dispute, Wells Fargo Financial Leasing, Inc. (“Wells Fargo”) sues Tulley Automotive Group, Inc. (“Tulley”), alleging that Tulley defaulted on a lease agreement for computer networking equipment. Tulley filed a third-party complaint against CDK Global, LLC (“CDK”) for indemnification, alleging that CDK fraudulently induced Tulley to enter into the lease agreement. CDK now moves to dismiss Tulley's third-party complaint. Tulley objects. For the reasons that follow, CDK's motion is granted.

         STANDARD OF REVIEW

         Under Federal Rule of Civil Procedure 12(b)(6), the court must accept the factual allegations in the complaint as true, construe reasonable inferences in the plaintiff's favor, and “determine whether the factual allegations in the plaintiff's complaint set forth a plausible claim upon which relief may be granted.” Foley v. Wells Fargo Bank, N.A., 772 F.3d 63, 71 (1st Cir. 2014) (internal quotation marks omitted). A claim is facially plausible “when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged.” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009).

         BACKGROUND

         During the summer of 2013, Tulley purchased a computer system for its car dealerships known as a dealer management system (“DMS”). To acquire the DMS, Tulley entered into separate contracts with two associated organizations: one contract to obtain the computer software in June 2013 and another contract to obtain the computer hardware and equipment in July 2013. First, to acquire software and services related to the DMS, Tulley entered into a Master Services Agreement with ADP Dealer Services, Inc. (“ADP Dealer”). Next, to obtain the computer networking equipment, Tulley and ADP Commercial Leasing, LLC (“ADP Commercial”) executed an equipment lease agreement (“Equipment Lease”).

         At some point, Tulley allegedly stopped making payments and defaulted on its obligations under both the Master Services Agreement and the Equipment Lease. Tulley became the defendant in two separate lawsuits: (1) an action for breach of the Master Services Agreement currently pending in federal court in New Jersey, and (2) the instant case filed by Wells Fargo for breach of the Equipment Lease.

         I. New Jersey Action

         On May 1, 2015, CDK, as successor-in-interest to ADP Dealer, filed suit against Tulley in the United States District Court for the District of New Jersey for breach of the Master Services Agreement. See CDK Glob., LLC v. Tulley Auto. Grp., Inc., No. 15-cv-3103-KM-JBC (D.N.J.). Tulley filed counterclaims in the New Jersey action alleging fraudulent inducement, rescission, breach of contract, violation of the New Jersey Consumer Fraud Act, and unjust enrichment. In those counterclaims, Tulley alleged that CDK made material misrepresentations to induce Tulley to purchase the DMS and enter into the Master Services Agreement.[1] CDK moved to dismiss Tulley's counterclaims, and, with the exception of the rescission claim, the district court denied CDK's motion. CDK Glob., LLC v. Tulley Auto. Grp., Inc., No. 15-cv-3103-KM-JBC, 2016 WL 1718100, at *7 (D.N.J. Apr. 29, 2016).

         II. New Hampshire Action

         At some point, Wells Fargo acquired ADP Commercial's rights under the Equipment Lease.[2] In April 2016, Wells Fargo filed this lawsuit for breach of the Equipment Lease in superior court, alleging that Tulley defaulted on the Equipment Lease after making 27 of 60 monthly payments. Wells Fargo alleged that Tulley still owed $84, 310.69 under the Equipment Lease. Tulley removed the case to this court and then sought to transfer the case to the United States District Court for the District of New Jersey. See doc. no. 8. The court denied Tulley's motion, concluding that the New Jersey and New Hampshire actions involved two separate contracts containing different terms and warranties, and Tulley had not explained how its liability under the Equipment Lease would be affected by the outcome of the New Jersey action. See doc. no. 16 at 13 and n.7.

         Shortly thereafter, Tulley filed a third-party complaint in the New Hampshire action against CDK, alleging one count of fraudulent inducement. See doc. no. 18. Tulley alleges that CDK made material misrepresentations regarding the DMS to induce Tulley to enter into the Equipment Lease-the same misrepresentations that induced Tulley to sign the Master Services Agreement. In its third-party complaint, Tulley seeks “indemnification damages” for any amount the court finds it must pay Wells Fargo under the Equipment Lease. Id. at 22.

         In May 2017, Wells Fargo and Tulley notified the court that they had settled their claims, leaving Tulley's third-party claim against CDK as the only claim remaining in the ...


Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.