United States District Court, D. Arizona
JAMES A. TEILBORG, District Judge.
Pending before the Court are Defendant's Motion for Summary Judgment (Doc. 90) and Plaintiff's Motion to Strike Defendants' Response to Plaintiff's Supplemental Statement of Facts and Attached Exhibits (Docs. 104 & 104-1) (Doc. 105). The Court now rules on the motions.
I. Motion to Strike
After Plaintiff filed her controverting and supplemental statements of facts (Doc. 96), Defendant filed a Response to Plaintiff's Supplemental Statement of Facts along with attached exhibits. (Doc. 104). Plaintiff moves to strike this document as improperly filed in violation of the Local Rules of Civil Procedure ("Local Rules"). (Doc. 105 at 1). The Local Rules do not permit a party moving for summary judgment to file a separate response to the non-moving party's statement of facts. Kinnally v. Rogers Corp., 2008 WL 5272870, at *2 (D. Ariz. Dec. 12, 2008).
Defendant nonetheless objects to the striking of its filing on the basis that it could not possibly address all of Plaintiff's 118 supplemental statements of facts in its reply brief. (Doc. 108 at 3). Defendant apparently miscomprehends the standard for deciding a motion for summary judgment, in which the movant bears the burden of proving "there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law." Fed.R.Civ.P. 56(a).
Explicating the logical possibilities for a supplemental statement of facts demonstrates why Defendant's argument must fail. Each of Plaintiff's supplemental facts necessarily must fall into one of the following categories: (1) not material to deciding the motion, (2) material to deciding the motion and disputed, or (3) material to deciding the motion and undisputed. A movant is not prejudiced by not responding to facts falling into the first category because a court does not consider immaterial facts in ruling on a motion for summary judgment. See Quanta Indem. Co. v. Amberwood Dev. Inc., 2014 WL 1246144, at *3 (D. Ariz. Mar. 26, 2014). Nor is a movant prejudiced by not responding to facts falling into the second category because disputed facts serve to defeat the motion for summary judgment. Defendant in its unauthorized response disputes a number of Plaintiff's supplemental facts; if just one of these facts is material to deciding the motion, then Defendant has necessarily defeated its own motion. Thus, Defendant can gain nothing by disputing these facts. Finally, a movant is not prejudiced by not responding to facts falling into the third category because the movant's agreement that these supplemental facts are undisputed merely further supports the non-movant's position.
Defendant's final argument is that in B2B CFO Partners, LLC v. Kaufman, 856 F.Supp.2d 1084 (D. Ariz. Mar. 5, 2012), the Court approved the movant's filing of a response to the non-movant's supplemental statement of facts. (Doc. 108 at 3). In B2B, the Court noted that it had historically handled voluminous supplemental statements of fact by permitting an extended page limit for the movant's reply. 856 F.Supp.2d at 1087. However, the Court also noted that although the movant's filing violated the Local Rules, the "limited amount of time available before this case is scheduled to go to trial" precluded the Court from striking the movant's responsive statement of facts and permitting an extended-length reply. Id. The Court "reluctantly" allowed the improper filing. Id. Thus, the Court limited its ruling in B2B to the peculiar facts of that case. More significantly, in the present case, Defendant asked for and received a five-page extension of the page limits for its reply. See (Doc. 106). Therefore, Defendant cannot complain that it lacked an opportunity to address Plaintiff's supplemental facts.
Because Defendant's response to Plaintiff's supplemental statements of fact is procedurally improper, the Court will grant Plaintiff's motion to strike.
II. Motion for Summary Judgment
In 2004, Plaintiff began working for a company named Manguistics, which sold supply chain software. (Doc. 96 ¶ 171). Defendant is in the business of developing and selling supply chain management and merchandising software, and acquired Manguistics in 2006. ( Id. ¶¶ 2, 3). Defendant employed Plaintiff as a Major Account Manager ("MAM") from the time it acquired Manguistics through Plaintiff's last employed date of January 7, 2013. ( Id. ¶¶ 4, 5).
MAMs such as Plaintiff were responsible for selling Defendant's software to a target list of existing and prospective customers. ( Id. ¶ 5). Defendant assigned both accounts (customers) and opportunities (specific targeted sales to an account) to MAMs, with sales efforts being based on opportunities. ( Id. ¶ 7; Doc. 91-2 at 14). MAMs worked their opportunities until either sealing the deal or the customer made a decision to purchase a competitor's product. (Doc. 96 ¶ 7). Defendant did not reassign opportunities unless a MAM was terminated for performance issues. (Doc. 96-3 at 93). However, MAMs did not "own" their accounts in the same way as they did opportunities; periodically, Defendant reassigned accounts among MAMs, often quarterly or annually. (Doc. 91-2 at 14). Nonetheless, while a MAM was assigned a particular account, he or she would be assigned all new opportunities arising from that account. (Doc. 96-4 at 120).
Defendant uses a service called SalesForce.com to track accounts and opportunities assigned to a MAM. (Doc. 96 ¶ 8). Within SalesForce.com, MAMs track their opportunities, their anticipated sale prices, and indicate the progression (or lack thereof) of an opportunity to a deal by assigning statuses of suspect, potential, probable, firm, and closed (ranging from 20% to 100%). (Doc. 96-4 at 83). MAMs personally updated the data, including the status, of their opportunities in SalesForce.com. (Doc. 96 ¶ 8). Defendant compensated all MAMs according to the same compensation structure, consisting of a base salary plus sales commissions based on an annual sales quota. (Doc. 96 ¶ 9). However, each MAM had his or her own assigned sales quota. (Doc. 96-4 at 23).
In December 2010, Plaintiff informed Defendant's Senior Human Resources Manager, Debra Baker, that she was pregnant. (Doc. 96 ¶ 23). In April 2011, Plaintiff inquired with Defendant's Human Resources ("HR") department as to the details of taking leave, particularly focusing on the available combinations of sick time, vacation time, short-term disability, or Family Medical and Leave Act ("FMLA") time. (Doc. 96-6 at 111-14). No one in the HR department represented to Plaintiff that her accounts and opportunities would be reassigned during her leave, or that they would not be reassigned. (Doc. 96 ¶ 29). Plaintiff would be the first MAM to ever take pregnancy leave. (Doc. 96-3 at 169-70).
On February 23, 2011, Plaintiff met with her direct supervisor, Bradley Bell, to discuss how her upcoming leave would affect her sales opportunities. ( Id. ¶ 30). Bell told Plaintiff that she did not have to worry about losing her accounts or commissions, and that her accounts would be taken care of during her leave. (Doc. 96-4 at 36). Bell also told Plaintiff that Customer Relationship Managers ("CRMs") would cover her key accounts that did not have active sales activity and Bell would cover her other accounts. (Doc. 91-5 at 14).
On March 7, 2011, Plaintiff sent an e-mail to Baker in which Plaintiff described Bell as having told Plaintiff that Bell would work all of her active deals while she was on leave, no other MAMs would be assigned to her opportunities or accounts, and she would receive 100% of the commissions on any deals that closed during her leave. (Doc. 96 ¶ 33). Plaintiff also told Baker that Bell said Plaintiff would receive all of her accounts back as if she "never took leave" and based on these statements, Plaintiff believed that she could take all the time needed to recover after giving birth. ( Id. ) Baker forwarded Plaintiff's e-mail to Bell to confirm whether Bell had indeed made these statements to Plaintiff. ( Id. ¶ 34). Bell denied making these statements and said he had offered to help her active deals but had not discussed any payment of commissions with Plaintiff. ( Id. ) Plaintiff continued to request information from Defendant as to what would happen to her accounts, opportunities, and commissions during her upcoming leave, but by June 2, 2011, Defendant had not determined how Plaintiff's commissions would be handled. (Doc. 96-3 at 26).
Plaintiff gave birth on June 3, 2011, and she took eleven weeks of consecutive FMLA leave beginning on that date, until her return to work on August 22, 2011. (Doc. 96 ¶¶ 42, 60). On June 5, 2011, Plaintiff e-mailed Baker and a Michael Bridge regarding her leave, attaching a list of her assigned opportunities and stating that she had been provided with the maternity policy that allowed commissions to be "paid in full with no interruption" and that her job was protected if she returned to work within twelve weeks. (Doc. 96-6 at 56-57). Senior Vice President of Human Resources Brian Boylan replied to Plaintiff, stating that Plaintiff's interpretation of the maternity policy was incorrect. ( Id. at 56). Boylan told Plaintiff that neither Defendant's policy nor practice provided for full payment of commissions during a leave of absence. ( Id. ) Boyland stated that although the general policy was not to pay any commission for a closed deal during leave, management would determine whether it was necessary to assign another MAM to Plaintiff's accounts during her absence. If it was not necessary to assign another MAM and the deal closed during Plaintiff's leave, Defendant would pay Plaintiff her commission for the deal. If it was necessary to assign another MAM and the deal closed during Plaintiff's leave, Plaintiff would not receive commission for that deal. ( Id. )
On June 28, 2011, Bell e-mailed Baker and Tim Mahoney, Group Vice President of Sales, regarding two opportunities at Discount Tire and Sears Canada that Bell had been covering during Plaintiff's absence. (Doc. 96 ¶ 47). Bell stated that after assessing the status of the deals for several weeks, and discussing with Mahoney, he and Mahoney had decided it was necessary to assign another MAM to these opportunities. ( Id. ) Bell stated that he thought he could not allocate sufficient time to give Defendant the best opportunity to close the opportunities. ( Id. ) Bell told Baker that he believed there was significant "demo prep" that needed to occur during July 2011 with respect to the Discount Tire opportunity. ( Id. ¶ 49).
On July 6, 2011, while Plaintiff was still on leave, Bell e-mailed Plaintiff to inform her that he had decided to reassign the Discount Tire and Sears Canada opportunities to another MAM. (Doc. 96-6 at 62). Plaintiff asked if she would get the accounts back upon her return, and what the commission splits would be. ( Id. ) Bell replied that there was no commission split and that upon Plaintiff's return to work, Defendant would review those accounts and determine if they should be assigned back to Plaintiff. ( Id. at 61). Defendant reassigned the Discount Tire opportunity to Bev Amoth, a female MAM. (Doc. 96 ¶ 64). Defendant reassigned the Sears Canada opportunity to another MAM, Bill Wortham. (Doc. 91-1 at 24-25).
Defendant did not reassign the Discount Tire or Sears Canada opportunities to Plaintiff when she returned from leave. (Doc. 96 ¶ 86). Plaintiff repeatedly requested that these opportunities be returned to her, but Defendant refused. ( Id. ¶¶ 84, 86). The Discount Tire opportunity never resulted in a deal or commission. ( Id. ¶ 64). Wortham ultimately closed the Sears Canada deal in the first quarter of 2012. (Doc. 96-5 at 71). While Wortham was progressing on the Sears Canada deal, Defendant reassigned the related Sears U.S. account from Plaintiff to Wortham. (Doc. 96 ¶ 103). Wortham ultimately closed the Sears U.S. deal in the third quarter of 2012. ( Id. ¶ 108).
Plaintiff returned to the same compensation structure that she had prior to going on leave. (Doc. 96-4 at 60). Plaintiff was assigned other opportunities on large accounts but Plaintiff believed these accounts were "dog" accounts unlikely to result in any deals. ( Id. ) Plaintiff's 2011 performance review noted that Plaintiff failed to reach her annual quota because of her leave. (Doc. 96-5 at 48). On February 3, 2012, Plaintiff e-mailed Mahoney and asked how she could have more "$1b plus" accounts added to her list so that she had ten named accounts and ten on her "target list." ( Id. at 5). Plaintiff complained that she had only six named accounts and that the Sears Canada, Sears US, Restoration Hardware, and Discount Tire accounts had been removed from her list during and after her leave. ( Id. ) Plaintiff stated that she had asked for the Best Buy, American Greetings, Walmart, Canadian Tire, and Orchard Supply accounts but had been refused on all of them. ( Id. ) Plaintiff said she had received the World Kitchen account, but it was only $90 million in sales and generally "not in our range." ( Id. )
On June 15, 2012, Plaintiff filed a Charge of Discrimination with the Equal Employment Opportunity Commission ("EEOC"), contending that Defendant had assigned accounts on a discriminatory basis due to Plaintiff's gender and pregnancy, in violation of the Equal Pay Act ("EPA"), and in retaliation against Plaintiff for taking FMLA leave. ( Id. ¶ 117).
On August 6, 2012, Plaintiff asked Defendant to remove certain accounts that had been assigned to her in the past month because the companies were not interested in purchasing any JDA software. (Doc. 91-6 at 2). Plaintiff also asked for the MicroCenter account to be assigned to her but this account was ultimately assigned to another MAM. ( Id. )
Plaintiff made $197, 000 in sales during the first three quarters of 2012, against a quota of $3.125 million. (Doc. 96 ¶ 121). In September 2012, Defendant placed Plaintiff on a performance improvement plan, which required Plaintiff to close 50% of the opportunities that she had rated as "potential" and "probable" by the end of the first quarter of 2013. ( Id. ¶ 121). In late 2012, Defendant acquired a competitor and terminated a number of employees as a result. Ten MAMs, six of whom were based in the United States, were terminated. ( Id. ¶ 126). Plaintiff was one of the terminated ...