Boss Worldwide LLC v. Crabill

OPINION AND ORDER   Plaintiff Boss Worldwide LLC brings this action against defendant Beau Crabill, alleging misrepresentation under the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. §512(f). Now pending is defendant’s motion to dismiss the first amended complaint (“FAC”) pursuant to Rule 12(b)(1), (2), and (6). (Doc. #30). For the following reasons, the Court construes the motion to dismiss as one to compel arbitration, GRANTS the motion to compel arbitration, and DENIES WITHOUT PREJUDICE the motion to dismiss. This Court has subject matter jurisdiction pursuant to 28 U.S.C. §1331. BACKGROUND The following factual background is drawn from the FAC and the parties’ submissions in support of and in opposition to the pending motion.¹ I. The Parties’ Business Relationship The allegations of the FAC can be summarized as follows: On April 6, 2018, Asymergy Corporation and defendant Crabill, both of whom provide seminars and instructional materials that teach customers how to sell products online, executed an agreement (the “Operating Agreement”) that formed Boss Worldwide LLC d/b/a ALGO Online Retail (“ALGO”). ALGO and Crabill initially had an amicable business relationship. However, in December 2018, defendant expressed unhappiness about his relationship with plaintiff. In January 2019, plaintiff proposed an agreement that would have allowed defendant to withdraw from plaintiff. Instead, defendant “decided to engage in self-help and grab the entire business for [himself].”² (Doc. #27 (“FAC”) 48). According to the FAC, on January 13, 2019, without notice to plaintiff, defendant cut off plaintiff’s access to certain online products; diverted revenue that should have gone to plaintiff’s account to a different account defendant controlled; misappropriated customer information for defendant’s own use and then deleted that information from a shared online account; removed plaintiff’s name from the website (beaucrabill.com) through which the parties conducted their business; resumed doing business as “All Out Raw LLC,” the company through which defendant conducted his business prior to the formation of ALGO, in violation of the defendant’s non-compete obligations under the Operating Agreement; and later “defamed” plaintiff to third party sales staff and to plaintiff’s customers. (Id.