United States District Court, S.D. Ohio, Eastern Division
Deavers Magistrate Judge.
OPINION & ORDER
ALGENON L. MARBLEY UNITED STATES DISTRICT JUDGE.
matter comes before the Court on Defendant CCL Label's
Motion to Dismiss. (ECF No. 25). Plaintiff The Tarrier Steel
Company (“Tarrier”) filed a complaint against CCL
Label, Inc. (“CCL”) for unjust enrichment.
Tarrier alleges that CCL did not pay Tarrier for construction
work on CCL's project in Licking County, Ohio. CCL has
filed a Motion to Dismiss, arguing that Tarrier has failed to
state a claim. For the reasons below, the Motion to Dismiss
hired Wesex Corporation (“Wesex”) to be the
general contractor for CCL's construction project in
Licking County, Ohio. (ECF No. 11 at ¶ 2). Wesex, in
turn, contracted out some of the work to Tarrier.
(Id.). Tarrier worked on the project for some time
until a dispute arose between CCL and Wesex that led to CCL
stopping payments to Wesex, and Wesex in turn stopping
payments to Tarrier. (Id. at ¶¶ 6-7). By
this point, Tarrier alleges it had performed $146, 731.40
worth of work but was not paid. (Id. at ¶ 8).
According to the Complaint, Wesex and CCL disagree as to the
cause of the non-payment, with Wesex blaming CCL for not
paying it the money to pay Tarrier, and CCL claiming that it
had paid all of the money to Wesex and that Wesex had refused
to pay Tarrier. (Id. at ¶¶ 9-10).
sued both Wesex and CCL in Ohio state court for breach of
contract, unjust enrichment, and violations of Ohio's
prompt payment law. Ohio Rev. Code Ann. § 4113.61
(2011). This case was originally filed in the Licking County
Court of Common Pleas. (ECF No. 11). CCL removed this case to
federal court (ECF No. 1) and subsequently filed a Motion to
Dismiss. (ECF No. 25). Tarrier has filed a memorandum contra,
and this is now ripe for review.
STANDARD OF REVIEW
CCL moved to dismiss under Federal Rule of Civil Procedure
12(b)(6). Under modern federal pleading standards, a
complaint must contain “a short and plain statement of
the claim showing that the pleader is entitled to
relief.” Fed.R.Civ.P. 8(a)(2). A complaint will survive
a motion to dismiss if the plaintiff alleges facts that
“state a claim to relief that is plausible on its
face” and that, if accepted as true, are sufficient to
“raise a right to relief above the speculative
level.” Bell Atl. Corp. v. Twombly, 550 U.S.
544, 555, 570 (2007); see also Iqbal, 556 U.S. at
678. A complaint must thus “contain either direct or
inferential allegations respecting all material elements to
sustain a recovery under some viable theory.”
Eidson v. Tenn. Dep't of Children's Servs.,
510 F.3d 631, 634 (6th Cir. 2007).
assessing the sufficiency and plausibility of a claim, courts
“construe the complaint in the light most favorable to
the plaintiff, accept its allegations as true, and draw all
reasonable inferences in favor of the plaintiff.”
Directv, Inc. v. Treesh, 487 F.3d 471, 476 (6th Cir.
2007). Thus, dismissal is appropriate only if “it
appears beyond doubt that the plaintiff can prove no set of
facts in support of his claim which would entitle him to
relief.” Guzman v. U.S. Dep't of Homeland
Sec., 679 F.3d 425, 429 (6th Cir. 2012) (quotation
LAW & ANALYSIS
unjust enrichment claim to be successful under Ohio law,
Tarrier must show that: (1) it conferred a benefit upon CCL;
(2) CCL knew that it had a benefit; and (3) CCL retained the
benefit even though circumstances dictated that it would not
be just to do so without payment. See Hambleton v. R.G.
Barry Corp., 465 N.E.2d 1298 (Ohio 1984). There is a low
pleading standard for unjust enrichment claims, as “[a]
claim of unjust enrichment does not … fail absent
essentially fraudulent conduct by the defendant. Instead, the
plaintiff must plead merely that ‘it would be
inequitable for the defendant to retain the benefit' or
that ‘retention of the benefit without payment therefor
would be unjust.'” In re Whirlpool Corp.
Front-Loading Washer Prod. Liab. Litig., 684 F.Supp.2d
942, 959 (N.D. Ohio 2009), as amended (Nov. 4, 2009)
evaluating Tarrier's complaint for sufficiency, this
Court draws all justifiable inferences in their favor.
See Directv, 487 F.3d at 476. Here, Tarrier pleaded
that they conferred a benefit upon CCL when they asserted
that “Wesex and CCL have received the benefits of labor
and materials provided to the Project under circumstances
wherein they should not retain said benefits without
providing compensation to Tarrier.” (ECF No. 11 at
¶ 17). Wesex and CCL allegedly benefitted by getting
$146, 731.40 worth of labor and materials without paying for
it. (Id. at ¶¶ 17-18). Tarrier has pled
sufficient facts to suggest CCL knew of the benefit. Because
CCL and Wesex blame each other for not paying Tarrier, this
implies knowledge of Tarrier's not being paid.
(Id. at ¶¶ 9-10). The Sixth Circuit allows
inferential allegations like this one to be sufficient in
pleadings, because it is based in fact and not conclusory.
See Eidson, 510 F.3d at 634 (citing Mezibov v.
Allen, 411 F.3d 712, 716 (6th Cir. 2005)) (“[T]o
survive a motion to dismiss, the complaint must contain
either direct or inferential allegations respecting all
material elements to sustain a recovery under some viable
legal theory… Conclusory allegations or legal
conclusions masquerading as factual allegations will not
suffice.”) (internal citation omitted). For the third
requirement, that CCL unjustly retained the benefit, Tarrier
pleaded that the money is still owed and has not been repaid
and that it was wrong for CCL to have kept the labor and
materials without paying. (Id. at ¶¶
Motion to Dismiss, CCL argues that because Tarrier alleged in
its Complaint that “Wesex has received payment from CCL
for labor and materials supplied to the project by
Tarrier” the unjust enrichment claim must be dismissed
because this pleading is an admission that CCL did not
receive a benefit for which it had to pay. (ECF No. 11 at
¶ 21; ECF No. 35 at 4). To back up this assertion, CCL
cites Banks v. City of Cincinnati, where the court
Where, as here, it is admitted in the complaint that the
principal contractor was paid in full for all performance
rendered at the construction site . . . it cannot be said in
law that a tangible benefit was ultimately conferred upon the
property owner by the absence of ...