Opinion
CIVIL ACTION NO. 3:03-CV-2360-G
January 8, 2004
MEMORANDUM ORDER
Before the court is the motion of the defendant CiCi Enterprises, Inc. ("CiCi") to dismiss two of the three plaintiffs to this action, pursuant to FED. R. ClV. P. 12(b)(6), for failure to state a claim. For the reasons discussed below, CiCi's motion is denied.
I. BACKGROUND
CiCi sells pizza restaurant franchises. Defendant CiCi Enterprises, Inc.'s Rule 12(b)(6) Motion to Dismiss and Brief in Support ("Motion") at 1. On August 6, 2003, the plaintiffs Minhas Bidiwala ("Minhas"), Nazleen Bidiwala ("Nazleen"), and Siraj Bidiwala ("Siraj") brought suit in the Western District of Oklahoma against CiCi for alleged discrimination in refusing to award them a CiCi franchise. See generally Complaint. The plaintiffs contend that CiCi committed fraud in the franchise application process and engaged in unlawful discrimination, in violation of the Civil Rights Act of 1866, as amended, 42 U.S.C. § 1981, 1982, and 1985. See id. 11H 2, 35-59.
Following a motion by CiCi to dismiss or transfer venue, this case was transferred by Judge Stephen P. Friot to the Northern District of Texas. See Docket Sheet. In his October 2, 2003 order transferring the case, Judge Friot undertook to enforce the forum selection clause in a Work Experience Agreement — a contract required to complete the franchise application process — between Siraj and CiCi. See Minhas Bidiwala, et al. v. CiCi Enterprises, Inc., No. CIV-03-1092-F at 1, 4-7 (W.D. Okla. Oct. 2, 2003) ("W.D. Okla. Order"). Judge Friot, acceding to CiCi's arguments, held that Minhas and Nazleen, as joint-applicants with Siraj, agreed to litigate any claims relating to or arising out of the Work Experience Agreement in the Northern District of Texas. Id. at 4-6; see also Defendant CiCi Enterprises, Inc.'s Motion to Dismiss or, Alternatively, Motion to Transfer Venue and Brief in Support, filed September 2, 2003, ¶¶ 7-10.
On October 21, 2003, CiCi filed the instant motion, pursuant to FED. R. CIV. P. 12(b)(6), to dismiss Minhas and Siraj from this action — both of whom CiCi now characterize as non-applicants and without standing to bring suit. See generally Docket Sheet; Motion. CiCi's arguments rest on an affidavit from Nazleen, who indicated that she was the sole applicant for the CiCi's franchise at issue. Id. ¶ 1. See also Affidavit of Nazleen Bidiwala, located in Exhibit A of the Plaintiffs' Response in Opposition to Defendant CiCi Enterprises Motion to Dismiss or, Alternatively, Motion to Transfer Venue and Brief in Support; Plaintiffs' Response to Defendant CiCi Enterprises, Inc.'s Rule 12(b)(6) Motion to Dismiss, and Supporting Brief ("Response") at 2. Stating its argument, CiCi posits, "For if [Minhas and Siraj] did not apply for a franchise, how is it that they can possess a claim for alleged discrimination?" Motion ¶ 1.
II. LEGAL STANDARD
Federal Rule of Civil Procedure 12(b)(6) authorizes dismissal of a complaint for "failure to state a claim upon which relief can be granted." There are two primary principles that guide the court's determination of whether dismissal under Rule 12(b)(6) should be granted. First, a motion under Rule 12(b)(6) should be granted only if it appears beyond doubt that the plaintiffs could prove no set of facts in support of their claims that would entitle them to relief. Conley v. Gibson, 355 U.S. 41, 45-46 (1957); Thompson v. Goetzmann, 337 F.3d 489, 495 (5th Cir. 2003); see also Southern Christian Leadership Conference v. Supreme Court of the State of Louisiana, 252 F.3d 781, 786 (5th Cir.) (motions to dismiss for failure to state a claim are viewed with disfavor and are rarely granted), cert. denied, 534 U.S. 995 (2001). Second, the court must accept all well-pleaded facts as true and view them in the light most favorable to the nonmovant. See Calhoun v. Hargrove, 312 F.3d 730, 733 (5th Cir. 2002); Brown v. Nationbank Corporation, 188 F.3d 579, 585-86 (5th Cir. 1999), cert. denied, 530 U.S. 1274 (2000).
III. ANALYSIS
Generally, the plaintiffs assert that their provable factual allegations and Judge Friot's previous order contravene CiCi's argument that Nazleen was the sole applicant for the franchise. See Response at 2-3. The court agrees.
In the case sub judice, the plaintiffs are capable of proving that they are entitled to relief as joint-applicants. It appears from the pleadings that the plaintiffs engaged in the franchise application process together. For instance, the plaintiffs allege that Minhas and Nazleen "requested information regarding the process and criteria for obtaining a CiCi's franchise," and later received from James Sheahan, CiCi's Director of Franchise Sales, counsel regarding successfully procuring a franchise. Complaint ¶¶ 15-17; see also W.D. Okla. Order at 4. Siraj, according to the plaintiffs' allegations, agreed "to act as store manager in exchange for an ownership interest" in the franchise. Complaint ¶ 18; see also W.D. Okla. Order at 4. Moreover, there appears to be evidence that CiCi treated Minhas, Siraj, and Nazleen as joint-applicants. For example, the plaintiffs allege that after Siraj completed the Work Experience Program," James Sheahan informed not only Siraj, but also Minhas and Nazleen, that Siraj "lacked experience" and that his performance was "not up to par." Complaint 11 32; see also W.D. Okla. Order at 6.
In addition, Judge Friot outlined at least two "indication[s] that all three Plaintiffs were joint applicants for a CiCi's franchise." Id. at 4; see also Response at 2. First, Judge Friot "noted that not only Plaintiffs Nazleen and Minhas, . . . but Plaintiff Siraj . . . also completed and sent to [CiCi] a Confidential Personal Profile, the first step in the application process. . . ." W.D. Okla. Order at 4. Second, Judge Friot concluded that Siraj entered into and executed the Work Experience Agreement with CiCi as an "Applicant," and that Minhas and Nazleen "ratified" Siraj's participation in the Work Experience Program and the Work Experience Agreement as joint-applicants. See id. at 4-6.
IV. CONCLUSION
In sum, the plaintiffs have shown sufficient allegations regarding their status as joint-applicants for a franchise to survive CiCi's motion to dismiss, pursuant to FED. R. Civ. P. 12(b)(6), for failure to state a claim. Accordingly, CiCi's motion to dismiss
"The Work Experience Program requires the applicant or the applicant's designated operating principal to participate in two (2) consecutive days of work experience in a company-owned CiCi's Pizza Restaurant, in order to better determine the applicant's and CiCi's mutual interest in proceeding with the applicant's pending franchise application." Declaration of James Sheahan ¶ 6, attached to Defendant CiCi Enterprises, Inc.'s Motion to Dismiss or, Alternatively, Motion to Transfer Venue and Brief in Support as Exhibit A. the claims of the plaintiffs Minhas Bidiwala and Siraj Bidiwala from this action is DENIED.
SO ORDERED.