## Facts

- AllTech Communications, LLC manufactured portable cellular towers and employed Robert Brothers as an owner and chief operations officer.
- Brothers resigned from AllTech and went to work for TowerWorx, LLC, a competitor.
- AllTech sued Brothers and TowerWorx alleging Brothers misappropriated AllTech’s confidential business information and used or disclosed it to benefit TowerWorx.
- Within ten days of answering, Brothers filed a third-party complaint against three AllTech officers/principals (the Langholzes).
- Brothers alleged the Langholzes breached fiduciary duties, breached contract, and were unjustly enriched in their management of AllTech, and that this misconduct caused him to leave the company.
- The Langholzes moved to dismiss, arguing Brothers’s third-party claims were not permitted under Federal Rule of Civil Procedure 14(a) because they were not derivative of AllTech’s claims against Brothers.

## Issues

1. Whether Rule 14(a) permits impleader of third parties based on the defendant’s independent claims (breach of fiduciary duty, breach of contract, unjust enrichment) that do not allege the third parties are liable to the defendant for all or part of any judgment on the plaintiff’s claims.

## Decision

- The court granted the Langholzes’ motion to dismiss the third-party complaint.
- The court held Brothers’s claims against the Langholzes were not proper Rule 14(a) impleader claims because they did not assert derivative, contingent, indemnity, or contribution liability tied to AllTech’s claims against Brothers.
- The dismissal was procedural: Brothers failed to plead that the Langholzes “are or may be liable” to him for all or part of AllTech’s claim against him.

## Legal Principles

- Rule 14(a) permits a defending party to implead a nonparty only if the nonparty is or may be liable to the defending party for all or part of the plaintiff’s claim against that defending party.
- Impleader requires secondary or contingent liability (commonly indemnity or contribution) that depends on the defendant being found liable to the plaintiff.
- A defendant may not use Rule 14(a) to bring independent claims against third parties merely because they arise from the same business relationship or background events as the plaintiff’s suit.
- If third-party claims could succeed even when the defendant is not liable to the plaintiff, they generally are not within Rule 14(a).

## Conclusion

The court dismissed Brothers’s third-party complaint because his allegations against AllTech’s principals asserted independent misconduct and did not seek to transfer to them any liability he might owe AllTech on the misappropriation claims, placing the pleading outside Rule 14(a)’s limited scope.


AllTech Communications, LLC v. Brothers, 601 F. Supp. 2d 1255 (N.D. Okla. 2008)