Arias v. Universal Music Grp.

640 F.Supp.3d 84

Steven Leonel ARIAS, Plaintiff, v. UNIVERSAL MUSIC GROUP, et al., Defendants.

Case No. 21-cv-02551 (APM)

United States District Court, District of Columbia

Signed November 10, 2022

Nnamdi Nwaneri, Lanham, MD, for Plaintiff.

Matthew Jan Oppenheim, Oppenheim & Zebrak, LLP, Washington, DC, for Defendants Universal Music Group, Universal Music Group Publishing, Sony Music Publishing.

Geoffrey H. Coll, Brown Rudnick LLP, Washington, DC, for Defendant Vydia, Inc.

MEMORANDUM OPINION AND ORDER

Amit P. Mehta, United States District Court Judge

I.

Plaintiff Steven Leonel Arias, also known as "2dirtyy," is a music producer and composer. Since 2017, Plaintiff has created musical works both individually and in collaboration with other musical artists, including Malik Lynch, also known as "Mak Sauce." Lynch is signed to Def Jam Recordings, which is owned by Defendant Universal Music Group, Inc. ("UMG"). Plaintiff does not allege that he is signed to any recording group. This case arises from an effort at musical collaboration between Plaintiff and Lynch. On May 20, 2019, Plaintiff created a "musical beat" entitled Suger, which Lynch requested to use in his own composition. Plaintiff "acquiesced" to Lynch's request, and the resulting composition, Good Morning, was released on June 23, 2019.

Later that year, in December 2019, Plaintiff received a contract from Def Jam Recordings for his signature. The contract designated Plaintiff as "the publisher, track engineer, and the mix engineer for the 'Good Morning' song project." The contract also provided that Plaintiff would receive $250 from Def Jam Recordings in return for his contribution to Good Morning. Plaintiff signed the documents the day he received them, at age 17.

A second work incorporating Suger entitled Good Morning Remix was released on May 8, 2020, and featured on Lynch's album. That day, Plaintiff contacted the UMG Licensing and Copyright Department to "inquire[ ] about the publishing rights and song splits associated with the 'Good Morning' and 'Good Morning Remix' records" and requested both "an accurate accounting for royalties payments" and "a full audit." UMG failed to provide "a cogent answer to [Plaintiff's] accounting inquiry for months" and, eventually, Plaintiff "wished to disaffirm his contract with [UMG]." Plaintiff applied to register the copyright for Suger, and the United States Copyright and Trademark Office "received" his application on June 18, 2021. Plaintiff subsequently filed this suit.

Plaintiff asserts claims of direct, contributory, and vicarious copyright infringement under the Copyright Act, 17 U.S.C. §§ 106, 501. Am. Compl., ECF No. 16, ¶¶ 45-46. Plaintiff brings all infringement claims against five music industry Defendants: (1) UMG; (2) Universal Music Group Publishing ("UMG Publishing"), which is part of UMG; (3) Vydia, Inc. ("Vydia"); (4) Sony Music Publishing; and (5) Roman Alexander Publishing, Inc. ("Roman Alexander").¹ Id. ¶¶ 3-7. Before the court are two motions to dismiss, the first filed jointly by Defendants UMG, UMG Publishing, and Sony Music Publishing, and the second filed by Defendant Vydia. Defs.' Mot. to Dismiss, ECF No. 26 [hereinafter UMG & Sony Mot.]; Def.'s Mot. to Dismiss, ECF No. 28 [hereinafter Vydia Mot.].

As discussed below, Plaintiff has failed to establish personal jurisdiction with respect to Defendant Vydia, and Defendants UMG Publishing and Sony Music Publishing are not separate legal entities subject to suit. Furthermore, Plaintiff has not stated plausible claims for direct, contributory, or vicarious copyright infringement against the remaining Defendant, UMG. For the reasons that follow, both motions to dismiss are granted in full.

II.

The court first addresses the issue of personal jurisdiction over Defendant Vydia in the District of Columbia. Vydia argues that Plaintiff has failed to establish that this court has personal jurisdiction over Vydia and seeks dismissal of all claims against it pursuant to Federal Rule of Civil Procedure 12(b)(2).² Vydia Mot., Def.'s Statement of P. & A. in Supp. of Mot. to Dismiss, ECF No. 28-1 [hereinafter Vydia Mem.], at 1, 5-7.

"A complaint must contain a 'short and plain statement of the grounds for the court's jurisdiction,' " Miley v. Hard Rock Hotel & Casino Punta Cana, 537 F. Supp. 3d 1, 5 (D.D.C. 2021) (quoting FED. R. CIV. P. 8(a)), and "[t]he plaintiff has the burden of establishing a factual basis for the exercise of personal jurisdiction over the defendant," Crane v. N.Y. Zoological Soc'y, 894 F.2d 454, 456 (D.C. Cir. 1990); Duarte v. Nolan, 190 F. Supp. 3d 8, 11 (D.D.C. 2016). A plaintiff meets this burden by "alleging specific acts connecting the defendant with the forum." Second Amend. Found. v. U.S. Conf. of Mayors, 274 F.3d 521, 524 (D.C. Cir. 2001) (cleaned up). Any "factual discrepancies appearing in the record must be resolved in favor of the plaintiff." Crane, 894 F.2d at 456; Capel v. Capel, 272 F. Supp. 3d 33, 38 (D.D.C. 2017). However, a plaintiff cannot "rely on conclusory allegations" and cannot "aggregate factual allegations concerning multiple defendants in order to demonstrate personal jurisdiction over any individual defendant." Duarte, 190 F. Supp. 3d at 11 (internal quotation marks omitted).

A plaintiff can establish personal jurisdiction over a defendant by demonstrating either general or specific jurisdiction. Miley, 537 F. Supp. 3d at 5-6. General jurisdiction requires that the defendant have "continuous and systematic contacts with the forum state such that the defendant is essentially at home in the forum." Id. at 6 (internal quotation marks omitted). Specific jurisdiction requires that the plaintiff's "claim is related to or arises out of the non-resident defendant's contacts with the forum." Vasquez v. Whole Foods Mkt., 302 F. Supp. 3d 36, 46 (D.D.C. 2018).

Based on the parties' allegations, the parties' factual representations, and its own review of the record, the court finds that Plaintiff has not met his burden. Plaintiff characterizes Vydia as "an end-to-end music technology platform that provides record labels and managers with the infrastructure and tools to power their business" and that "offers supply chain, global distribution, analytics, rights management, payments, detailed revenue reporting, and marketing." Am. Compl. ¶ 5. Plaintiff does not, however, state any connection between Vydia and the District of Columbia.

By contrast, Vydia asserts that it is "neither 'at home' in the District of Columbia nor has contacts with the District of Columbia relating to the instant dispute." Vydia Mem. at 1. Plaintiff has made no competing factual allegations here and therefore has not met his burden to establish personal jurisdiction over Vydia. See Crane, 894 F.2d at 456. Vydia's motion to dismiss for lack of personal jurisdiction is therefore granted.

III.

The court next addresses Defendants UMG Publishing and Sony Music Publishing's contention that "they are not legal entities and thus cannot be sued." Defs.' Mot., Defs.' Statement of P. & A. in Supp. of Mot. to Dismiss, ECF No. 26-1 [hereinafter UMG & Sony Mem.], at 1. Specifically, Defendants argue that "Universal Music Group Publishing is a registered trade name of various corporate entities" and that "Sony Music Publishing is not an existing legal entity subject to suit." Id. at 5. Plaintiff contends that "Sony Music Publishing (US) LLC ('Sony') . . . is an active domestic limited liability company in the State of Delaware" as well as "an active foreign corporation" in New York State, and therefore "Sony is indeed a legal entity in accordance with both Delaware and New York laws and regulations." Pl.'s Resp. to Defs.' Mot. to Dismiss, ECF No. 27 [hereinafter Pl.'s Resp.], at 2-3.³ Plaintiff does not address the question of whether UMG Publishing is a legal entity. Id.

Courts in this District have previously declined to permit suits to proceed against parties that are not "separate legal entit[ies]," a category that includes parties that are merely "trade name[s]" of existing legal entities. Baylor v. Mitchell Rubenstein & Assocs., P.C., 55 F. Supp. 3d 43, 45, 49 (D.D.C. 2014); Evans v. Washington Ctr. for Internships & Acad. Seminars, 587 F. Supp. 2d 148, 152 (D.D.C. 2008) (holding that defendant "cannot be sued because it is merely a trade name and not a legal entity"). That principle applies here. With respect to Defendant UMG Publishing, Plaintiff's allegation that UMG Publishing "is part of . . . [Defendant] Universal Music Group" is consistent with UMG Publishing's contention that it is not a separate legal entity and thus not subject to suit. Am. Compl. ¶ 4; UMG & Sony Mem. at 5. Plaintiff also does not dispute that UMG Publishing is merely a trade name. Pl.'s Resp. at 2-3; Defs.' Reply Mem. in Supp. of Mot. to Dismiss, ECF No. 29 [hereinafter UMG & Sony Reply], at 1.

Similarly, Plaintiff has described Defendant Sony Music Publishing as "part of the Sony Music Group owned by Sony Entertainment," Am. Compl. ¶ 6, and argues that "Sony Music Publishing (US) LLC" is a separate legal entity, Pl.'s Resp. at 2-3. But that is irrelevant because "Sony Music Publishing (US) LLC" is a different entity than "Sony Music Publishing," which is the entity named in the complaint. Am. Compl. ¶ 6; Pl.'s Resp. at 2-3. Plaintiff does not dispute that named defendant Sony Music Publishing is not a separate legal entity. Accordingly, both UMG Publishing and Sony Music Publishing "cannot be sued because [they are] . . . not . . . legal entit[ies]," and they must be dismissed from this suit. See Evans, 587 F. Supp. 2d at 152.

IV.

That leaves only UMG as a defendant. UMG contends that Plaintiff has failed to state a claim for direct, contributory, or vicarious copyright infringement. UMG & Sony Mem. at 9-12. The court agrees. In addition, although the court already has held that Defendants Vydia, UMG Publishing, and Sony Music Publishing are not subject to suit in this court, the...