The opinion of the court was delivered by: Reggie B. Walton United States District Judge
The plaintiff, Jorge Vila, filed this action for damages in Superior Court for the District of Columbia on October 26, 2006, alleging breach of an implied contract, unjust enrichment, defamation, and tortious interference with a prospective business advantage. The case was subsequently removed to this Court by the defendant, Inter-American Investment Corporation ("IIC"), pursuant to 22 U.S.C. § 283gg (2000), which confers original jurisdiction to this Court over suits brought against the IIC. Currently before the Court is the Defendant's Motion to Dismiss.*fn1 For the reasons set forth below, the defendant's motion is granted in part and denied in part.*fn2
The plaintiff filed his four-count complaint ("Compl.") in this action, alleging that the defendant wrongly refused to compensate him for services rendered. Compl. ¶¶ 26-29. The plaintiff also alleges that employees of the IIC made statements to others that were defamatory and improperly interfered with a prospective business advantage, "resulting in a loss of income, emotional and psychological stress, and damage to his physical health." Id. ¶¶ 30-36. In 2001 and 2002, prior to providing the services for which the plaintiff contends he was not compensated, the plaintiff had entered into several contracts with the IIC to perform consulting services. Compl. ¶ 6; see, e.g., Pl.'s Mem., Exhibit ("Ex.") 4 (June 27, 2002 Agreement for Consulting Services). Pursuant to these prior contracts, the plaintiff, inter alia, performed "consulting services to contribute to sell participations in 'B Loans' under [the] [d]efendant's AB Loan Programme . . . and [to give] advi[ce] on international capital market conditions and appropriate terms and structures for debt obligations of [the d]efendant's actual and potential clients." Compl. ¶ 6. He was compensated for the services he performed in 2001 and 2002, sometimes in the form of "a monthly retainer plus a success fee (a percentage of the nominal amount in participations obtained)," and sometimes in the form of success fees only.*fn3 Id.
Beginning in early 2003, through August of that year, the plaintiff contends that he was again engaged by the IIC to perform consulting services similar to those covered under the prior contracts, however, there was never a written contract that covered these services. Compl. ¶¶ 7- 10. The plaintiff asserts that "[he] and the [d]efendant's senior officers verbally agreed to complete contractual documentation, including compensation, 'later.'" Compl. ¶ 7. The plaintiff also states that following this verbal agreement, "[f]rom January to August 2003, acting for and on behalf of [the d]efendant," he performed various consulting services for the IIC, including "assist[ing] [the d]efendant's senior officers to obtain a mandate from . . . a Brazilian bank, . . . identif[ying] a cofinancier for a [d]efendant's loan to . . . a hotel project in Jamaica, . . . [and] assist[ing] [the d]efendant's senior officers [in requesting] a waiver of conditions to first disbursement from two banks." Compl. ¶¶ 8-9. After completion of his services, on August 4, 2003, Victor Moscoso, an employee of the IIC, informed the plaintiff that he did not think he would be compensated for his services. Pl.'s Mem., Ex. 7 (Email #260, Aug. 4, 2003, email from Victor Moscoso to Jorge Vila). In subsequent email exchanges between the plaintiff and Steven Reed, another IIC employee, Mr. Reed also expressed doubt about whether the plaintiff would be compensated for any services absent a written contract, with the possible exception of success fees for some of his services. Id. (Emails # 262, 264, Aug. 28 & Sept. 12, 2003 emails from Steven Reed to Jorge Vila). Later, on October 9, 2003, the plaintiff submitted an official invoice to the IIC documenting the work he performed and requesting payment in the amount of $89,909. Id. (Email # 266, Oct. 9, 2003 email from Jorge Vila to Jacques Rogozinski).*fn4 The plaintiff resubmitted this request for payment on October 22, 2003, and on November 4, 2003, received an email from Alejandra Vallejo, an IIC employee, stating that absent a written contract, he would not receive any compensation. Id., Ex. 2 (Translated Nov. 4, 2003 email from Alejandra Vallejo to Jorge Vila).
In November 2005, while still attempting to recover compensation for his 2003 services, the plaintiff alleges that an employee of the IIC told Eugenio Diaz Bonilla, an executive director of the IIC, that the plaintiff "had had 'a similar compensation problem' with the Private Sector Department of the [Inter-American Development Bank ("IDB")] when [the p]laintiff worked for them as a consultant in 2000." Compl. ¶ 24. Additionally, in September 2006, the plaintiff alleges that he learned of a 2004 statement made by another IIC employee to an IDB employee that the "[p]laintiff had used his 'influence and contacts' as a former IDB officer to obtain confidential information and documentation about the Projects." Id. ¶ 25.
The plaintiff is now seeking in this action to recover the compensation he alleges he is owed by the IIC and for defamation and tortuous interference with a prospective business advantage. The first count claims that the plaintiff and the IIC had an implied contract for his consulting services, which the IIC breached. Id. ¶ 27. The second count alternatively claims that the IIC was unjustly enriched by the plaintiff's services and that the IIC must therefore compensate him for the value of those services. Id. ¶ 29. The third count of the complaint alleges that IIC employees made defamatory statements concerning the plaintiff, "intending to cause injury to the
[p]laintiff's professional and personal reputation." Id. ¶ 31-32. The fourth count alleges that IIC employees, through their statements, improperly interfered with a prospective business advantage of the plaintiff. Id. ¶ 35-36. The defendant has moved to dismiss the plaintiff's claims pursuant to Rule 12(b)(1) of the Federal Rules of Civil Procedure, claiming that the IIC's judicial immunity deprives the Court of subject matter jurisdiction. Def.'s Mem. at 6. The defendant also moves to dismiss the plaintiff's remaining claims pursuant to Rule 12(b)(6) for failure to state a claim upon which relief may be granted. Id. at 2-3.
A. Rule 12(b)(1) of the Federal Rules of Civil Procedure
Federal Rule of Civil Procedure 12(b)(1) requires a plaintiff to establish by a preponderance of the evidence that this Court has jurisdiction to entertain his claims. Fed. R. Civ. P. 12(b)(1); Pitney Bowes, Inc. v. United States Postal Serv., 27 F. Supp. 2d 15, 19 (D.D.C. 1998); Darden v. United States, 18 Cl. Ct. 855, 859 (Cl. Ct. 1989). While the Court must accept as true all the factual allegations contained in the complaint when reviewing a motion to dismiss pursuant to Rule 12(b)(1), Leatherman v. Tarrant County Narcotics Intelligence & Coordination Unit, 507 U.S. 163, 164 (1993), because the plaintiff has the burden of establishing the Court's jurisdiction, the "'plaintiff's factual allegations in the complaint . . . will bear closer scrutiny in resolving a 12(b)(1) motion' than in resolving a 12(b)(6) motion for failure to state a claim." Grand Lodge of Fraternal Order of Police, 185 F. Supp. 2d at 13-14 (citation omitted). Moreover, the Court has an "affirmative obligation to ensure that it is acting within the scope of its jurisdictional authority." Id. at 13.
B. Rule 12(b)(6) of the Federal Rules of Civil Procedure
On a motion to dismiss for failure to state a claim upon which relief can be granted pursuant to Federal Rule of Civil Procedure 12(b)(6), this Court must construe the allegations and facts in the complaint in the light most favorable to the plaintiff and must grant the plaintiff the benefit of all inferences that can be derived from the facts alleged in the complaint. Kowal v. MCI Commc'ns Corp., 16 F.3d 1271, 1276 (D.C. Cir. 1994). In deciding whether to dismiss a claim under Rule 12(b)(6), the Court can only consider the facts alleged in the complaint, documents attached as exhibits or incorporated by reference in the complaint, and matters about which the Court may take judicial notice.*fn5 EEOC v. St. Francis Xavier Parochial Sch., 117 F.3d 621, 624-25 (D.C. Cir. 1997). The motion should be granted and ...