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Zaccari v. Apprio, Inc.

United States District Court, District of Columbia

June 4, 2019

NEIL ZACCARI, Plaintiff,
APPRIO, INC., Defendant.



         Neil Zaccari brings this suit against his former employer, Apprio, Inc., for the alleged infringement of his copyrighted software. Zaccari raises four claims against Apprio: breach of contract, copyright infringement, civil conspiracy, and trade secret misappropriation. Pending before the Court is [11] Apprio's motion to dismiss each claim for lack of subject matter jurisdiction, failure to state a claim, or both. For the reasons that follow, the Court will grant Apprio's motion and dismiss the complaint.


         I. FACTS [1]

         Apprio, a government contractor, hired Zaccari as a “business process redesign consultant” in 2015. Compl. [ECF No. 1] ¶ 7. In consideration for his employment, Zaccari signed an agreement assigning any rights in his work product to Apprio during his employment. Id. ¶ 8; see Proprietary Information and Assignment of Inventions Agreement (“Agreement”), Ex. 2 to Compl. [ECF No. 1-2].[2]

         Zaccari's work for Apprio involved advising the Defense Contract Management Agency (“DCMA”), a component of the Department of Defense (“DoD”) that helps defense contractors and suppliers comply with federal requirements in government contracts. Compl. ¶ 5. At the time, DCMA was working to redesign its business processes through the development and implementation of an Integrated Workflow Management System (“IWMS”). Id. ¶¶ 7, 12. Based on his expertise as a business consultant, Zaccari was tasked with sharing “private sector process improvements” and other “best practices” with DCMA. Id. ¶ 7

         Several DCMA teams were working on aspects of the agency's business process redesign, including a team called “BPR 1.” Id. ¶ 12. The BPR 1 team was responsible for redesigning DCMA's contract receipt and review process. Id. Although Zaccari was not hired to work with BPR 1, he “independently developed and wrote” software to help “automate[] the inefficient and ineffective contract receipt and review process DCMA's agents were doing manually.” Id. ¶¶ 3, 14. Zaccari's contract receipt and review program (“CRR”) was based on a different program that he had independently developed in 2008 (“VBA”). Id. ¶¶ 2, 14.

         On May 31, 2016, Zaccari demonstrated CRR to Apprio Vice President, Michelle Coelho. Id. ¶ 15. Coelho then directed Zaccari to conduct similar demonstrations for the BPR 1 team. Id. ¶¶ 15-16. After doing so, Zaccari emailed a copy of the program to BPR 1 for evaluation. Zaccari did not license the BPR 1 team to do anything other than evaluate his software and, after observing a BPR 1 team member modifying CRR's code, instructed her to refrain from making further modifications without his permission. Id. ¶ 16.

         Approximately one month later, Zaccari demonstrated CRR to other senior employees at DCMA, including IWMS Program Lead Antoine McNeil. Id. ¶ 17. McNeil subsequently contacted Apprio executives and “demanded” a copy of the application. Id. ¶ 18. In response, “Apprio's leadership directed Zaccari to give the source code for” CRR to McNeil, and to provide a copy of the application to the BPR 1 team. Id.

         The BPR 1 team then “removed Zaccari's name as [the] author [of] CRR” and renamed the program “ConCISE.” Id. ¶ 19. Next, McNeil worked with Discover Technologies LLC (“DT”), another government contractor, to create a “derivative” application using CRR's source code. Id. ¶ 20. DCMA later shared copies of CRR with various other DoD agencies and, in 2017, implemented a version of ConCISE that was similar to CRR. Id. ¶¶ 23, 33. DCMA employees predicted that ConCISE would save the agency millions of dollars. Id. ¶¶ 21, 26, 34.

         Although Zaccari advised supervisors at Apprio that he owned CRR and repeatedly asked Apprio to “confront DCMA” about the use of CRR without his authorization or consent, his requests were ignored. Id. ¶¶ 24, 30. On April 23, 2018, Zaccari filed an application to register CRR with the U.S. Copyright Office, which was subsequently accepted. Id. ¶ 4.


         In June 2018, Zaccari filed this lawsuit.[3] A few months later, Apprio filed its own suit against Zaccari arising out of the same facts. See Apprio, Inc. v. Zaccari, Civ. No. 18-2180 (filed Sept. 21, 2018). The Court consolidated the cases and stayed briefing and discovery on Apprio's claims pending further order of the Court. See Jan. 11, 2019 Order [ECF No. 15].

         Zaccari brings four claims against Apprio. Count I alleges that Apprio breached the assignment of inventions Agreement the parties entered in 2015. Compl. ¶¶ 36-42. Count II alleges copyright infringement under the United States Copyright Act of 1976, 17 U.S.C. § 101 et. seq. Id. ¶¶ 43-51. Count III alleges civil conspiracy. Id. ¶¶ 52-55. Count IV alleges misappropriation of trade secrets under the Defend Trade Secrets Act of 2016 (“DTSA”), 18 U.S.C. § 1831 et seq. Id. ¶¶ 56-62. Zaccari seeks, among other things, $63, 000, 000 in actual damages and injunctive relief ordering Apprio not to infringe his rights in CRR. Id. at 14-15.

         Apprio has moved to dismiss the complaint and Zaccari has opposed. See Apprio, Inc.'s Mot. to Dismiss the Compl. Under Fed.R.Civ.P. 12(b)(1) & 12(b)(6) (“Def.'s Mot.”) [ECF No. 11]; Pl.'s Mem. in Opp'n to Def.'s Mot. (“Pl.'s Opp'n”) [ECF No. 12]. The motion is fully briefed and ripe for resolution.

         LEGAL ...

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