United States District Court, District of Columbia
D. BATES, UNITED STATES DISTRICT JUDGE
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
 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.
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].
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
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.
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.
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.
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.
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.
2018, Zaccari filed this lawsuit. 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].
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.
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.