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Linden v. X2 Biosystems, Inc
United States District Court, W.D. Washington, Seattle
May 9, 2018
CHARLES LINDEN and RONALD LANDER, Plaintiffs,
X2 BIOSYSTEMS, INC., et al., Defendants.
ORDER GRANTING MOTION FOR JUDGMENT ON THE PLEADINGS
AND GRANTING LEAVE TO AMEND
RICARDO S. MARTINEZ, CHIEF UNITED STATES DISTRICT JUDGE.
matter comes before the Court on Defendants' Motion for
Judgment on the Pleadings pursuant to Federal Rule of Civil
Procedure 12(c). Dkt. #55. Defendants seek the dismissal of
all of Plaintiffs' claims, on the basis that Plaintiffs
have failed to plead they were terminated without just cause,
which is the trigger for the compensation they allege they
are owed. Id. Plaintiffs oppose the motion, arguing
that they have adequately pled they were terminated without
just cause, and that Defendants cannot support their
definition of that term. Dkt. #66. Having reviewed the record
before it, and neither party having requested oral argument
on the motion, the Court now GRANTS Defendants' motion,
subject to leave to amend.
matter raises allegations of breach of contract and willful
deprivation of wages in violation of RCW 49.52.050 and RCW
49.52.070. Dkt. #1. Plaintiffs filed their Complaint in this
Court on June 27, 2017, and allege the following factual
background to their claims:
4.1 Plaintiffs Linden and Lander are former employees of
4.2 Plaintiff Linden was employed by Defendant X2 as a
consultant from September 3, 2013 until October 31, 2013, and
as a salaried employee with the title Strategic Program
Manager from November 1, 2013 until March 6, 2017.
4.3 Plaintiff Lander was employed by Defendant X2 as a
consultant to Defendant X2 and to its former company, X2
Impact, from November 2012 until October 31, 2013 and as a
salaried employee with the title Program Manager for
Defendant X2 from November 1, 2013 until March 6, 2017.
4.4 Defendant X2 is a private corporation that develops and
distributes impact monitoring devices and software providing
neurocognitive baseline testing, post-impact assessments,
remove-from-play decision support, and recovery and
return-to-play monitoring. See Exhibit A.
4.5 During their employment with Defendant X2, Plaintiffs
were responsible for identifying and developing relationships
and agreements between various government agencies and
Defendant X2. Plaintiffs' duties included securing
meetings with relevant members of government agencies,
preparing bids and proposals for government contracts, and
4.6 During their employment with Defendant X2, Plaintiffs met
numerous milestones in securing government contracts,
preparing bids and proposals for said contracts, and
delivering on said contracts.
4.7 In November 2013, Plaintiffs became salaried employees of
4.8 For the employment period from November 2013 to May 2014,
Plaintiffs received reimbursement of their travel and
business expenses but did not receive salaries from Defendant
X2. During this time, Defendant X2 assured Plaintiffs that
they would receive salaries and back pay once Defendant X2
4.9 In January 2014, Plaintiffs and Defendant X2 executed
employment contracts and stock agreements memorializing
Plaintiffs' employment agreement with Defendant X2. See
Exhibit B. These agreements memorialized
Plaintiffs' positions as members of Defendant X2's
Government Industrial Division (“GID”), which was
the sole department at Defendant X2 responsible for securing
and performing on government contracts.
4.10 In May 2014, Plaintiffs were included on Defendant
X2's employee payroll, and Defendant X2 provided funds to
Plaintiffs that constituted their salaries, signing bonuses,
and back pay from November 2013 to date.
4.11 In March 2015, Defendant X2 requested that Plaintiffs
renegotiate their employment contracts for lesser
compensation. Plaintiffs did not agree to Defendant X2's
request. See Exhibit C.
4.12 In October 2015, two members of the GID resigned from
Defendant X2 due to payroll disputes, and Plaintiffs
subsequently assumed the departed members' duties and
responsibilities. Defendant X2 promised to Plaintiffs a
salary increase and additional compensation for assuming said
duties and responsibilities, which promise did not
4.13 In August 2016, Defendant X2 requested that Plaintiff
Linden sign an agreement stipulating that Plaintiff Linden
would become an unpaid board member of Defendant X2. See
Exhibit D. Defendant X2 abandoned its
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