The opinion of the court was delivered by: CASTILLO
Plaintiff Lisa Trull originally filed this putative class action against two defendants, Lason Systems, Inc. and Arrow Services Bureau, alleging numerous Fair Debt Collection Practices Act ("FDCPA" or "Act") violations. On the heels of Trull's motion for class certification, defendant Lason moved for summary judgment, contending that it cannot be liable under the FDCPA because it is not a "debt collector" covered by the Act. While these motions were pending, defendant Arrow Services was dismissed from the case, leaving Lason as the sole defendant. Consequently, whether this case proceeds further depends on whether Lason meets the FDCPA's definition of "debt collector." Because we answer that question in the negative, we grant the defendant's motion for summary judgment and deny Trull's motion for class certification as moot.
On January 19, 1996, Arrow Services Bureau sent Trull a letter attempting to collect a debt she owed to Retailers National Bank/Marshall Fields ("Fields"). Complt. PP 2,3. The letter advised Trull that Fields had retained "this office" to collect her outstanding obligation and requested full payment; the letter also disclosed Trull's rights to dispute the debt and demand verification. Id. Ex. A. Arrow's name, return address and phone number were printed at the top of the page. Id. At the bottom of the letter, Arrow listed a "contact," Marty Pryor. Id.
On February 9, 1996, Trull received a second collection letter. Id. P 2. It arrived in an envelop embossed with the words "Priority-Gram" and a statement that the letter was "electronically transmitted by Lason Systems for priority postal delivery." Id. Ex. B. Inside, the letter's author explained that "I have been authorized" by Fields to present a settlement offer: if Trull paid 50% of her outstanding balance, Fields would consider the debt settled. Id. If Trull did not act within 30 days, the offer expired and the full amount would again be due. Id. The letter was signed by Marty Pryor, and Arrow's name, address, and telephone number were typed below the signature. Id. In the upper right-hand corner appeared the words "Lason Systems Inc. Priority-Gram TM"; printed across from this was an address, which matched Arrow's at the bottom. Id. This correspondence was the first Trull had seen bearing Lason's name. Id. P 4. Ten days later, Trull got another letter from Arrow, asking for "a check of some kind on this account." Id. Ex. C. Marty Pryor again signed the letter, and Arrow's name, address and phone number appeared in the upper right-hand corner. Id. Like the January 19 letter, this communication made no reference to Lason.
The letters Trull received do not explain Lason's significance or its relationship to Arrow. The parties' submissions, however, reveal that Lason is an integrated outsourcing services provider that helps companies manage records, control documents, and disseminate business communications. Def's Facts P 5. Most relevant to this suit is Lason's business communications service, which facilitates customers' large scale distribution of statements, reports, and letters to consumers and other target audiences. Id. P 9. Although this sector of Lason's business provides customized processing services for collection agencies, Lason's customers span a wide range of industries. Id. Banks, brokerage firms, finance companies, government agencies, insurance companies, utilities, and educational groups also take advantage of Lason's business communications services, including the "Priority-Gram" product that Arrow used in connection with Trull's February 9 letter. Id. PP 10, 16. Companies purchase these services from Lason through an Agreement for Professional Services. Id.
In 1992, Arrow and Lason signed such an Agreement, which provided that Lason would accept electronic transmissions from Arrow daily, produce laser printed collection letters on white stationery with envelopes, and furnish for an additional fee color stock paper and the Priority-Gram product.
Id. ; Def's Mot. S.J. Ex. A. Lason billed Arrow at a flat monthly rate, covering first class postage, forms, and all data processing. Def. Mot. S.J. Ex. A.
The parties focus intently on Lason's involvement in shaping its collection agency customers' letters, specifically, Arrow's. Lason states that it merely prints and mails letters for its customers, including collection agencies, and denies that it writes, conceives, edits (beyond proofreading) or approves the communications. Def's Facts PP 11, 14. These form letters, Lason states, are designed and written by its customers, in this case, Arrow. Id. PP 11-14. Brian Cutler, Arrow's Vice President of Operations, described Lason and Arrow's respective roles in the process. He testified that Arrow initially typed approximately 45 form letters and faxed them to Lason. Cutler Dep. at 30. Lason then entered the text into its computer, sent proofs for Arrow's approval, and assigned a code number to each form letter. Id ; Nesbitt Dep. at 34. Information that Arrow varied from letter to letter was put into "fields" that Lason would update after receiving the information from Arrow via modem. Def's Facts P 12. After receiving Arrow's information, Lason machine-stuffed the letters, affixed postage, and brought them to the post office for delivery. Def.'s Facts P 13. Cutler testified that Lason did not draft any of the collection letters that it printed for Arrow, and denied that Lason advised Arrow about the content or use of its collection letters. Cutler Dep. at 43-44.
Trull claims that Lason's promotional materials and other public statements further confirm its involvement in the debt collection process. In particular, Trull highlights materials stating that Lason strives to become a "strategic partner" with its clients. Pl.'s Add'l Facts P 53. Lason also promotes its pre-designed Priority-Gram as a communication intended to provide "high visual impact" so that the customer's "message will be read and acted upon," "adding value" to the customer's business and resulting in increased profits. Id. P 44, app. D. Its ads also tout the NCOA as a way to "improve collections results." Id. P 49. Finally, Trull points to statements in the parent company's 1996 prospectus acknowledging the possibility of FDCPA liability:
Certain of the Company's customers . . . are subject to various consumer protection laws, including the Fair Debt Collection Practices Act. . . . From time to time, certain of the Company's customers are subject to claims or are parties to litigation under such laws involving services supplied by the Company to such customers, such as collection letter processing. These actions sometimes relate to the form and content of the collection letters distributed by the Company. There can be no assurance that the Company will not be determined to be liable under such laws.
(Id. app. B at 9) (emphasis added).
However, the prospectus opines that the company will not be held liable under the Act as a debt collector. Id. at 42. It is undisputed that Lason is not licensed or registered as a collection agency and has no ownership interest in any such entity. Def's Facts P 18. Lason receives no money from debtors, does not follow up debt collection letters by calling or further contacting debtors, and maintains no files on the debts its customers are trying to collect. Id. at PP 18-25. Nor is Lason's payment linked to the success or failure of its collection agency customers' efforts. Def's Facts PP 27-28. The letters Lason sends do not contain its address or phone number, or instruct the debtor to contact Lason. Id. PP 22-23.
Nevertheless, Trull claims that genuine issues of material fact remain as to whether Lason is a debt collector under the FDCPA. As a debt collector, Trull contends, Lason violated the Act by: including language besides the debt collector's address on the envelope; misrepresenting the urgency of the communication to Trull by calling it a "Priority-Gram"; and failing to include the requisite verification notice in its initial letter to Trull. See 15 U.S.C. §§ 1692f(8), 1692e, 1692g. We need not reach these latter ...