JOSHUA WOODARD, NEIL WESTFALL, ALEX SHELNUTT, JEREMY McKINNON, all professionally known as A DAY TO REMEMBER. Plaintiffs,
VICTORY RECORDS, INC. and ANOTHER VICTORY, INC. Defendants.
MEMORANDUM OPINION AND ORDER
JOHN Z. LEE, District Judge.
Defendants Victory Records, Inc. and Another Victory, Inc. ("Defendants") seek dismissal of Counts II, IV, V, VI, and VII of Plaintiffs Joshua Woodard, Neil Westfall, Alex Shelnutt and Jeremy McKinnon's ("Plaintiffs") First Amended Complaint ("Complaint"). For the reasons that follow, Defendants' motion is granted in part and denied in part.
Plaintiffs are the members of a Florida-based rock band professionally known as "A Day to Remember" ("ADTR"). (Compl. ¶ 1.) On July 17, 2006, Plaintiffs entered into a 5-album recording contract (the "Deal Memo") with Defendant Victory Records, a record label based in Chicago. ( Id. ¶¶ 2, 5, 6.) The relationship between the band and the record label turned sour, and Plaintiffs filed the instant lawsuit against Defendants, seeking to extricate themselves from the record deal. Plaintiffs also request declaratory relief and monetary damages.
Plaintiffs allege that they have more than satisfied their obligations under the Deal Memo by delivering eight albums to Defendants ("Albums"). ( Id. ¶ 8.) Plaintiffs further assert that they own all copyrights to their music and have never transferred any copyrights to Defendants. ( Id. ¶ 10.) On the other hand, according to Plaintiffs, Defendants improperly have filed numerous copyright applications for certain compositions appearing on certain of the Albums, provided misleading and/or incomplete royalty statements and payments to Plaintiffs, and otherwise violated the terms of the Deal Memo. ( Id. ¶¶ 11-14.) For their part, Defendants deny that Plaintiffs have satisfied their end of the bargain, and, in seeking to enforce the terms of the record deal, assert several counterclaims for various breaches of contract against Plaintiffs.
Before the Court is Defendants' renewed motion to dismiss five of Plaintiffs' seven causes of action: Count II (Declaratory Judgment - Copyright Ownership); Count IV (Accounting); Count V (Violation of Tennessee Consumer Protection Act, T.C.A. § 47-18-101 et seq.; Count VI (Violations of the Illinois Consumer Fraud Act, § 815 ILCS 505/1 et seq.; and Count VII (Violations of the Illinois Right of Publicity Act and the Lanham Act). Defendants do not seek dismissal of Plaintiffs' request for a declaration that Plaintiffs have fulfilled their obligations under the Deal Memo (Count I) or their breach of contract claim (Count III).
I. Count II - Declaratory Judgment (Copyright Ownership)
In Count II, Plaintiffs seek a judgment declaring that they are the rightful owners of the copyrights in the sound recordings on the Albums and the compositions embodied in the Albums. Plaintiffs also (a) seek a declaration that Defendants have no ownership interest in the recordings or compositions; and (b) ask the Court to terminate the Deal Memo. (Compl. ¶¶ 18, 19.) For their part, Defendants assert that Count II should be dismissed on two grounds. First, they argue that Fed.R.Civ.P. 19 ("Rule 19") bars Plaintiffs' claim, because Plaintiffs seek to adjudicate the parties' respective ownership interests in the copyrights to the recordings without including as parties three individuals who have a putative ownership interest in the copyrights. Thus, Defendants argue, these individuals either should be joined as indispensable parties to the litigation or the claim should be dismissed. Second, Defendants argue the statute of limitations has run on Plaintiffs' copyright claim, requiring dismissal. The Court addresses each argument in turn.
A. Indispensable Parties
Rule 19(a)(1) defines the criteria for a non-party to be determined to be "indispensable" and thus required to be joined to an action as follows:
A person who is subject to service of process and whose joinder will not deprive the court of subject-matter jurisdiction must be joined as a party if:
(A) in that persons absence, the court cannot accord complete relief among existing parties; or
(B) that person claims an interest relating to the subject of the action and is so situated that disposing of the action in the persons absence may:
(i) as a practical matter impair or impede the persons ability to protect the interest; or
(ii) leave an existing party subject to a substantial risk of incurring double, multiple, or otherwise inconsistent ...