Tennessee Does Not Recognize Unfair Competition as a Separate and Distinct Cause of Action

 Plaintiffs entered into an agreement (“Agreement”)  to pursue the development of a solid waste transfer station for use by Defendants in Davidson County, Tennessee. Plaintiffs were responsible for locating and obtaining an option to purchase a property for the proposed transfer station for assigning the option to Defendants as directed. Plaintiffs were also responsible for obtaining in Defendants’ name all permits necessary to construct the transfer station.After allegedly successful efforts on Plaintiffs’ parts to secure the option and the required permits, Defendants terminated the Agreement. Defendants ended up not purchasing the property even though Plaintiffs secured and assigned the option. Plaintiffs brought claims of breach of contract, unjust enrichment; quantum meruit; violation of the Tennessee Consumer Protection Act (“TCPA”); violation of the Tennessee Trade Practices Act (“TTPA”); unfair competition; and  violation of the Tennessee Uniform Trade Secrets Act (“UTSA”).  In response, Defendants filed a 12(b)6 Motion to Dismiss for Failure to State a Claim. For various reasons, all but the breach of contract claim as to Defendant RST, unjust enrichment, violations of the TCPA, and claims of unfair competition were resolved prior to this decision. Consequently, these were the only claims addressed.Holding: The Motion to Dismiss was denied as the breach of contract claim against one of the defendants. The Motion to Dismiss the unjust enrichment claim was granted as to one defendant and denied as to the other.Plaintiffs could not proceed under the TCPA because they were sellers, not buyers. A plaintiff cannot state a claim under the TCPA unless it  is on the consumer end of the transaction. Plaintiffs cannot allege a claim for “unfair competition” because Tennessee does not recognize unfair competition as a separate and independent cause of action. (Doc. No. 25 at 3–4, citing B & L Corp. v. Thomas & Thorngren, Inc., 917 S.W.2d 674, 681 (Tenn.Ct.App.1995)

Withco, LLC v. Republic Services of Tennessee, LLC, Slip Copy, 2011 WL 1099905 (M.D.Tenn. March 23, 2011).

Lawyers in the Case:

G. Kline Preston, IV, Kline Preston Law Group, PC, Nashville, TN, for Plaintiffs.

Jonathan Jacob Cole, William A. Lewis, Gary C. Shockley, Baker, Donelson, Bearman, Caldwell & Berkowitz, PC, Nashville, TN, Douglas C. Northup, Fennemore Craig, P.C., Phoenix, AZ, for Defendants.


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