# THE INTERCOLLEGIATE WOMEN'S LACROSSE COACHES ASSOCIATION v. CORRIGAN SPORTS ENTERPRISES, INC.

> District Court, M.D. North Carolina · July 1, 2021

URL: https://www.frixlaw.com/law-library/cases/10253795

## Case

- **Court:** District Court, M.D. North Carolina
- **Decided:** July 1, 2021
- **Opinion:** 100trialcourt
- **Cited by:** 0 later opinions in the Frix Law Library

## Citator (automated)

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- Full citator and citing cases: https://www.frixlaw.com/law-library/cases/10253795

## How later opinions describe it (automated extraction)

- finding tortious interference with contract can support a breach of the UDTPA

## Opinion text

IN THE UNITED STATES DISTRICT COURT
FOR THE MIDDLE DISTRICT OF NORTH CAROLINA

THE INTERCOLLEGIATE WOMEN’S )
LACROSSE COACHES ASSOCIATION, )
)
Plaintiff, )
)
v. ) 1:20-cv-00425
)
CORRIGAN SPORTS ENTERPRISES, )
INC. and RICHARD LEE CORRIGAN, )
JR. in his individual and )
corporate capacities, )
)
Defendants. )

MEMORANDUM OPINION AND ORDER

THOMAS D. SCHROEDER, Chief District Judge.
This is a dispute over the unwinding of a relationship between
the parties related to sponsorship of high school lacrosse
tournaments nationwide following the impact of the novel
coronavirus in 2020. Before the court is the motion of Plaintiff
Intercollegiate Women’s Lacrosse Coaches Association (“IWLCA”) to
dismiss all counterclaims against it pursuant to Federal Rule of
Civil Procedure 12(b)(6). (Doc. 68.) Defendants Corrigan Sports
Enterprises, Inc. (“CSE”) and Richard Lee Corrigan, Jr. filed a
response in opposition (Doc. 70), and IWLCA filed a reply (Doc.
71). For the reasons set forth below, the motion will be granted
in part and denied in part.
I. BACKGROUND
A. Factual Background
The facts as outlined in CSE’s counterclaims, which are taken

as true for the purposes of the present motion, show the following:
CSE is an event hosting company that is experienced in
organizing, promoting, and operating sporting events across the
country, including lacrosse tournament events. (Doc. 66
countercls. ¶¶ 18-22.) Corrigan is CSE’s founder and president.
(Id. ¶ 18.) IWLCA is a professional association whose membership
is comprised of college lacrosse coaches within the National
Collegiate Athletic Association (“NCAA”) and the National
Association of Intercollegiate Athletics (“NAIA”). (Id. ¶ 24.)
In or around July 2009, CSE entered into discussions with
Gothard Lane, the then-Executive Director of IWLCA, regarding a
potential partnership to hold high school women’s lacrosse
tournaments.1 (Id. ¶¶ 25-26.) As part of these discussions, CSE

and Lane agreed that IWLCA would sponsor the tournaments while CSE
would organize, promote, plan, and operate them. (Id.)

1 IWLCA’s recitation of the facts does not reflect these initial
discussions. Rather, the amended complaint indicates that IWLCA began
hosting high school women’s lacrosse tournaments in 2006 and initially
worked with a different event management company. (See Doc. 15 ¶¶ 7.a.-
b.) The amended complaint further alleges that IWLCA began working with
CSE in December 2009 after CSE responded to IWLCA’s request for
proposals, without any reference to discussions or negotiations
allegedly conducted in July 2009. (Id. ¶ 7.c.) Regardless, for the
purposes of the present motion, the court accepts the facts as alleged
by Defendants as true unless they are contradicted by documents on which
Defendants rely.
Following these discussions and initial negotiations, CSE
presented IWLCA with a proposal for CSE to organize and host the
Presidents Cup in Naples, Florida in 2010 and 2011 — with an option

for 2012 — and the Capital Cup outside of Washington, D.C. in 2011,
2012, and 2013. (Id. ¶ 28.) In exchange, IWLCA would sponsor and
promote the tournaments to its member coaches. (Id. ¶ 30.) IWLCA
accepted the proposal, and the organizations agreed to split the
net profits of the tournaments 50-50. (Id. ¶¶ 29-30.)
In November 2013, CSE and IWLCA executed a contract (“the
2013 contract”) to formalize the terms for the organization,
promotion, and hosting of several high school women’s lacrosse
tournaments, including the Champions Cup from 2013 to 2015; the
Capital Cup from 2013 to 2016; the Western Cup from 2013 to 2015;
and the Presidents Cup from 2013 to 2015. (Id. ¶ 32.) Per the
contract, CSE’s responsibilities included, among other items,

organizing, processing, and executing the registration of all
teams; advertising and marketing the tournaments using the IWLCA
logo; creating and maintaining a website for the tournaments; and
hosting and administering the tournaments, including securing
event locations and equipment, staffing officials, researching
insurance, facilitating sponsorships and vendors, collecting fees,
paying tournament expenses, and accounting for all revenues and
expenses for each tournament. (Id. ¶ 33.) In exchange, IWLCA
agreed to promote the tournaments to college coaches, to facilitate
the establishment of sponsorships for and vendors at the
tournaments, to timely communicate with CSE, and to grant CSE the
exclusive right to organize and host the tournaments. (Id. ¶ 34.)

The contract further indicated that where circumstances may
require the cancellation of any tournament, “IWLCA and CSE shall
decide together to cancel a Tournament.” (Id. ¶ 35.)
In April 2014, CSE and IWLCA executed an addendum to the 2013
contract (“the 2014 addendum”) that extended the terms of the 2013
contract to the 2016 Champions, Capital, Western, and Presidents
Cups and added the 2014 through 2016 New England Cups to the
agreement. (Id. ¶ 36.) In April 2017, the parties executed a
second addendum (“the 2017 addendum”) that extended the terms of
the 2013 contract to the New England, Champions, Midwest, Capital,
and Presidents Cups for 2017 and 2018. (Id. ¶ 37.)
In 2017, IWLCA issued a Request for Proposals (“RFP”) for the

2018, 2019, and 2020 tournaments, to which CSE responded. (Id.
¶ 41-42.) IWLCA accepted CSE’s proposal, but the parties did not
execute a new contract or addendum for these tournaments. (Id.
¶¶ 42, 53.)
In 2018, Lane stepped down as Executive Director of IWLCA.
(Id. ¶ 44.) That same year, Samantha Ekstrand, IWLCA’s counsel
and leading business executive, informed CSE that IWLCA wanted to
negotiate a new long-term contract and make significant changes.
(Id. ¶¶ 10, 45.) In response, CSE prepared a draft proposal and
sent it to Ekstrand. (Id. ¶ 45.) However, Ekstrand denied the
proposal, allegedly without input or review of the IWLCA Board,
and the parties did not execute a new contractual agreement. (Id.)

In December 2018, IWLCA began to more closely monitor the
expenses associated with the tournaments and hired an outside firm
to inspect CSE’s accounting records. (Id. ¶¶ 46-48.) Although
the outside firm found no irregularities, Ekstrand allegedly
informed the IWLCA Board that CSE was taking advantage of IWLCA
and that certain fees were improper. (Id. ¶¶ 48-52.)
The 2019 tournaments were conducted without a written
agreement between the parties but performed “in accordance with
the terms of the 2013 Contract and subsequent amendments and the
course of performance and terms under which they had operated for
several years.” (See id. ¶ 54.)
Shortly after the 2019 tournaments, in August 2019, CSE opened
registration for the 2020 tournaments.2 (Id. ¶¶ 55-56.) As part

of the registration process, registrants were required to submit
a clearly identified, non-refundable deposit. (Id. ¶ 58.)
On April 18, 2020, IWLCA publicly announced, without any input
from CSE, that it had decided to cancel the 2020 tournaments and
that it had “directed” CSE to issue refunds to all registered
teams. (Id. ¶¶ 60, 62.) By that time, over 1,100 teams had

2 Excepted were the Presidents Cup and the Debut Tournament, for which
registration opened in March 2020. (Id. ¶ 56.)
registered or were waitlisted for the tournaments and CSE had
incurred significant expenses in planning the tournaments. (See
id. ¶¶ 59, 64.)

Rather than cancelling the tournaments, CSE announced that
IWLCA had decided to withdraw its sponsorship and official
involvement in the tournaments, but that CSE would continue to
host the tournaments to the extent possible in light of COVID-19
restrictions. (Id. ¶ 66.) CSE further gave registrants who could
not participate in the tournament for which they had registered
the option of transferring their registration to another 2020
tournament, requesting a deferment of their registration to a 2021
tournament, or requesting a partial refund, less their non-
refundable deposit. (Id. ¶¶ 69-70.)
In the months following the April 2020 announcements, IWLCA
allegedly began to actively lobby its member coaches not to attend

CSE’s tournaments or collaborate with CSE in any way. (Id. ¶¶ 72-
83.) IWLCA also allegedly began interfering with CSE’s relations
with sponsors, local municipalities, and tourism boards. (Id.
¶¶ 84-86, 94.) Finally, IWLCA allegedly contacted players, teams,
and coaches to discourage them from attending CSE tournaments and
made false statements indicating that “CSE runs low quality
tournaments,” “CSE’s president, Lee Corrigan, is dishonest,”
“participants w[ould] not receive the experience at CSE
tournaments” that they were promised, and “there w[ould] not be
many, if any, college coaches/recruiters in attendance.” (Id. ¶¶
87-91.)
Between July and November 2020, CSE hosted five high school

women’s lacrosse tournaments with COVID-19 protocols in place.
(Id. ¶¶ 98–99.) Ultimately, though, the number of teams in
attendance was significantly lower than prior years. (See id.
¶ 98.)
B. Procedural History
On May 6, 2020, IWLCA filed this action in a North Carolina
state court seeking declaratory, monetary, and injunctive relief.
(Doc. 1-1.) Defendants timely removed the lawsuit to this court
(Doc. 1) and moved to dismiss for lack of jurisdiction (Doc. 14).
IWLCA subsequently filed an amended complaint (Doc. 15), and the
motion to dismiss for lack of jurisdiction was denied (Doc. 42).
Defendants also filed a motion to dismiss pursuant to Rule

12(b)(6) (Doc. 23), which this court granted in part and denied in
part on December 4, 2020 (Doc. 63). Defendants then filed their
answer, affirmative defenses, and counterclaims in response to
IWLCA’s amended complaint. (Doc. 66.) Defendants allege five
counterclaims against IWLCA: (1) breach of contract; (2) tortious
interference with contract; (3) tortious interference with
prospective economic advantage; (4) unfair competition; and (5)
violations of the North Carolina Unfair and Deceptive Trade
Practices Act (“UDTPA”), N.C. Gen. Stat. § 75-1.1 et seq. (Id.
countercls. ¶¶ 102-52.) IWLCA now moves to dismiss all
counterclaims pursuant to Federal Rule of Civil Procedure
12(b)(6). (Doc. 68.) Defendants oppose the motion, which is fully

briefed and ready for resolution. (See Docs. 69, 70, 71.)
II. ANALYSIS
A. Standard of Review
Federal Rule of Civil Procedure 8(a)(2) provides that a
pleading must contain “a short and plain statement of the claim
showing that the pleader is entitled to relief.” Fed. R. Civ. P.
(8)(a)(2). Under Federal Rule of Civil Procedure 12(b)(6), a
complaint — or as is the case here, a counterclaim — must contain
“sufficient factual matter . . . to ‘state a claim to relief that
is plausible on its face.’” Ashcroft v. Iqbal, 556 U.S. 662, 678
(2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570
(2007)); see also Hall v. Go To Team, Inc., No. 1:15-CV-295, 2016

WL 9440867, at *1 (M.D.N.C. Mar. 31, 2016). A claim is plausible
“when the plaintiff pleads factual content that allows the court
to draw the reasonable inference that the defendant is liable for
the misconduct alleged.” Iqbal, 556 U.S. at 678. In considering
a Rule 12(b)(6) motion, a court “must accept as true all of the
factual allegations,” Erickson v. Pardus, 551 U.S. 89, 94 (2007)
(per curiam), and all reasonable inferences must be drawn in the
complainant’s favor. Ibarra v. United States, 120 F.3d 472, 474
(4th Cir. 1997); Hall, 2016 WL 9440867, at *1. “Rule 12(b)(6)
protects against meritless litigation by requiring sufficient
factual allegation ‘to raise a right to relief above the
speculative level’ so as to ‘nudge[] the[] claims across the line

from conceivable to plausible.’” Sauers v. Winston-Salem/Forsyth
Cnty. Bd. Of Educ., 179 F. Supp. 3d 544, 550 (M.D.N.C. 2016)
(alteration in original) (quoting Twombly, 550 U.S. at 555). A
counterclaim is judged by the same standard and “must ‘state[] a
plausible claim for relief’ that permit[s] the court to infer more
than the mere possibility of misconduct based upon ‘its judicial
experience and common sense.’” Coleman v. Md. Ct. App., 626 F.3d
187, 190 (4th Cir. 2010) (alterations in original) (quoting Iqbal,
556 U.S. at 679); Hall, 2016 WL 9440867, at *1. Thus, mere legal
conclusions are not accepted as true, and “[t]hreadbare recitals
of the elements of a cause of action, supported by mere conclusory
statements, do not suffice.” Iqbal, 556 U.S. at 678.

In ruling on a motion to dismiss, courts may consider
documents attached to either the counterclaims or the motion to
dismiss without converting the motion into one for summary judgment
so long as the documents are integral to the counterclaims and
authentic. Philips v. Pitt Cnty. Mem. Hosp., 572 F.3d 176, 180
(4th Cir. 2009); Hall, 2016 WL 9440867, at *1.
B. Breach of Contract
Defendants first bring a counterclaim for breach of contract
against IWLCA. (Doc. 66 countercls. ¶¶ 102–17.) Under North
Carolina law, the essential elements for a breach of contract claim
are the existence of a valid contract and a breach of its terms.
Eli Rsch., Inc. v. United Commc'ns Grp., LLC, 312 F. Supp. 2d 748,

755 (M.D.N.C. 2004) (citing Poor v. Hill, 530 S.E.2d 838, 843 (N.C.
Ct. App. 2000)). A valid contract requires an agreement based on
a meeting of the minds and sufficient consideration. See Creech
ex rel. Creech v. Melnik, 556 S.E.2d 587, 591 (N.C. Ct. App. 2001).
As such, in order to state a claim for breach of contract,
Defendants must first show that the parties had an enforceable
agreement.
Defendants argue that the 2013 contract governed the
execution of the 2020 tournaments and that IWLCA breached its
terms. (Doc. 66 countercls. ¶¶ 110-11.) In response, IWLCA argues
that Defendants are estopped by their contrary representations to
this court from asserting that the 2013 contract governed the 2020

tournaments. (Doc. 69 at 6-7.) It further argues that, even if
Defendants are not estopped, the 2013 contract did not govern the
parties’ relationship because it expired prior to the 2020
tournaments and was not otherwise extended to the 2020 tournaments.
(Id.) Defendants respond that their prior representations are not
inconsistent with their current claim and that although the parties
did not extend the 2013 contract to the 2020 tournaments by any
written agreement, the parties established a contract implied in
fact through their continued adherence to the terms of the 2013
contract in relation to the 2020 tournaments. (Doc. 70 at 5-7.)
“[J]udicial estoppel or the doctrine of preclusion against

inconsistent positions” protects the integrity of the courts by
precluding parties from adopting inconsistent positions in the
course of a judicial proceeding. Guinness PLC v. Ward, 955 F.2d
875, 899 (4th Cir. 1992); see also Allen v. Zurich Ins. Co., 667
F.2d 1162, 1166 (4th Cir. 1982) (“In certain circumstances a party
may properly be precluded as a matter of law from adopting a legal
position in conflict with one earlier taken in the same or related
litigation.”); Duplan Corp. v. Deering Milliken, Inc., 397 F. Supp.
1146, 1177 (D.S.C. 1974) (“A party cannot have its cake and eat it
too.”). Although “[c]ourts have had difficulty in formulating a
specific test for determining when judicial estoppel should be
applied,” and though neither party here has brought it to the

court’s attention, the Fourth Circuit has identified three
elements that must be met before application of this doctrine.
See Lowery v. Stovall, 92 F.3d 219, 223-24 (4th Cir. 1996). First,
“the party sought to be estopped must be seeking to adopt a
position that is inconsistent with a stance taken in prior
litigation.” Id. at 224. Second, “the prior inconsistent position
must have been accepted by the court,” and third, “the party sought
to be estopped must have intentionally misled the court to gain
unfair advantage.” Id. (internal quotation marks omitted).
“Because of the harsh results attendant with precluding a party
from asserting a position that would normally be available to the
party, judicial estoppel must be applied with caution.” Id.

Here, Defendants previously sought to distance themselves
from the consent to jurisdiction provision of the 2013 contract by
asserting, in support of their motion to dismiss for lack of
jurisdiction, that the 2013 contract “expired after the conclusion
of the 2018 tournaments” and that “this action does not concern
the 2013 [c]ontract.” (Doc. 14 at 12.) Accordingly, Defendants
argued, the court could not exercise jurisdiction over them based
upon the consent contained in that agreement. (Id.) IWLCA
contends that these statements bar Defendants from now asserting
that the 2013 contract governed the 2020 tournaments.3 (Doc. 69
at 6-8.)
Defendants’ present position certainly conflicts with their

earlier statements regarding the relevance of the 2013 contract.
However, the court never accepted Defendants’ prior position. (See
Doc. 42 (finding the court has jurisdiction over Defendants without
reference to claims regarding the 2013 contract).) Further, IWLCA
has shown no facts that would suggest that Defendants have

3 Although IWLCA suggests that these inconsistent statements were
established by Corrigan’s sworn declaration (see Doc. 69 at 6 (citing
Doc. 14-1 ¶ 13)), his declaration merely recites the parties’ contracting
history (see Doc. 14-1 ¶¶ 13-15). While Defendants’ earlier filings
relied upon his declaration for factual support (see Doc. 14 at 12-13),
the declaration itself never characterizes the 2013 contract as expired
or otherwise inapplicable (see Doc. 14-1).
intentionally misled the court to gain an unfair advantage. So
even though speaking out of both sides of one’s mouth raises
natural credibility problems and may give rise to the use of a

judicial admission for evidentiary purposes, see Fraternal Ord. of
Police Lodge No. 89 v. Prince George's Cnty., MD, 608 F.3d 183,
190 (4th Cir. 2010), it is regrettably not a prohibited practice
for lawyers and is not alone a basis for imposing judicial
estoppel. As such, the application of judicial estoppel is not
appropriate here, and the court must consider whether Defendants
have successfully alleged a contract implied in fact and a breach
of that agreement.
A contract implied in fact “arises where the intention of the
parties is not expressed, but an agreement in fact, creating an
obligation, is implied or presumed from their acts, or, as it has
been otherwise stated, where there are circumstances which,

according to the ordinary course of dealing and the common
understanding of men, show a mutual intent to contract.” Snyder
v. Freeman, 266 S.E.2d 593, 602 (N.C. 1980) (quoting 17 C.J.S.
Contracts § 4b (1963)). Such a contract may be found where “a
contract lapses but the parties continued to act as if they are
performing under a contract,” and neither party “clearly and
manifestly indicates, through words or . . . conduct, that it no
longer wishes to continue to be bound” by the terms of the lapsed
agreement. See Celanese Acetate, LLC v. Lexcor, Ltd., 632 F. Supp.
2d 544, 550 (W.D.N.C. 2009). In evaluating a contract implied in
fact on a 12(b)(6) motion, “[w]hether mutual assent is established
and whether a contract was intended between parties are questions

for the trier of fact.” Synder, 266 S.E.2d at 602.
Here, Defendants argue that the parties’ continued adherence
to the terms of the 2013 contract in planning the 2020 tournaments
sufficiently establishes a contract implied in fact. (Doc. 70 at
6-7.) IWLCA argues in response that its decision not to execute
an addendum that extended the 2013 contract to the 2020 tournaments
establishes its intent not to be bound by the terms of that
contract. (Doc. 71 at 2.)
Reviewing the pleadings in light of the 2013 contract, the
court finds that Defendants have plausibly alleged that the 2020
tournaments were governed by the 2013 contract. It is undisputed
that the parties did not execute a consolidated contractual

agreement for the 2018, 2019, and 2020 tournaments. (See Doc. 15
¶ 11; Doc. 66 countercls. ¶¶ 41-43, 54.) Defendants’ pleadings
allege that both parties adhered to the terms of the 2013 contract
in planning and executing the 2018 and 2019 tournaments. (Doc. 66
countercls. ¶¶ 43, 54.) Further, there is some evidence that the
parties — at least initially — adhered to the terms of the 2013
contract in planning the 2020 tournaments. (See, e.g., id. ¶ 57.)
Although IWLCA contends that the failure to execute an addendum to
the 2013 contract for the 2018-20 tournaments shows an intent not
to be bound, the parties’ continued partnership in planning women’s
high school lacrosse tournaments in line with the terms of that
contract from 2018 to the start of 2020 – as alleged by Defendants

– plausibly alleges a contract implied in fact such that the 2020
tournaments could be governed by the terms of the 2013 contract.
Ultimately, whether the parties intended as much depends on the
development of the record and at this stage raises a question of
fact. See Synder, 266 S.E.2d at 602. At the present stage, the
pleadings are sufficient to allege a contract implied in fact based
on the material terms of the 2013 contract.
Because Defendants have plausibly alleged a contract implied
in fact, it must next be determined whether they have sufficiently
alleged a breach of that agreement. Defendants claim that IWLCA
has breached the agreement by unilaterally announcing the
cancellation of the 2020 tournaments; by actively discouraging

registered teams, players, and coaches from attending the 2020
tournaments; and by failing to promote the 2020 tournaments to its
member coaches. (Doc. 66 countercls. ¶¶ 112-14.) Defendants
support these allegations with specific facts. For example,
Defendants allege that IWLCA unilaterally decided and announced
the cancellation of the 2020 tournaments in April 2020 at the
outset of the coronavirus pandemic. (Id. ¶ 60.) They further
point to specific efforts made by IWLCA to discourage its coaches
from affiliating with CSE (see id. ¶¶ 73-83) and the significant
drop in attendance for the 2020 tournaments compared to years prior
(see id. ¶ 98).4 Meanwhile, the 2013 contract requires that IWLCA
“[p]romote the Tournaments to college coaches with the goal of

increasing attendance and participation,” and specifically states
that should a “condition exist that poses substantial risk to the
safety and well being of Tournament participants and attendees,
the IWLCA and CSE shall decide together to cancel a Tournament.”
(Doc. 66-2 at 4.) The allegations made by Defendants are
sufficient, at the present stage, to plead a plausible breach of
the parties’ agreement. Accordingly, IWLCA’s motion to dismiss
Defendants’ counterclaim for breach of contract will be denied.
C. Tortious Interference with Contract
Defendants next bring a claim of tortious interference with
contract. Defendants contend that IWLCA tortiously interfered
with contracts between Defendants and players, teams, and coaches
registered for the 2020 tournaments.5 (Doc. 66 countercls. ¶¶ 119-

4 To the extent that IWLCA argues that Defendants ignore the “obvious
alternative explanation” for decreased attendance and participation in
the 2020 tournaments – namely, the COVID-19 pandemic – it raises a fact
question that the court is constrained not to consider at the motion to
the dismiss stage. Erickson, 551 U.S. at 94 (2007) (a court “must accept
as true all of the factual allegations” in the counterclaim when
considering a Rule 12(b)(6) motion). For this reason, the court does
not address this argument here.

5 While Defendants argue in their response that this claim extends to
CSE’s contracts with other third parties, including IWLCA member coaches,
sponsors, and local municipalities (see Doc. 70 at 11-12), the
counterclaim as alleged is limited to CSE’s contracts with registered
teams, players, and coaches (see Doc. 66 countercls. ¶¶ 119-28
26.) IWLCA argues that this claim should be dismissed because
Defendants failed to adequately plead the cause of action in
several respects; specifically, that Defendants failed to

adequately allege that IWLCA induced any specific third party to
breach its contract, that any specific third party actually
breached its contract, that Defendants actually maintained
contracts with the third parties, or that any third party would
have performed under its contract but for IWLCA’s conduct. (Doc.
69 at 10.) Defendants respond that IWLCA has mischaracterized
their pleadings. (See Doc. 70 at 10-11.)
To state a claim for tortious interference with contract, a
complainant must show the following: (1) the existence of a valid
contract between the complainant and a third person which confers
upon the complainant a contractual right against a third person;
(2) the opposing party knew of the contract; (3) the opposing party

intentionally induced the third person not to perform the contract;
(4) the opposing party acted without justification in doing so;
(5) and actual damage resulted to the complainant. Beverage Sys.
of the Carolinas, LLC v. Associated Beverage Repair, LLC, 784
S.E.2d 457, 462 (N.C. 2016). A complainant need not allege that
the party’s actions caused an actual breach of the agreement, but

(discussing only registration contracts with 2020 tournament
participants and referring only to statements allegedly made by IWLCA
to “registered teams, players, and coaches”)).
that the party wrongfully interfered with the complainant’s rights
under the contract. See Lexington Homes, Inc. v. W.E. Tyson
Builders, Inc., 331 S.E.2d 318, 322 (N.C. Ct. App. 1985), accord

Eng. Boiler & Tube, Inc. v. W.C. Rouse & Son, Inc., 172 F.3d 862
(4th Cir. 1999).
Here, Defendants allege that IWLCA was aware that CSE entered
into registration contracts with teams, players, and coaches for
the 2020 tournaments (Doc. 66 countercls. ¶¶ 119-21) and that IWLCA
interfered with these contracts by “contact[ing] . . . players,
teams, and coaches and discourag[ing] them from partnering with
CSE and/or attending CSE tournaments” and encouraging registrants
to withdraw from the 2020 tournaments (id. ¶¶ 87, 122). In so
doing, IWLCA allegedly made false and disparaging statements
regarding the quality of CSE’s tournaments and the expected
attendance of college coaches and recruiters at those tournaments.

(Id. ¶¶ 88, 91, 122-24.) As a result of these statements — which
were allegedly made with “no justification” and were attributable
to IWLCA’s “personal animus” against CSE and Corrigan — “certain
of the statement recipients” broke their contracts with CSE by
failing to attend the 2020 tournaments, which ultimately had
historically low participation rates compared to prior years.6

6 As discussed supra, although IWLCA argues that Defendants ignore the
“obvious alternative explanation” for low attendance rates – namely, the
COVID-19 pandemic — the court must accept Defendants’ factual allegations
as true at the present stage.
(See id. ¶¶ 98, 125-27; Doc. 70 at 13.)
Although IWLCA contends that Defendants have failed to allege
sufficient facts to plausibly state this claim, Defendants have in

fact made certain specific factual allegations in support of their
claim. In particular, Defendants have alleged that IWLCA
representatives wrongfully contacted parties registered for the
2020 tournaments and made specific false statements to them in
order to induce them not to attend the 2020 tournaments in
violation of their registration agreements. Defendants further
allege that at least some recipients ultimately did not attend as
a result and that Defendants suffered damages due to the decreased
participation numbers and resulting decreased revenues. While
Defendants do not specifically identify the IWLCA representatives
or registered parties involved, a high level of specificity is not
required to state this claim. See, e.g., Mkt. Am., Inc. v. Rossi,

No. 1:97CV00891, 1999 WL 1939247, at *15 (M.D.N.C. Apr. 15, 1999)
(dismissing claim for tortious interference with contract, but
taking no issue with generalized assertions regarding “numerous”
distributors), modified, 104 F. Supp. 2d 606 (M.D.N.C. 2000),
aff'd, 238 F.3d 413 (4th Cir. 2000). “At this stage of the
proceeding, [a complainant] is not burdened with the task of
proving its claim; [a complainant] need only allege facts which
make its claim plausible.” BioSignia, Inc. v. Life Line Screening
of Am., Ltd., No. 1:12CV1129, 2014 WL 2968139, at *7 (M.D.N.C.
July 1, 2014). While far from robust, Defendants’ allegations are
sufficient to survive dismissal. Defendants’ ultimate task of
providing specific evidence in support of these claims will await

further demonstration.
To the extent IWLCA argues that Defendants’ claim should be
dismissed because Defendants did not allege that any specific
registrant actually breached its agreement, this argument fails.
It is not necessary for a party to plead an actual breach of an
agreement to state a claim for tortious interference with contract;
all that must be pleaded is wrongful interference. Lexington
Homes, 331 S.E.2d at 322. Defendants have sufficiently alleged
such interference here, such that dismissal is inappropriate. For
this same reason, IWLCA’s argument that Defendants have failed to
plead “but for” causation fails. (See Doc. 66 countercls. ¶ 125
(“The false statements made by IWLCA . . . induced certain of the

statement recipients to break their contracts with CSE.”).) In
light of IWLCA’s prior involvement in the tournaments as a sponsor
and its relationship with its member coaches, these allegations
are plausible. Defendants have also adequately alleged damages as
a result of IWLCA’s alleged wrongful interference such that the
claim survives.
Finally, IWLCA’s argument that Defendants did not maintain
the registration contracts, but rather that IWLCA did, fails.
Defendants specifically allege that CSE, not IWLCA, entered into
the contracts with registrants. (Doc. 66 countercls. ¶ 120.)
Although CSE did so in line with its agreement with IWLCA (id.),
this alone does not support IWLCA’s contention that CSE did not

maintain these contracts. As such, IWLCA’s suggestion that its
actions were privileged as it was an insider to the relevant
contracts fails. (See Doc. 69 at 14.) Taken collectively,
Defendants’ allegations are sufficient to state a claim for
tortious interference with contract to survive dismissal. To be
sure, IWLCA sees the legal relationship differently, but
resolution of these competing claims must await the development of
the factual record.
For all these reasons, IWLCA’s motion to dismiss Defendants’
tortious interference of contract claim will be denied.
D. Tortious Interference with Prospective Economic
Advantage

Defendants next bring a claim for tortious interference with
prospective economic advantage. Defendants allege that IWLCA
interfered with CSE’s plans to hold high school women’s lacrosse
tournaments in 2021 by encouraging teams, players, and coaches not
to attend these events and by making false statements regarding
the safety and effectiveness of the tournaments for college
recruitment. (Doc. 66 countercls. ¶¶ 131-35.) IWLCA argues that
this claim must be dismissed because Defendants’ allegations fail
in multiple respects; namely, that Defendants failed (1) to
identify a particular prospective contract with a particular third
party with which IWLCA allegedly interfered, (2) to allege that
IWLCA was aware of any prospective contract, (3) to allege that

any such inference was intentional, and (4) to allege that any
particular contract was not consummated. (Doc. 69 at 15.) IWLCA
further argues that the claim must be dismissed because it is based
only on Defendants’ expectation of continuing business
relationships. (Id. at 16-17.) In response, Defendants contest
IWLCA’s characterization of their pleadings as vague and further
contend that they had more than a mere expectancy of contracting
with teams, players, and coaches for the 2021 tournaments. (See
Doc. 70 at 16-20.)
A claim for tortious interference with prospective economic
advantage arises when a party interferes with a business
relationship “by maliciously inducing a person not to enter into

a contract with a third person, which he would have entered into
but for the interference, . . . if damage proximately ensues, when
this interference is done not in the legitimate exercise of the
interfering person's rights.” Spartan Equip. Co. v. Air Placement
Equip. Co., 140 S.E.2d 3, 11 (N.C. 1965) (citations omitted). A
complainant’s “mere expectation of a continuing business
relationship is insufficient to establish such a claim.” Beverage
Sys., 784 S.E.2d at 463. Rather, a complainant must allege that
“a contract would have resulted but for defendant's malicious
intervention.” Id. Conclusory indications that a contract would
have been formed but for a party’s conduct, without more, are not
sufficient to state a claim for relief. See William Ives

Consulting, Inc. v. Guardian It Sys., LLC, No. 3:19-CV-00336-GCM,
2020 WL 6495542, at *4 (W.D.N.C. Nov. 4, 2020).
Courts have acknowledged that North Carolina law “is not
crystal clear” on the level of specificity required to state a
claim for tortious interference with prospective economic
advantage. See The Bldg. Ctr., Inc. v. Carter Lumber, Inc., No.
16 CVS 4186, 2016 WL 6142993, at *7 (N.C. Super. Oct. 21, 2016)
(business court) (comparing Owens v. Pepsi Cola Bottling Co., 412
S.E.2d 636, 644–45 (N.C. 1992) with Dalton v. Camp, 548 S.E.2d
704, 710 (N.C. 2001)). Several courts have concluded that
pleadings which do not identify specific customers or specific
prospective contracts are insufficient to survive dismissal. See

id. at *8; Sec. Camera Warehouse, Inc. v. Bowman, No. 16 CVS 5385,
2017 WL 1718806, at *8 (N.C. Super. May 1, 2017) (business court);
see also DaimlerChrysler Corp. v. Kirkhart, 561 S.E.2d 276, 286
(N.C. Ct. App. 2002); Tucker Auto-Mation of N.C., LLC v. Russell
Rutledge & Rutledge Com., LLC, No. 1:15-CV-893, 2017 WL 2930926,
at *3 (M.D.N.C. July 10, 2017).
Here, the court need not determine whether Defendants have
adequately pleaded sufficient facts for many of the particulars of
this claim, which is at best dubious because Defendants fail to
identify any particular contract or any particular team, player,
or coach that was so dissuaded. The claim fails for another reason
- namely, that it is based on the “mere expectation of a continuing

business relationship.” See Beverage Sys., 784 S.E.2d at 463.
Defendants indicate that “teams, players, and coaches that
historically attend[ed] CSE’s recruiting tournaments” have failed
to register for the 2021 tournaments “as they ha[d] for several
years prior.” (Doc. 66 countercls. ¶¶ 132, 137; see also id. ¶ 90
(“CSE has [] not heard from numerous club teams, coaches, and
players who historically attended CSE tournaments and had positive
relationships with CSE.”).) Beyond the historic attendance of
these unspecified teams, players, and coaches, Defendants provide
no basis for their conclusion that contracts for the 2021
tournaments would have resulted but for IWLCA’s conduct.
Defendants’ expectation of a continuing business relationship with

these third parties alone is not sufficient to state a claim for
tortious interference with prospective economic advantage. As
such, IWLCA’s motion to dismiss this claim will be granted.
E. Violations of the UDTPA and Unfair Competition
Lastly, Defendants bring claims for violations of the UDTPA
and common law unfair competition. Defendants base these causes
of action on their underlying claims for breach of contract and
tortious interference with contract and prospective economic
advantage. (Doc. 66 countercls. ¶¶ 142-43, 149.) In response,
IWLCA argues that a breach of contract alone cannot support either
claim. (Doc. 69 at 19-22.) Further, it argues that Defendants
have failed to make any specific allegations that would support

these claims. (Id. at 22-23.)
The standard for violations of the UDTPA and common law unfair
competition are not “appreciably different.” BellSouth Corp. v.
White Directory Publrs., Inc., 42 F. Supp. 2d 598, 615 (M.D.N.C.
1999) (citing Carolina Aniline & Extract Co., Inc. v. Ray, 20
S.E.2d 59, 61–62 (N.C. 1942)). The tort of common law unfair
competition is recognized in North Carolina “as an offense
committed in the context of competition between business rivals.”
Pan-Am. Prod. & Holdings, LLC v. R.T.G. Furniture Corp., 825 F.
Supp. 2d 664, 697 (M.D.N.C. 2011) (quoting Henderson v. U.S. Fid.
& Guar. Co., 488 S.E.2d 234, 239 (N.C. 1997)). “The gravamen of
unfair competition is the protection of a business from

misappropriation of its commercial advantage earned through
organization, skill, labor, and money.” Henderson, 488 S.E.2d at
240. UDTPA violations require a plaintiff to show that (1) the
defendant committed an unfair or deceptive act or practice (2)
that was in or affecting commerce and (3) proximately caused
injury. Stack v. Abbott Lab’ys, Inc., 979 F. Supp. 2d 658, 666–
67 (M.D.N.C. 2013) (citing Dalton, 548 S.E.2d at 711). “An act or
practice is unfair ‘if it is immoral, unethical, oppressive,
unscrupulous, or substantially injurious to consumers,’ and is
deceptive ‘if it has the capacity or tendency to deceive.’” Id.
(quoting Ace Chem. Corp. v. DSI Transp., Inc., 446 S.E.2d 100, 106
(N.C. Ct. App. 1994)). “The determination of whether an act or

practice is an unfair or deceptive practice that violates [the
UDTPA] is a question of law for the court.” Gray v. N.C. Ins.
Underwriting Ass’n, 529 S.E.2d 676, 681 (N.C. 2000).
Defendants explicitly base these causes of action on their
underlying breach of contract and tortious interference claims.
(Doc. 66 countercls. ¶¶ 142-43, 149.) Although Defendants’
tortious interference with prospective economic advantage claim
has been dismissed, Defendants have sufficiently alleged claims
for breach of contract and tortious interference with contract.
The court must therefore consider the sufficiency of each to
support an unfair competition claim.
Tortious interference with contract claims may support unfair

competition claims. See Roane-Barker v. Se. Hosp. Supply Corp.,
392 S.E.2d 663, 670 (N.C. Ct. App. 1990) (“Because defendant's
acts did amount to tortious interference with contract . . . the
court did not err in finding an unfair or deceptive trade
practice.”); see also McDonald v. Scarboro, 370 S.E.2d 680, 685
(N.C. Ct. App. 1988) (finding tortious interference with contract
can support a breach of the UDTPA); Edmondson v. Am. Motorcycle
Ass'n, Inc., 7 F. App'x 136, 152-53 (4th Cir. 2001) (same);7 Clark
Material Handling Co. v. Toyota Material Handling U.S.A., Inc.,
No. 3:12-CV-00510-MOC, 2015 WL 3514339, at *14 (W.D.N.C. June 4,

2015) (same). Here, Defendants have alleged that IWLCA interfered
with CSE’s contracts with tournament attendees and that in doing
so, IWLCA made false and disparaging statements about the 2020
tournaments. Further, Defendants allege that IWLCA’s actions
caused certain individuals not to attend the tournaments, breaking
their contracts and causing harm to CSE in the form of lost
revenues and decreased tournament participation. At this early
stage, these allegations are sufficient to state a plausible claim
for unfair competition predicated on IWLCA’s tortious interference
with contract.
To the extent Defendants base their unfair competition claims
on IWLCA’s breach of contract, a higher standard must be met as

North Carolina courts “differentiate between contract and
deceptive trade practice claims, and relegate claims regarding the
existence of an agreement, the terms contained in an agreement,
and the interpretation of an agreement to the arena of contract
law.” Hageman v. Twin City Chrysler–Plymouth Inc., 681 F. Supp.
303, 306–07 (M.D.N.C. 1988). A “mere breach of contract, even if

7 Unpublished opinions of the Fourth Circuit are not precedential but
can be cited for their persuasive, but not controlling, authority. See
Collins v. Pond Creek Mining Co., 468 F.3d 213, 219 (4th Cir. 2006).
intentional,” is not sufficient to sustain a claim under the UDTPA.
Broussard v. Meineke Disc. Muffler Shops, Inc., 155 F.3d 331, 347
(4th Cir. 1998). Instead, a showing of “substantial aggravating

circumstances” is required. Id. “The type of conduct that has
been found sufficient to constitute a substantial aggravating
factor has generally involved forged documents, lies, and
fraudulent inducements.” Stack, 979 F. Supp. 2d at 668 (collecting
cases); see also LFM Real Est. Ventures, LLC v. SunTrust Bank, No.
5:11CV135-RLV, 2012 WL 6114242, at *9 (W.D.N.C. Dec. 7, 2012) (“The
courts have found that aggravating factors may include intentional
misrepresentation for the purpose of deceiving or injuring another
or actions that rise to the level of fraud.”). However, statements
that amount to “mere puffing, guesses, or assertions of opinions”
as opposed to “representations of material facts” are not
sufficient. See Watson v. Fleetwood Motor Homes of Ind., Inc.,

No. 1:06CV275, 2007 WL 2156351, at *4 (W.D.N.C. July 24, 2007);
see also Myers & Chapman, Inc. v. Thomas G. Evans, Inc., 374 S.E.2d
385, 389 (N.C. 1988) (“[A] statement of an opinion . . . could not
constitute fraud.”). Further, “[w]here the only acts alleged are
themselves a breach of the contract between the parties, they will
not support a UDTPA claim.” Stack, 979 F. Supp. 2d at 668.
Accordingly, for Defendants’ breach of contract claim to
support these claims, the breach must be accompanied by
“substantial aggravating circumstances.” Defendants contend that
certain of IWLCA’s actions – specifically discouraging teams,
players, and coaches from attending the 2020 tournaments,
disparaging CSE and Corrigan to coaches and attendees, and

spreading misinformation about the tournaments while using the
COVID-19 pandemic as pretext for severing their partnership –
constitute such circumstances. (See Doc. 70 at 21-22.) However,
these activities are themselves alleged to be breaches of the
parties’ contract and therefore cannot support a separate UDTPA
claim. (See Doc. 66 countercls. ¶¶ 113-15 (explaining that IWLCA
breached the parties’ contract by “failing to promote” and
“actively discouraging” teams, players, and coaches from attending
the 2020 tournaments).) Further, at least some of the alleged
behavior, such as IWLCA’s statements regarding the quality of CSE’s
tournaments and the trustworthiness of Corrigan, do not appear to
be misrepresentations of fact but rather statements of opinion

regarding a competing organization. As such, these allegations
are insufficient to show “aggravating circumstances” that elevate
the breach of contract claim to one of unfair competition. Watson,
2007 WL 2156351, at *4; see also Myers & Chapman, 374 S.E.2d at
389. Accordingly, to the extent Defendants base their unfair
competition claims on IWLCA’s breach of contract, IWLCA’s motion
to dismiss those claims will be granted and those claims will be
dismissed.
F. Request to Amend
Defendants argue that to the extent the court finds dismissal
of certain counterclaims appropriate, they should be permitted to

amend their counterclaims. (Doc. 70 at 22.) IWLCA opposes this
request principally because no proposed amended pleading has been
offered. (Doc. 71 at 12.)
Under Federal Rule of Civil Procedure 15(a)(2), once 21 days
elapses from service of a motion to dismiss, a plaintiff may amend
a pleading only with the opposing party’s consent or leave of
court. Leave should be freely given “when justice so requires.”
Fed. R. Civ. P. 15(a)(2). Leave to amend will be denied only if
(1) the amendment would prejudice the opposing party, (2) there is
bad faith on the part of the moving party, or (3) the amendment
would be futile. Laber v. Harvey, 438 F.3d 404, 426 (4th Cir.
2006) (en banc).

While leave may be freely granted, Federal Rule of Civil
Procedure 7(b)(1) requires that a “request for a court order must
be made by a motion” which states the grounds for seeking the order
and the relief sought. Further, this district’s local rules
require that leave to amend be requested in a separate motion and
be accompanied by a proposed amended pleading. See M.D.N.C. L.R.
7.3(a), 15.1. The purpose of these requirements “is to avoid
having cases thrust into limbo on such generalized requests that
may later prove unsupported.” Sullivan v. Lab'y Corp. of Am.
Holdings, No. 1:17CV193, 2018 WL 1586471, at *13 (M.D.N.C. Mar.
28, 2018). Accordingly, a request for leave to amend that is
brought as an alternative to dismissal and requested at the end of

a party’s brief opposing a motion to dismiss is not a proper
motion, does not comply with the local rules, and may be denied on
those grounds alone. Id. (citing Cozzarelli v. Inspire Pharm.
Inc., 549 F.3d 618, 630–31 (4th Cir. 2008) and Intellectual
Ventures I LLC v. Bank of Am., Corp., No. 3:13–CV–358–RJC–DSC,
2014 WL 868713, at *4 (W.D.N.C. Mar. 5, 2014)); U.S. ex rel.
Rostholder v. Omnicare, Inc., 745 F.3d 694, 703 (4th Cir. 2014).
Here, Defendants have not filed a motion to amend, nor have
they attached proposed amended pleadings. Without a proposed
amended pleading, the court cannot consider the effect or efficacy
of any hypothetical amendment to Defendants’ pleading. As such,
Defendants’ alternative request to amend their counterclaims will

be denied without prejudice. To permit otherwise would risk
delaying litigation for potentially speculative reasons.
III. CONCLUSION
For the reasons stated,
IT IS THEREFORE ORDERED that IWLCA’s motion to dismiss (Doc.
68) is GRANTED IN PART and DENIED IN PART as follows:
1. The motion to dismiss Defendants’ counterclaim for
tortious interference with prospective economic advantage is
GRANTED and the claim is DISMISSED;
2. The motion to dismiss Defendants’ counterclaims for
breach of contract and tortious interference with contract is
DENIED; and

3. The motion to dismiss Defendants’ counterclaims for
common law unfair competition and violations of the UDTPA is DENIED
to the extent the claims are based on Defendants’ claim for
tortious interference with contract, but is otherwise GRANTED.
IT IS FURTHER ORDERED that Defendants’ request to amend their
counterclaims (Doc. 70 at 22-23) is DENIED WITHOUT PREJUDICE.

/s/ Thomas D. Schroeder
United States District Judge

July 1, 2021

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Source: Frix Law Library, https://www.frixlaw.com/law-library/cases/10253795. Public record. Not legal advice.