United States District Court, D. Kansas
MEMORANDUM AND ORDER
DANIEL D. CRABTREE, District Judge.
This matter comes before the Court on the Motion to Dismiss Count VII of Plaintiffs' Second Amended Complaint (Doc. 83) filed by Defendants Freightquote.com, Inc. and the Freightquote 401(k) Plan. For the reasons explained below, the Court denies Defendants' motion without prejudice.
I. Background Facts
A putative class of Freightquote.com employees filed this lawsuit against their employer, asserting various claims under the Fair Labor Standards Act ("FLSA") and the Kansas Wage Protection Act ("KWPA"). Specifically, Plaintiffs allege that Freightquote.com owes them unpaid wages because it improperly categorized Plaintiffs as exempt from certain FLSA and KWPA requirements.
Plaintiffs filed their Second Amended Complaint on July 29, 2013. In Count VII of the Second Amended Complaint, Plaintiffs assert a claim for violations of the Employee Retirement Income Security Act of 1974 ("ERISA") against a newly-added defendant, the Freightquote 401(k) Plan (the "Plan"). All Plaintiffs participate or participated in the Plan, a 401(k) retirement plan that Freightquote.com offers to its employees. Freightquote.com makes contributions to the Plan in an amount based on a percentage of the employee-participants' compensation. Essentially, Plaintiffs assert that the unpaid wages Defendants purportedly owe them under Plaintiffs' FLSA and KWPA claims should have been included in the Plan's contribution calculation. By failing to do so, Defendants have undercompensated Plaintiffs under the Plan, in violation of ERISA.
On August 16, 2013, Defendants filed a Motion to Dismiss Count VII. Defendants argue that the Court should dismiss Count VII of Plaintiffs' Second Amended Complaint for two reasons: (1) the claim is not ripe and (2) Plaintiffs have not exhausted their administrative remedies. In addition, Defendants argue that the Court should strike Plaintiffs' request for interest, attorneys' fees, costs and expenses in Count VII.
II. Legal Standard
Defendants argue that Plaintiffs have failed to state a claim upon which relief may be granted. In ruling on a motion to dismiss under Fed.R.Civ.P. 12(b)(6), the Court assumes as true all well-pleaded factual allegations and determines whether they plausibly give rise to an entitlement of relief. Ashcroft v. Iqbal, 556 U.S. 662, 679 (2009). To survive a motion to dismiss, a complaint must contain sufficient factual matter to state a claim which is plausible - and not merely conceivable- on its face. Id. at 679-80; Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555 (2007). In determining whether a complaint states a plausible claim for relief, the Court draws on its judicial experience and common sense. Iqbal, 556 U.S. at 679.
The Court need not accept as true those allegations which state only legal conclusions. See id. ; Hall v. Bellmon, 935 F.2d 1106, 1110 (10th Cir.1991). A plaintiff bears the burden of framing its complaint with enough factual matter to suggest that it is entitled to relief; it is not enough to make threadbare recitals of a cause of action accompanied by conclusory statements. Twombly, 550 U.S. at 555-56. A plaintiff makes a facially plausible claim when it pleads factual content from which the Court can reasonably infer that the defendants are liable for the misconduct alleged. Iqbal, 556 U.S. at 678. A pleading which offers labels and conclusions, a formulaic recitation of the elements of a cause of action, or naked assertions devoid of further factual enhancement will not do. Id.
A. Plaintiffs' ERISA Claim Is Ripe
Defendants argue that Plaintiffs' ERISA claim in Count VII is unripe because liability depends entirely on Plaintiffs' FLSA and KWPA claims, which Plaintiffs have yet to establish. There are generally two prongs to a ripeness inquiry: (1) the fitness of the issue for judicial decision and (2) the hardship to the parties of withholding court consideration. Abbott Labs. v. Gardner, 387 U.S. 136, 149 (1967). The "basic rationale" of the Article III ripeness doctrine "is to prevent the courts, through avoidance of premature adjudication, from entangling themselves in abstract disagreements...." Id. at 148.
In Count VII, Plaintiffs seek to recover benefits due under Defendants' employee retirement Plan. Freightquote.com makes contributions to the Plan in an amount based on a percentage of each participating employee's compensation. Counts I through VI of the Second Amended Complaint allege that Defendants owe Plaintiffs unpaid wages for violating the FLSA and KWPA. Plaintiffs argue that those unpaid wages should have been included in the Plan contribution calculation and that Defendants' failure to do so undercompensates the Plaintiffs under the Plan, in violation of ERISA.
Thus, Defendants face liability under Count VII only if Plaintiffs establish a right to recover on at least one of their unpaid wage claims. Contrary to Defendants' argument, however, this fact does not render Count VII unripe. Indeed, courts generally hold that ERISA claims are ripe and fit for review, even when dependent on FLSA claims. See, e.g., Stickle v. SCIWestern Mkt. Support Ctr., L.P., No. 08-083, 2008 WL 4446539 at *16 (D. Ariz. Sept. 30, 2008) (rejecting defendants' argument that the plaintiffs' "ERISA claims are unripe because they are derivative of, and entirely dependent upon, [the plaintiffs'] FLSA claim, which [the plaintiffs] have yet to establish, " because "the only delay in the Court's ability to consider [the plaintiffs'] ERISA claims is that it must first rule on [the plaintiffs'] FLSA claim."); Rosenburg v. Int'l Bus. Mach. Corp., No. 06-0430, 2006 WL 1627108, at *9 (N.D. Cal. June 12, 2006) ("[T]he fact that ...