Brignac v. Yelp Inc.

Background

Jaron Lamar Brignac, representing himself, alleged that Yelp discriminated against him on the basis of race in violation of 42 U.S.C. § 1981. He alleged that Yelp ranked advertisements for other, non-Black business owners above his advertisements and offered those businesses different advertising performance contracts. He sought to assert a claim concerning the making and enforcement of contracts.

The Second Amended Complaint identified Brignac as the sole proprietor of BPCS Law Evictions, described that business as a sole proprietorship, and named Brignac as the plaintiff. Yelp argued that the relevant advertising agreement was instead with BPCS Law, a corporation, and that Brignac therefore lacked standing—the legal ability to bring the claim because he was not the party whose contract was allegedly impaired.

Procedural History and Standard

The court had previously dismissed Brignac’s Sherman Act claim with prejudice and dismissed his § 1981 claim with leave to amend. After Yelp submitted materials outside the pleadings, including public records, a declaration, and an email exchange, the court granted in part Brignac’s request to treat Yelp’s motion to dismiss as a motion for summary judgment. The court limited the Rule 56 proceeding to whether the plaintiff was acting for a corporation or a sole proprietorship, which also determined whether the court’s local rule required representation by counsel.

Summary judgment is appropriate when the evidence shows no genuine dispute of material fact and the moving party is entitled to judgment as a matter of law. The court viewed the evidence in the required manner for summary judgment and considered whether Brignac had produced sufficient evidence to dispute Yelp’s evidence.

Analysis

The court first determined that BPCS Law was the real party in interest—the entity that was a party to the advertising agreement or had the right to enforce it. The agreement stated that Brignac was accepting it on behalf of, and as an authorized representative of, the client identified as BPCS Law. The agreement listed BPCS Law and a Beverly Hills address as the client. Brignac’s act of signing or responding to the agreement personally did not make him the contracting party because a corporation acts through its agents.

The court also rejected Brignac’s argument that his filing the lawsuit individually demonstrated that he had standing. It likewise concluded that BPCS Law Evictions could not have been the contracting party because the evidence indicated that name was registered after the 2017 agreement was formed, and Brignac had previously described it as an alias used by BPCS Law.

The court next considered whether BPCS Law was a corporation or a sole proprietorship. Brignac submitted a fictitious-business-name statement identifying BPCS Law as a sole proprietorship operated by him. Yelp submitted corporate filings and a California Secretary of State business record identifying BPCS Law as a domestic stock corporation. The court noted that the 2017 agreement used the corporation’s address rather than the sole proprietorship’s address, and concluded that the corporation was the entity that contracted with Yelp. The court found no material evidence supporting Brignac’s contrary position beyond his unsupported assertions.

Because BPCS Law was the proper plaintiff and was a corporation, it could not proceed without a lawyer under Civil Local Rule 3-9(b). The court therefore concluded that Brignac personally lacked standing and that the corporation could not proceed while unrepresented.

Disposition

The court granted Yelp’s Motion for Summary Judgment and dismissed Brignac’s claim for lack of standing and failure to comply with Civil Local Rule 3-9(b). The court stated that this was without prejudice for BPCS Law, the corporation, from filing suit if it was represented by an attorney. The order disposed of Docket No. 64. Judge Edward M. Chen signed the order on October 17, 2019.