STEPHEN COOK, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED v. OHIO NATIONAL LIFE INSURANCE COMPANY; OHIO NATIONAL LIFE ASSURANCE CORPORATION; OHIO NATIONAL EQUITIES, INC.; OHIO NATIONAL FINANCIAL SERVICES, INC. - Articles

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STEPHEN COOK, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED v. OHIO NATIONAL LIFE INSURANCE COMPANY; OHIO NATIONAL LIFE ASSURANCE CORPORATION; OHIO NATIONAL EQUITIES, INC.; OHIO NATIONAL FINANCIAL SERVICES, INC.

Posted by: Karen Belcher on Jun 9, 2020

Court: 6th Circuit Court (Published Opinions)

Attorneys 1: ARGUED: B. Nathaniel Garrett, HELMER, MARTINS, RICE & POPHAM CO., L.P.A., Cincinnati, Ohio, for Appellant.

Attorneys 2: ARGUED: Marion H. Little, Jr., ZEIGER, TIGGES & LITTLE LLP, Columbus, Ohio, for Appellees.

Attorneys 3: ON BRIEF: B. Nathaniel Garrett, James B. Helmer, Jr., Robert M. Rice, HELMER, MARTINS, RICE & POPHAM CO., L.P.A., Cincinnati, Ohio, for Appellant.

Attorneys 4: ON BRIEF: Marion H. Little, Jr., Christopher J. Hogan, ZEIGER, TIGGES & LITTLE LLP, Columbus, Ohio, for Appellees.

Judge(s): MERRITT, SUHRHEINRICH, and SUTTON, Circuit Judges

Court Appealed: Appeal from the United States District Court for the Southern District of Ohio at Cincinnati

MERRITT, Circuit Judge. The sole issue in this diversity action is whether plaintiff has standing under Ohio law to assert claims based on an alleged breach of contract when he is not a party to the contract. Plaintiff Stephen Cook sold variable annuities on behalf of defendants, referred to herein collectively as Ohio National, pursuant to a contract between Ohio National and a broker-dealer, Triad Advisors. Under the agreement, Ohio National paid commissions on the previously sold annuities to Triad, who in turn paid commissions to plaintiff pursuant to a separate agreement between plaintiff and Triad that is not at issue in this appeal. Triad is not a party to this suit. After Ohio National terminated its agreement with Triad, Ohio National refused to pay further commissions on annuities sold during the term of the agreement. In an attempt to recover the commissions, plaintiff sued Ohio National for breach of its agreement with Triad. Plaintiff contends that as a “third-party beneficiary” to the agreement between Ohio National and Triad, he has standing to bring suit. Ohio National disagreed, and filed a motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(6). The merits of the underlying claim concerning the alleged breach by Ohio National are not before us in this appeal.

The district court found that, under Ohio law, plaintiff is not an “intended” third-party beneficiary of the agreement between Ohio National and Triad, and he therefore cannot maintain an action against Ohio National. The district court also found that plaintiff could not maintain an alternative claim of unjust enrichment claim against Ohio National. Accordingly, it granted Ohio National’s motion to dismiss. For the reasons that follow, we affirm the judgment of the district court.

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