Baker v. Apttus Corporation, 3:17-cv-00587

Background:

Baker, an experienced sales executive, accepted at-will employment with Apttus in January 2016 under a written Agreement that required a signed release to obtain severance.
Baker was hired to build a global sales team; soon she had internal conflicts with sales leaders (Kamal and Santileces) over account assignments and resources.
Apttus terminated Baker about six months later (effective June 15, 2016) during a conference call while she was in Europe; the call was recorded by a third party.
After termination Apttus presented a "Separation Agreement and Release of Claims" conditioning severance on execution of a release; Baker refused to sign and sued alleging five claims (fraud/misrepresentation; intentional interference; wrongful termination; breach of contract; breach of good faith).
Apttus counterclaimed under NRS §200.690 for unlawful recording; the court granted Baker summary judgment on that counterclaim because the interception occurred outside Nevada.
On cross-motions for summary judgment the court granted Apttus summary judgment on all claims except Baker's fraud-in-the-inducement claim (which survived for a jury).

Issues:

Issue	Plaintiff's Argument	Defendant's Argument	Held
Counterclaim (illegal recording)	Baker recorded termination but was outside Nevada, so statute doesn't apply	Recording violated NRS §200.620; damages allowed	Held for Baker — interception occurred outside Nevada (Ditech)
Intentional interference with prospective economic advantage	Apttus induced Baker to abandon other offers and prevented future opportunities	No evidence Apttus intended to harm or targeted a specific prospective contract	Held for Apttus — Baker produced no evidence of intent or identifiable third-party expectancy
Wrongful termination (public-policy tort)	Fired in retaliation for refusing to lie to customers / commit fraud	Termination for performance, honesty concerns; no causal link to refusal to violate law	Held for Apttus — evidence supports legitimate basis; Baker’s inference too tenuous
Breach of contract (severance)	Entitled to severance under Agreement; Separation form went beyond contemplated release	Severance conditioned on timely signed release; Baker never executed release and sued	Held for Apttus — Baker failed to satisfy Agreement’s release requirement
Breach of good faith and fair dealing	Apttus acted in bad faith in performance and deprived Baker of contract benefits	Baker was an at-will employee; no implied promise against discharge without cause	Held for Apttus — at-will employment defeats this claim (Martin)
Fraud / Misrepresentation (inducement)	Krappe/Apttus made false factual representations (pipeline, funding, product readiness, account allocations) to induce hire	Integration clause, puffery/opinion, lack of fraudulent intent or falsity, and later conduct undermine reliance	Held partly for Baker — most fraud theories dismissed as puffery/opinion, but claims about pipeline/funding/product readiness raise genuine issues for jury (survives summary judgment)

Key Cases Cited

Celotex Corp. v. Catrett, 477 U.S. 317 (summary judgment standard)
Anderson v. Liberty Lobby, 477 U.S. 242 (genuine dispute and "scintilla" rule)
Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574 (nonmoving party must show specific facts)
Ditech Fin. LLC v. Buckles, 401 P.3d 215 (Nev. 2017) (NRS §200.620 does not apply when interception occurs outside Nevada)
J.A. Jones Constr. Co. v. Lehrer McGovern Bovis, Inc., 89 P.3d 1009 (Nev. 2004) (elements and clear-and-convincing standard for fraud in inducement)
Blanchard v. Blanchard, 839 P.2d 1320 (Nev. 1992) (integration clauses do not bar misrepresentation claims)
Wichinsky v. Mosa, 847 P.2d 727 (Nev. 1993) (elements for tortious interference with prospective economic advantage)
Sands Regent v. Valgardson, 777 P.2d 898 (Nev. 1989) (public-policy tortious discharge is narrowly limited)
Martin v. Sears, Roebuck & Co., 899 P.2d 551 (Nev. 1995) (at-will employment ordinarily bars breach of good faith claim)
Southern Trust Mortg. Co. v. K&B Door Co., Inc., 763 P.2d 353 (Nev. 1988) (contract terms are enforced as written when unambiguous)