Zhang v. Transpose Platform Management, 2:23-cv-00475

Yadan Zhang, after being terminated from Trusted Insight, Inc., brought hostile work environment and retaliation claims in New York, resulting in a mediated settlement in 2023.
Following her move to Utah for employment and business school, Zhang alleges Defendants (Trang Nguyen, Yen “Tiffany” Vuong, and Transpose Platform Management, LLC) disseminated defamatory emails and LinkedIn messages to her new supervisors.
The messages allegedly repeated previously dismissed or unproven claims from the New York litigation and sought to harm her reputation at her new job.
The settlement agreement from the New York case contains a broad release provision benefiting, among others, Trusted Insight's past executives.
Zhang’s amended complaint asserts claims for breach of contract, defamation, tortious interference, retaliation under New York law, and intentional infliction of emotional distress.
Defendants moved to dismiss based on settlement releases, lack of agency/vicarious liability, insufficient allegations of injury, and jurisdictional limitations under New York law.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether release provision bars claims based on conduct before the settlement date	Nguyen not clearly a third-party beneficiary; conduct is intentional tort outside scope of release	Nguyen is a covered third-party beneficiary; release applies to all prior claims	Release bars claims against Nguyen for pre-settlement conduct (April 6 email), but not post-settlement conduct (June messages)
Whether there is sufficient vicarious liability for statements by Vuong and Nguyen	Vuong acted at Nguyen’s direction; both had motive for retaliatory acts arising from prior relationship	Allegations are conclusory; no agency relationship; no basis for respondeat superior	Adequately pleaded for June messages—sufficient to infer agency and direction; not for Transpose re: April message
Sufficiency of tortious interference claim based on reputational/emotional injury	Reputational and emotional harm qualify as injury	Only pecuniary injuries recoverable under Utah law for tortious interference	Claim dismissed—Utah law requires pecuniary injury not alleged by Zhang
Applicability of NYSHRL/NYCHRL retaliation claims to conduct affecting non-residents	Ongoing pattern of retaliation linked to prior NYC employment justifies statute’s reach	Laws do not protect former employees no longer living or working in NYC/NY	Jurisdictional reach not met—claims dismissed as Zhang had no New York impact

Ashcroft v. Iqbal, 556 U.S. 662 (2009) (plausibility standard for motions to dismiss)
Bell Atlantic Corp. v. Twombly, 550 U.S. 544 (2007) (pleading standard for Rule 12(b)(6))
Mounteer v. Utah Power & Light Co., 823 P.2d 1055 (Utah 1991) (respondeat superior standard)
Harvey v. Ute Indian Tribe of Uintah & Ouray Rsrv., 416 P.3d 401 (Utah 2017) (tortious interference elements)