ADDITIONAL CASES Nicholas S. Bonarrigo, Third-Party Plaintiff v. Brigitte Christensen, Julie A. Harrison, Robert L. Kristel, C.P.A., P.C., and Teal Becker & Chiaramonte, CPA’S, P.C., Third-Party Defendants MEMORANDUM DECISION AND ORDER I. INTRODUCTION Plaintiff Haraden Motorcar Corporation d/b/a Mohawk Honda (“Haraden”) filed this diversity action against Defendant Nicholas S. Bonarrigo, alleging claims under New York law. (Dkt. No. 12 (amended complaint)). Bonarrigo subsequently filed a Third-Party Complaint against Third-Party Defendants Brigitte Christensen, Julie A. Harrison, Robert L. Kristel, C.P.A., P.C. (“Kristel”), and Teal Becker & Chiaramonte, CPA’s, P.C. (“Teal Becker”) for common law indemnification and contribution. (Dkt. No. 47 (amended third-party complaint (“TPC”))). In their answers, Harrison filed counterclaims and crossclaims for indemnification and contribution against Bonarrigo and the other third-party defendants, and Teal Becker filed a crossclaim for indemnification. (Dkt. No. 51, at 5-12; Dkt. No. 54, 17). Presently before the Court is third-party defendant Kristel’s motion to dismiss all claims for indemnification and contribution against it pursuant to Federal Rule of Civil Procedure 12(b)(6). (Dkt. No. 56). Bonarrigo and Harrison opposed Kristel’s motion. (Dkt. Nos. 58, 59). Kristel filed a reply. (Dkt. No. 61). For the following reasons, Kristel’s motion to dismiss is granted in part and denied in part. II. BACKGROUND A. Procedural History In its amended complaint, Haraden asserted five causes of action arising out of Bonarrigo’s employment with Haraden: conversion, violation of the faithless servant doctrine, unjust enrichment, fraud and deceit, and breach of fiduciary duty. (See generally Dkt. No. 12). Bonarrigo moved to dismiss the amended complaint. (Dkt. No. 13). On April 20, 2020, this Court ordered that Haraden’s fraud and deceit claim was dismissed as to allegations relating to Bonarrigo’s alleged “unexplained compensation” and that Haraden’s breach of fiduciary duty claim was dismissed with prejudice as to allegations relating to Bonarrigo’s alleged “unexplained compensation” for conduct prior to August 30, 2016, and otherwise denied Bonarrigo’s motion. Haraden Motorcar Corp. v. Bonarrigo, No. 19-cv-1079, 2020 WL 1915125, at *12, 2020 U.S. Dist. LEXIS 68666, at *35 (N.D.N.Y. Apr. 20, 2020). Bonarrigo subsequently answered Haraden’s amended complaint with counterclaims, and Haraden replied. (Dkt. Nos. 22, 28). On December 24, 2020, Bonarrigo filed an amended TPC alleging third-party claims for indemnification and contribution against Christensen, Harrison, Kristel, and Teal Becker. (Dkt. No. 47). As relevant here, Harrison asserted counterclaims and crossclaims for indemnification and contribution against Bonarrigo and all third-party defendants, and Teal Becker asserted a crossclaim against the third-party defendants. (Dkt. Nos. 51, 54). B. Facts 1. Haraden’s Amended Complaint The Court assumes familiarity with the facts set forth in its Memorandum-Decision and Order on Bonarrigo’s motion to dismiss. Haraden Motorcar Corp., 2020 WL 1915125, 2020 U.S. Dist. LEXIS 68666. The Court sets forth only a brief summary of the allegations of Haraden’s amended complaint here. Haraden owns Mohawk Honda, an automotive dealership in Scotia, New York. (Dkt. No. 12,
7-8). Haraden employed Bonarrigo as the general manager of Mohawk Honda from February 1, 2012 until August 21, 2018. (Id. 9). As general manager, Bonarrigo was “in control of the day-to-day affairs and operations” at Mohawk Honda. (Id. 10). This included control over “financial affairs” and “financial information.” (Id. 68). After Bonarrigo’s employment with Haraden was terminated in or around August 2018, Haraden discovered “through a forensic accounting investigation” that Bonarrigo “received overpayments in compensation, commission and reimbursable expenses” that were “neither authorized nor known to [Haraden].” (Id. 16). Bonnarigo “caused to be entered” into Haraden’s “books and records” various forms of overpayment in a deceptive way that “obscure[d]” their details. (Id.
