Structured Settlements 4Real®Blog 2026

Eastern Point Trust Company file a Dismissal Motion on November 3, 2025 in its response to the Flatirons Bank Complaint.filed on September 22, 2025.

Defendant’s Motion to Dismiss” in Flatirons Bank v. Eastern Point Trust Company, Case No. 2:25-CV-00222-KHR: Folliowing is a detailed summary of the document titled “Defendant’s Motion to Dismiss” Document 15 in the court document record.

🧾 Summary of Eastern Point Trust Company Motion to Dismiss

🏛️ Case Overview

• Plaintiff: Flatirons Bank
• Defendant: Eastern Point Trust Company (EPTC)
• Jurisdiction: U.S. District Court for the District of Wyoming
• Filing Date: November 3, 2025
• Counsel for Defendant: Caleb C. Wilkins, Coal Creek Law LLC
• ⚖️ Grounds for Dismissal
  EPTC moves to dismiss the case on three primary grounds:

1. Improper Anticipatory Filing: Flatirons allegedly filed suit to preempt EPTC’s planned litigation in Virginia.
2. Lack of Personal Jurisdiction: EPTC claims no meaningful ties to Wyoming.
3. Failure to State a Claim: Several claims allegedly lack sufficient factual basis under Rule 12(b)(6).

🔍 Key Arguments

1. Anticipatory Filing

• Flatirons filed suit shortly after an industry blog revealed EPTC’s intent to sue.
• EPTC argues this was a strategic move to block litigation in Virginia, where both parties had agreed to venue and choice-of-law provisions.
• Cites Black Card, LLC v. Am. Express and Buzas Baseball to support dismissal of declaratory actions filed to gain forum advantage.

2. Virginia Litigation

EPTC filed a comprehensive suit in the Eastern District of Virginia against Flatirons and 13 others, alleging:

• Misappropriation of trade secrets
• Racketeering
• Breach of contract
• Computer fraud
• EPTC claims Flatirons delayed its investigation and obstructed public records access.

3. Noerr-Pennington Immunity

• EPTC asserts First Amendment protection for its communications with Wyoming municipalities (Lovell and Glenrock).
• Claims its cease-and-desist letters and government petitions are immune from liability under the Petition Clause.

What is the Noerr-Pennington Doctrine?

The Noerr-Pennington doctrine protects individuals and organizations from antitrust liability when they petition the government—even if their efforts have anticompetitive effects—so long as the petitioning is genuine and not a sham.
Here’s a detailed breakdown of the doctrine:

🏛️ Core Principle

• Noerr-Pennington immunity stems from the First Amendment right to petition the government.
• It shields entities from antitrust liability when they attempt to influence legislative, executive, or judicial actions—even if the result harms competition.
  📜 Origin
• Named after two landmark Supreme Court cases:
• Eastern Railroad Presidents Conference v. Noerr Motor Freight, Inc. (1961)
• United Mine Workers v. Pennington (1965)
• Further clarified in California Motor Transport Co. v. Trucking Unlimited (1972), which extended protection to all branches of government, including courts

Scope of Immunity

• Covers:
• Lobbying efforts
• Litigation
• Petitions to regulatory agencies
• Even if the goal is to reduce competition, immunity applies as long as the action is a good faith attempt to influence government policy.
  • Sham Exception
• Immunity does not apply if the petitioning is a sham—i.e., not genuinely aimed at influencing government but rather intended to harass or interfere with competitors.
• Courts scrutinize whether the action was objectively baseless and subjectively intended to harm competition without a legitimate government outcome.

4. Personal Jurisdiction

• EPTC is based in the U.S. Virgin Islands, with servers in Virginia.
• No personnel, offices, or assets in Wyoming.
• Argues that cease-and-desist letters and public statements do not establish sufficient forum contacts.

5, Failure to State a Claim

• Flatirons’ complaint allegedly lacks factual specificity and relies on conclusory statements.
• EPTC argues the claims do not meet the plausibility standard under Twombly and Iqbal.

🧩 Requested Relief

• Primary: Dismissal of all claims.
• Alternative: Stay proceedings pending resolution of Virginia litigation.

Declaration of Eastern Point’s Sam Kott Document 15-1 November 3, 2025

Sam Kott is the Vice-President and Corporate Counsel at Eastern PointTrust Company and is responsible for managing EPTC’s legal department and supporting business operations, according to his LinkedIn profile….

3. EPTC developed and maintains the intellectual property underlying the QSF 360 TM Platform, toegether with all associated servers and data in Virginia.

4. Externally, the QSF 360 TM Platform is accesible only by authorized and registered users who ahve accepted the Terms of Use built into the QSF 360TM Platform, Such terms universally contain VIrginia choice of law and venue provisions

5. EPTC’s access logs indicate that many of the Flatirons’ agents and co-conspirators named in teh Virginia I and Virginia II suits described, signed up for the QSF 360TM Platform and agreed to the Terms of Use therein.

6. Even with the requisite login credentials, an authorized user can only access the QSF 360TM platform using rgeistered , multi-factor login credentials, utilizing state of teh art industry security such as SSL and end-to-end encryption to gain access to EPTC’s Virginia -based servers and thereby the QSF 360TM platform,

7.As a separate and additional agreement, EPTC’s website contains a Terms of Use which EPTC requires users to acknowledge as a condition of accessing the website. as relevant, these Terms of Use containa conspicuously formatted forum selction clause identifying Virginia as the sole forum to hear and decide any dispute between the user and EPTC.

8. EPTC’s access logs demonstarte that agents acting on behalf of Flatirons have accessed EPTC’s webiste more than a hundred times in the relevant times leading up to this matter and have thereby acquiesced to the Terms of Use, and the associated Virginia choice of law and jurisdiction provisions, pursuant to click wrap and browse wrap.

What Is a Clickwrap Agreement and Is It Enforceable? – LegalClarity

9. The Virginia I complaint alleged that Flatirons Bank and other named defendants, conspired to misappropriate intellectual property from EPTC for the purpose of creating Flatirons Justice Escrow product. The Virginai I complaint contained a tptal of 12 causes of action and 4 named defendants.

10. On or about May 29, 2025. EPTC came into possession of additional facts and evidence which strengthened its various claims and implicated numerouos additional parties not named in Virginia 1. Shortly thereafter EPTC exercised its right under Federal Rules of Civil Procedure 41(a)(1)(A)(i) to voluntarily disiss the VIrginia 1 action without prejudice, permitting EPTC to refile the complaint with the newly discovered parties.

11.Following dismissal of Virginia 1, EPTC continued to obtain new facts that led it to believe that there yet additional co-conspirators acting in concert with Flatirons.to misappropriate EPTC’s intellectua; propety otherwise harm EPTC in violation of law. Many of these new facts were discovered indirectly through a public records act request.

12. Unfortunately, the process of vetting the new facts were materially delayed when two of the defendants later named took action to delay public record requests. The facts are detailed in the Order to Show Cause filed July 18, 2025 by Stephen Miller. See my blog coverage in Town of Glenrock Wyoming Target of Show Cause in Wyoming Public Records Act Request Over QSF – Structured Settlements 4Real®Blog 2025 from July 18, 2025 and then Court Grants Miller’s Motion for Limited Discovery in Glenrock from October 29, 2025.

13. The Virginia II complaint named 10 additional parties from those in Virginia 1. The Virginia jurisdiction was based on contractual provisions between EPTC and the various parties, the bulk of evidence being situated in the Coomonwealth of Virginia and the Defendants’ actions targeted at Virginia.

14. EPTC performed a review of available public records and determined that Flatirons Bank is a Colorado state-cartered bank registered with the Colorado Secreatry of State, with two Colorado locations, and Boulder being its primary place of business. Flatirons has no public offices in Wyoming and is not regiistered to the Secretary of State for Wyoming according to Kott’s affidavit. Upon its review, EPTC was unable to find any registration or licnesure that would eprmit Flatirons to conduct banking in the State of Wyoming, according to Kott.