Jones v. Mazda Financial Services et al

IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MARYLAND
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IYAPO CLINTON JONES, SR.,
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Plaintiff,
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v.
* 	Civil No. 25-1090-BAH
MAZDA FINANCIAL SERVICES ET AL.,
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Defendants.
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* 	* 	* 	* 	* 	* 	* 	* 	* 	* 	* 	*
MEMORANDUM OPINION
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Plaintiff Iyapo Clinton Jones, Sr. ("Jones"), proceeding pro se, sues Mazda Financial
·services ("MFS"), Heritage Mazda Catonsville ("Heritage Mazda"), and Toyota Motor Credit
Corporation ("TMCC") (collectively ''Defendants"), alleging wrongful repossession (Count I),
breach of contract (Count II), negligence (Count III), conversion (Count IV), and unjust
·enrichment (Count V). ECF 1. Pending before the Court are Heritage Mazda's motion to dismiss,
ECF 6, and MFS and TMCC's motion to dismiss, ECF 10. 	Jones filed an opposition, ECF 14,
along with a supplement to the opposition with exhibits, ECF 15. MFS and TMCC filed a reply.
·ECF 18. 	All filings include memoranda of law, and Jones' opposition and supplement include
exhibits. 1 The Court has reviewed all relevant filings and finds that no hearing is necessary. •See
Loe. R. 105.6 (D. Md. 2025). Accordingly, for the reasons stated below, both motions to dismiss
.are GRANTED.
•1 The Court references all filings by their respective ECF numbers and page numbers by the ECF-
generated page numbers at the top of the page.
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I. 	BACKGROUND
The following facts are drawn from Jones' complaint, which the Court will "accept as true
... and construe[] in the light most favorab.le to the plaintiff." 	Wikimedia.Found. v. Nat'! Sec.•
Agency, 857 F.3d 193, 208 (4th Cir. 2017) (citing SD3, LLC v. Black & Decker ([J.S.) Inc., 801.
F.3d 412, 422 (4th Cir. 2015)). 	Jones "financed a 2020 Nissan Versa through the Defendants."
ECF 1, at 411. "On October 1, 2024," he "sent a coupon for $19,347.71 to [MFS]" along with
"formal requests for full accounting and debt discharge." Id. 13. Jones then sent a "Second Notice
and Right to Cure ... reserv[ing] the right to settle any remaining amount under his security
interest within 45 days," and a "Memorandum of Fact, Law, and Equity asserting his legal
protections ... demanding cessation of unauthorized collection and repos_session· attempts." Id. at
• 4-5 11 4-5. 	Despite his demands, Jones alleges that "Defendants failed to properly apply the
coupon" and "repossess[ed his] vehicle on December 3, 2024." Id. at 516.
Jones sent MFS a number of documents in protest of the repossession. See id. 1 7 ("Final
Notice of Fault" sent to MFS), at 6 1 8 (Jones "a UCC-1 Financing Statement"), 1 8 (Jones
"submitted a Financial Regulation Consumer Complaint Form"), 1 10 ("Conditional Acceptance
Notice, Final Notice for Settlement, and National Security Interest Disclaimer" sent to MFS), at 7
1 11 (Jones filed a "UCC-3 Financing Statement Amendment), 1 12 ("Urgent Inquiry Regarding
Debt Collection of Repossession Practices" s_ent to MFS). 	Jones alleges that Defendants' failure
to respond to his various documents and filings "constitute breach of contract, negligence,
wrongful repossession, conversion, unjust emichment, and violations of consumer protection·
laws." Id. at 8114.
In response to the complaint, Heritage Mazda, MFS, and TMCC filed their respective
motions to dismi~s, ECF 6 (Heritage Mazda); ECF 10 (MFS and TMCC), which are now ripe for'
resolution.
2
II
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II. 	LEGAL STANDARD
Federal Rule of Civil Procedure 12(b)(6) governs dismissals for failure to "state a claim
upon which reiief can be granted." In considering a motion under this rule, courts discount legal
conclusions stated in the complaint and "accept as true all of the factual allegations contained in
'the complaint." Erickson v. Pardus, 551 U.S. 89, 94 (2007); see also Ashcroft v. Iqbal, 556 U.S.
662, 678 (2009). 	A court then draws all reasonable inferences in favor of the plaintiff and
considers whether the complaint states a plausible claim for relief on its face. Nemet Chevrolet,
·Ltd v. 	Consumerajfairs.com, Inc., 591 F.3d 250, 253 (4th Cir.. 2009). 	"A claim has facial
plausibility when the plaintiff pleads factual content that allows the court to draw the reasonable
inference that the defendant is liable for the misconduct alleged." Iqbal, 556 U.S. at 678'.
"The complaint must offer 'more than labels and conclusions' or 'a formulaic recitation of
the elements of a cause of action[.]'" Swaso v. Onslow Cnty. Bd. ofEduc., 698 F. App'x 745, 747
(4th Cir. 2017) (quoting Bell At!. Corp. v. Twombly, 550 U.S. 544,555 (2007)). At the same time,
.a "complaint will not be dismissed as long as [it] provides sufficient detail about [the plaintiffs]
claim to show that [the plaintiff] has a more-than-conceivable chance of success on the merits."
Owens v. Bait. City State's Att'ys Off, 767 F.3d 379,396 (4th Cir. 2014).
Because Plaintiff brings this suit pro se, the Court must liberally construe his pleadings,
holding them to a less stringent standard than those drafted by attorneys. Haines v. Kerner, 404
U.S. 519, 520 (1972). 	This leniency has its limiis, though. 	"A court may not construct the
plaintiffs legal arguments for him, nor is a district court required to recognize 'obscure or
extravagant claims defying the most concerted efforts to unravel them.'" Runge v. Barton, Civ.
No. 6:08-0231-GRA, 2009 WL 3245471, at* 1 (D.S.C. Oct. 2, 2009) (first citing Small v. Endicott,
998 F.2d 411 (7th Cir. 1993); and then quoting Beaudet/ v. City of Hampton, 775 F.2d 1274, 1277
(4th Cir. 1985)), ajf'd, 368 F. App'x 361 (4th Cir. 2010).
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A. 	Consideration of Exhibits
Jones has filed twenty-six exhibits in support of his response in opposition to the motions
to dismiss. See ECF 15. Courts may, at the motion to dismiss stage, consider "documents attached
to the complaint, 'as well as those attached to the motion to dismiss, so long as they are integral to
the complaint and authentic."' 	Fusaro v. Cogan, 930 F.3d 241, 248 (4th Cir. 2019) (quoting
Philips v. Pitt Cnty. Mem. Hosp., 572 F.3d 1.76, 180 (4th Cir. 2009)). 	A document is "integral"
when "its very existence, and not the mere information it contains, gives rise to th~ legal rights
asserted." Chesapeake Bay Found., Inc. v. Severstal Sparrows Point, LLC, 794 F. Supp. 2d 602,
611 (D. Md. 2011) (citation omitted) (emphasis omitted). 	As an example, "documents that
'constitute the core of the parties' contractual relationship' have been found to be integral in a
breach of contract dispute." 	Fisher v. Maryland Dep't of Pub. Safety & Corr. Servs., Civ. No.
JFM-10-0206, 2010 WL 2732334, at *2 (D. Md. July 8, 2010) (quoting Walkerv. S. W.lFT. SCRL,
517 F. Supp. 2d 801, 806 (E.D. Va. 2007)). 	Nearly all of the exhibits filed by Jones are not
"integral" to his claims in that they do not appear to "give[] rise to the legal rights" asserted in the'
complaint. 	Chesapeake Bay Found., 794 F. Supp. 2d at 611. 	However, the Court observes that
Jones attaches the "payment coupon" that he alleges discharged his debt and gives rise to his
wrongful possession, breach of contract, conversion, and unjust enrichment claims. See ECF 15-·
4, at 1. As such, the Court will consider the ''coupon" in analyzing the motion to dismiss but will
• exclude the remainder of the exhibits as non-integral documents. See Fisher, 2010 WL ~732334,
at *3 (noting that if a court disregards a non-integral document, it "should 'expressly exclude any.
attached, supported materials."' (citing Bay Tobacco, LLC v. Bell Quality Tobacco Prods., LLC,
261 F. Supp. 2d 483,498 (E.D. Va. 2003))).
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III. 	ANALYSIS
A. 	Heritage Mazda's Motion to Dismiss
Heritage Mazda moves to dismiss Jones' complaint pursuant to Rule 12(b)(6), asserting
that Jones "has failed to allege any facts concerning the role of Heritage Mazda" in relation to his
·claims. 	ECF 6-1, at 3. 	Jones counters that Heritage Mazda "initiated the contract and profited
from the transaction" and that he "is not required to itemize each fact per Defendant at the pleading
stage." ECF 14, at 3. The Court observes that throughout the complaint, Jones generally does not
.identify which Defendant carried out certain alleged acts and instead references the conduct of
'-'Defendant" or "Defendants." See ECF 1, at 4-8. And while Jones identifies Heritage Mazda as
a Defendant, the Court agrees that the complaint does not provide "any specificity of alleged
_actions on the part ofHeritage Mazda." ECF 6-1, at 3.
"[D]etermining whether a complaint states a plausible claim for relief is a 'context-specific
task."' Langford v. Joyner, 62 F.4th 122, 126 (4th Cir. 2023) (quoting Iqbal, 556 U.S. at 679). "It
_is not a categorical rule that a complaint that makes allegations collectively against Defendants
will never survive a motion to dismiss." Heym v. APG Haus., LLC, Civ. No. JRR-23-2092, 2024
WL 2302306, at *3 (D. Md. May 21, 2024) (intemaf quotation marks omitted) (quoting Langford,
62 F.4th at 126). 	But where a plaintiff employs a "'global manner of pleading,"' he must still
allege "' sufficient facts to allow the court to infer liability as to each defendant."' Langford, 62
F.4th at 126 (first citing Barrett v. Bd. ofEduc. ofJohnston Cnty., 590 F. App'x 208, 211 (4th Cir.
2014) (per curiam); and then citing Iqbal, 556 U.S. at 676 (emphasis in original)). 	"A pleading
cannot simply 'lump[] [Defendants] together in the complaint without sufficient detail,' or further
without 'alleging any facts specific to each entity.' 1' 	Heyrrt, 2024 WL 2302306, at *3 (quoting
Wormack v. Caesars Baltimore Mgmt. Co., LLC, Civ. No. SAG-22-01108, 2022 WL 2668183, at
*5 (D. Md. July 11, 2022)). 	'"[A]t this early stage in the litigation, a plaintiff will not come to
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court fully armed with the requisite facts to prove their case,' but the plaintiff still must allege_
'sufficient facts to allow the court to infer liability as to each defend.ant."' Id. ( quoting Langford,
62 F.4th at 126) (emphasis in Langford).
The Court agrees that the complaint fails to allege that Heritage Mazda played a role in the
events that give rise to Jones' claims. The claims asserted arise out of the repossession of Jones'
vehicle for non-payment of his loan, see ECF 1, at 8-13, and Jones does not allege any facts to
show that Heritage Mazda had any involvement in the collection or enforcement of the loan. Jones
asserts in his opposition that Heritage Mazda's role was to "initiate[] the contract and profit □ from
the transaction." 	ECF 14, at 3. 	But on the face of the complaint, Jones does not allege that he
entered into a contract with Heritage Mazda, or that Heritage Mazda was involved in the issuance
of the loan whose alleged non-payment lead to the repossession at the heart of Jones' claims. Cf
Wright v. Nationstar Mortgage, LLC, et al., Civ. No. PJM-14-3991, 2016 WL 1077164, at *5 n.12
(D. Md. Mar. 18, 2016) (dismissing claims related to a property foreclosure against a defendant
bank where the plaintiff "fail[ed] to describe how BANA has had any connection to the Loan or
the actions taken with regard to the Loan"), ajf'd sub nom. Wright v. Nationstar Mortg., LLC, 674
F. App'x 325 (4th Cir. 2017). In fact, Jones does not allege any conduct by Heritage Mazda at all,
only statiμg that Heritage Mazda "is an automobile dealership ... engaging in the sale, financing,
. and servicing of Mazda vehicles." 	ECF I, at 2. 	Jones also provides .in his opposition that he
"entered into a Motor Vehicle Retail Installment contract with Mazda Financial Services," not
Heritage Mazda. 	ECF 14-2, at 2 (emphasis added). 	Even under the most generous reading·
afforded to a pro se litigant, the complaint is devoid of any alleged conduct for which Heritage
Mazda could be held liable. Accordingly, Jones fails to allege "sufficient facts to infer liability"
as to Heritage Mazda, and the claims against it must be dismissed. See Langford, 62 F.4th at 126."
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B. 	MFS and TMCC's motion to dismiss
MFS and TMCC move to dismiss all of Jones' claims because he has .failed to state a
plausible claim for relief, or in the alternative, for an order compelling Jones to provide a more
definite statement of his claims under Rule 12(e). ECF 10-1, at 2. The Court notes at the outset
.that Jones provides a number of citations in his complaint, including to, inter alia; various
provisions of the Uniform Commercial Code ("UCC") and the Truth in Lending Act, 15 U.S.C. §
1601 et seq. See ECF I, at 3. It is not clear to the Court whether Jones seeks to bring claims under
,those laws, given that Jones clearly asserts five claims for relief under Maryland law. 2 ECF I, at
8-13. The Court will confine its analysis to the claims actually pied in the complaint. Cf Butzner
v. Potter, Civ. No. WDQ-07-1532, 2008 WL 11509399, at *2 n.2 (D. Md. Jan. 31, 2008) (where
a plaintiff mentioned several federal statutes but failed to state their relationship to the cause of
action, the Court "only address[ed) those claims actually pied in [the) complaint").
I. 	Wrongful Repossession (Count I)
Jones alleges that Defendants wrongfully repossessed his vehicle in violation of Md. Code
Ann. Commercial Law ("CL") § 12-1021, after failing "to apply [his) accepted coupon of
$·19,347.71 towards [his] debt balance." 	ECF I, at 8. 	MFS and TMCC assert that "it does not
appear that Jones tendered actual payment to the Defendants, only a coupon that he alleged
satisfied or reduced the alleged debt," and Jones otherwise "provides no amount of factual support
for the assertion that the Defendants had no legal authority to enforce the contract." ECF I 0-1, at
3. The Court agrees with MFS and TMCC.
2 The Court also notes that "[t]he UCC is a 'model code' that 'does not itself have the force of
law .... Instead, it has, been enacted with modifications iri the several states."' 	Starr v. VSL
Pharms., Inc., 509 F. Supp. 3d 417,444 (D. Md. 2020) (citing Linear Tech. Corp. v. Micrel, Inc.,
275 F.3d 1040, 1048 (Fed. Cir. 2001)).
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The Maryland Credit Grantor Closed End Credit Provisions ("CLEC"), which includes CL·
§ 12-1021, '!establishes notice and other detailed procedural requirements for the repossession and
sale of collateral." McDaniels v. Westlake Servs., LLC, Civ. No. ELH-11-1837, 2014 WL 556288,
at *2 (D. Md. Feb. 7, 2014) (citing ,CL§ 12-1021). CLEC auihorizes a credit grantor to "repossess.
tangible personal property securing a loan under an agreement, note, or other evidence of the loan
if the consumer borrower is in default." CL§ 12-1021(a)(l).
The facts asserted by Jones do not create a plausible inference of wrongful repossession.
Jones asserts that on October 1, 2024, he "sent a coupon for $19,347.71" to be applied to his debt. 3
ECF 1, at 413 (emphasis added). 	He ~!so requested a "full accounting and debt discharge," to
which MFS or TMCC did not respond. Id 	As noted by MFS and TMCC, "it does not appear that
Jones. tendered actual payment" on his debt, and Jones does not assert that he did so. ECF 10-1,
at 3. Instead, Jones argues that "use of a remittance coupon accompanied by notice and conditional
acceptance ... forms a basis for estoppel and waiver"-but he provides no support for this
proposition. ECF I 4, at 2. The evidence submitted by Jones further demonstrates that he did not
submit any actual payment on his account. 	The purported payment coupon provided by Jones is
merely a billing statement from MFS, reflecting that Jones owed an outstanding balance on his
. vehicle loan and $425.19 in past due payment. 	See ECF 15-4, at 1. Jones wrote "Accepted" on
the document and then filled out the payment.receipt portion at the bottom of the billing statement
with the amount of$19,347.71, printed the name "Iyapo Maker," and signed it with the notation,
3 Jones asserts in his complaint that MFS/TMC;C "accepted" the coupon. 	ECF 1, at 4. 	In his
opposition,-however, Jones clarifies that MFS/TMCC only "failed to rebut the offer" of his coupon,
which he interprets as an "acquiesce[nce] under contract law principles." 	ECF 14, at 2. 	Given
this contradiction, as well as MFS/TMCC's argument to the contrary, see ECF 18, at 3 ("It is
implausible that Defendants would relinquish their collection rights or lead Plaintiff to believe his
debt was paid without furnishing legal tender."), the Court does not find it plausible that
MFS/TMCC accepted a coupon as payment for Jones' debt.
8
II
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"without recourse." 	Id. 	There is no actual payment or receipt of payment attached to the
."coupon.".
MFS 	and TMCC 	contend that "an allegation that [a remittance/payment coupon]
constituted a lawful manner to discharge a debt is implausible." ECF 10-1, at 3 (quoting Vaughn
y. Ally Fin., Inc., No. 1:24-CV-6, 2024 WL 4349088, at *2 (M.D.N.C. Sept. 30, 2024)). The Court
concurs. Without any assertion that Jones tendered actual payment to MFS or TMCC to clear his
debt, Jones fails to conceivably allege that he was not in default on the loan for the repossessed.
_vehicle, negating any inference in support of an unlawful repossession claim. Cf Williams v. Cap.
One Fin. Corp., No. 5:24-CV-350-M-RJ, 2025 WL 938994, at *I (E.D.N.C. Mar. 27, 2025)
(declining to treat "hand-annotated credit card statement as valid 'debt securities' capable of
discharging [the plaintiff's] payment obligations," and noting that the plaintiffs "arguments are
nearly identical to other claimants' failed attempts to avoid paying their debts through their own
manufactured documents rather than actual payment") (collecting cases).
In his opposition, Jones raises for the first time an allegation that MFS or TMCC failed to
"provide proper written notice before repossession" in violation of Maryland law. ECF 14-2, at 3.
However, Jones "cannot amend [his] complaint[] through briefing" and therefore this assertion is
"not properly before the Court and cannot be considered." 	Nunez v. Eagles Beachwear &
Swimwear of Myrtle Beach, No. 4:24-CV-3002-JD-KDW, 2025 WL 1625592, at *4 (D.S.C. Feb.
19, 2025) (quoting S. Walk at Broadlands Homeowner's Ass'n v. Openband at Broadlands, LLC,
713 F.3d 175, 184 (4th Cir. 2013)), report and recommendation adopted, No. 4:24-CV-03002-JD,
2025 WL 1540585 (D.S.C. May 30, 2025); see also Mylan Labs., Inc. v. Akzo, N. V., 770 F. Supp.
1053, 1068 (D. Md. 1991) ("It is axiomatic that the.complaint may not be amended by the briefs
in opposition to a motion to dismiss."); Glenn v. Wells Fargo Bank, N.A., Civ. No. DKC-15-3058,
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2016 WL 3570274, at *9 (D. Md. July 1, 2016) ("[A]llegations raised for the first time in response·
to a motion to dismiss are not properly considered by the court."). 	Even if this contention were
properly raised, Jones provides only a conclusory assertion that "Defendants failed to provide the
requisite notice, resulting in wrongful possession," without any factual. enhancement to state a·
plausible claim. ECF 14-2, at 3. Jones' wrongful repossession claim is dismissed.
2. 	Breach of Contract (Count II)
Jones alleges breach of contract based on, among other things, a failure to honor his.
"coupon" as payment and ignoring his demand for debt discharge. ECF 1, at 9. Jones also claims
that a breach of contract arises from the alleged "securitization or sale of the promissory note" by
Defendants, which Jones asserts they failed to disclose to him in violation of the implied covenant_
of good faith and fair dealing. Id. at 10. MFS and TMCC counter that Jones "fails to state with
certainty" the contractual obligations that were owed or the breach of the obligation. 	ECF 10-1,
at 4. 	They further argue that Jones fails to allege a breach _of good faith because "[h]e does not
state when this alleged sale occurred, to whom, nor does he provide any information about
Defendant's status in regard to the contract."· Id. at 5.
In Maryland, "to prevail in an action for breach of contract, a plaintiff must prove that the
defendant owed the plaintiff a contractual obligation and that the defendant breached that
obligation." 	Taylor v. NationsBank, N.A., 776 A.2d 645, 651 (Md. 2001). 	Jones' breach of
contract claim appears to be premised on his "financ[ing of] a 2020 Nissan Versa. through
Defendants." ECF 1, at 4. However, Jones does not assert that any named Defendant owed him
a contractual obligation to honor his remittance coupon as payment or to do any of the other above-
listed acts that Jones asserts constitutes a breach of contract. He also does not identify any terms
of the contract that purportedly give rise to these alleged obligations. 	In fact, the complaint
contains no factual content addressing any specific contractual obligations between the parties.
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Notably, Jones did not include the financing contract between the parties as one of the twenty-six
_exhibits submitted in support of his complaint. See ECF 15; D.C. Water & Sewer Auth. v. Samaha
Assocs., PC, 729 F. Supp. 3d 511, 517 (D. Md. 2024) ("Generally, a contract is integral in a breach
of contract dispute.") (collecting cases). 	Instead, Jones provides nothing more than conclusory
statements asserting that a breach of contract occurred. See ECF 1, at 9-10. Jones likewise does
not provide any factual allegations supporting a breach of the duty of good faith and fair dealing.
More than "naked assertions devoid of further factual enhanceme~t" are required to state a claim.
Iqbal, 556 U.S. at 678 (quoting Twombly, 550 U.S. at 557). 	The complaint fails to adequately
plead a breach of contract.
3. 	Negligence (Count III)
Jones brings a claim of negligence, asserting that Defendants breached a duty to "act
reasonably, truthfully, and in good faith regarding the administration of [Jones'] account" and
"breached this duty." ECF 1, at 11. MFS and TMCC counter that "Jones has failed to adequately
state the circumstance which created a duty owed to him" by MFS and TMCC, and similarly failed
to state "how that duty was allegedly breached." ECF 10-1, at 6.
Jones' negligence claim fails because he has not alleged that MFC and TMCC owed him
any legal duties or obligations outside of the scope of the contractual relationship. Under Maryland
'!aw, "[t]o establish a cause of action in negligence a plaintiff must JJrDVe the existence of four
elements: a duty owed to him (or to a class of which he is a part), a breach of that duty, a legally.
cognizable causal relationship between the breach of duty and the harm suffered, and damages."
·Jacques v. First Nat. Bank of Maryland, 515 A.2d 756, 758 (Md. 1986). 	"[W]hen analyzing a
negligence action[,] it is customary to begin with whether a legally cognizable duty exists,"
Pendleton v. State, 921 A.2d 196, 204 (Md. 2007), because "absent' that duty, there can be no
·negligence," Ashburn v. Anne Arundel Cnty., 510 A.2d 1078, 1083 (Md. 1986). However, "[t]he
11 	.
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mere negligent breach of a contract, absent a duty or obligation imposed by_ law independent of
that arising out of the contract itself, is not enough to sustain an action sounding in tort." Heckrotte
v. Riddle, 168 A.2d 879,882 (Md. 1961). "In ordinary loan transactions, the relationship between
a debtor and a creditor is a contractual one, -and is not fiduciary in nature." Barry v. EMC Mortg.,·
Civ. No. DKC-10-3120, 2011 WL 2669436, at *6 (D. Md. July 6,2011) (citing Pease v. Wachovia
SBA Lending, Inc., 6 A.2d 867, 889 (Md. 2010) (Adkins, J., concurring in part and dissenting in
part)). 	Jones does not identify any additional source for the duties he references outside of the·
vehicle loan con.tract. Without any special duty, MFS and TMCC, as lenders, do not owe Jones a
duty in tort. 	See Parker v. Columbia Bank, 604 A.2d 521, 535 (Md. App. 1992) (holding that .
where there is "no contractual basis for a special duty of care is alleged, a lender owes no duty of.
care to its borrower"). 	Accordingly, Jones has failed to plead facts to establish his claim of
negligence and this claim is _dismissed.
4 .• 	Conversion (Count IV)
Jones brings a claim of conversion, alleging "Defendants unlawfully took possession of
the Plaintiffs vehicle" after he paid with a coupon. 	ECF 1, at 12. 	MFS and TMCC assert that
"Jones has failed to allege that he was not in payment default at the time of repossession, and
therefore had a property interest in the vehicle and right to possession." ECF 10-1, at 7.
In Maryland, "'conversion' is any distinct act of ownership or dominion exerted by one
'
person over the personal property of another in denial of his right or inconsistent with it." Allied
Inv. Corp. v. Jasen, 731 A.2d 957, 963 (Md. 1999) (quoting Interstate Ins. Co. v. Logan, l 09 A.2d
904, 907 (Md. 1954)). 	"[T]he gist of a conversion is not the acquisition of the property by the
wrongdoer, but the wrongful deprivation of a person of property to the possession of which he is
entitled." Wallace v. Lechman & Johnson, Inc., 732 A.2d 868,874 (Md. 1999); see also Basha v.
Liu Xuejie, Civ. _No. PX-19-380, 2021 WL. 242495, at *5 (D. Md. Jan. 25, 2021) (applying
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Maryland common law of conversion). Jones fails to allege that he was entitled to the repossessed
_vehicle at issue for the same reason that he failed to plead a wrongful repossession claim-.payment
of a debt with a self-manufactured coupon does not create a plausible inference that Jones paid his
debt, was not in default of the loan, and thus entitled to possession of the vehicle. 	See supra
Section III.B. l. Accordingly, his conversion claim is dismissed.
5. 	Unjust Enrichment (Count V)
Jones brings an unjust enrichment claim based on the alleged "refusal to honor the coupon
payment and debt discharge request." 	ECF 1, at 12. 	MFS and TMCC argue that "unjust
enrichment claims cannot be brought when the subject matter of the claim is covered by an express
contract between the parties." ECF 10-1, at 7-8 (citing Hebbeler v. First Mariner Bank, Civ. No.
ELH-17-3641, 2020 WL 1033586, at *23 (D. Md. Mar. 2, 2020)).
A Maryland claim for unjust enrichment contains three elements: (I) "[a] benefit conferred
upon the defendant by the plaintiff"; (2) "(a)n appreciation or knowledge by the defendant of the
benefit"; and (3) "[t]he acceptance or retention by the defendant of the benefit under such
·circumstances as to make it inequitable for the defendant to retain the benefit without the payment
of its value." Hill v. Cross Country Settlements, LLC, 936 A.2d 343, 351 (Md. 2007) (quoting
Berry & Gould, P.A. v. Berry, 757 A.2d 108, I 13 (Md. 2000)).
Where, as here, an express contract is present, a plaintiff cannot recover under the quasi-
contractual theory of unjust enrichment. 	See Froelich v. Erickson, 96 F. Supp. 2d 507, 524 (D.
Md. 2000), ajf'd sub nom. Froelich v. Senior Campus Living, LLC, 246 F.3d 664 (4th Cir. 2001).
Though not attached or referenced with specifics, the parties do not dispute that there is an express
contract governing the terms of the vehicle loan at issue here. 	See ECF I, at 4 ~ 1 ("Plaintiff
financed a 2020 Nissan Versa through the Defendants."); ECF 10-1, at 8 ("[T]here is an express
.contract covering the loan agreement between Jones and Defendants."). 	As such, Jones cannot
13
Case 1:25-cv-01090-BAH Document 20 Filed 01/13/26 Page 13 of 14

recover under an unjust enrichment claim. 	The Court acknowledges that exceptions apply in
instances of where "there is evidence of fraud or bad faith, there has been a breach of contract or	. 	. ' 	. 	. 	.
a mutual recission of the contract, when recission is warranted, or when the express contract does
;
not fully address" the entire subject matter of the claim. 	Cnty. Comm 'rs of Caroline Cnty. v. J.
Roland Dashiell & Sons, Inc., 747 A.2d 600, 608-09 (Md. 2000). However, the facts alleged here• 	' 	. 	'
reflect that these exceptions do not apply, nor does the face of the complaint even attempt to
suggest that any of the exceptions are applicable. Dismissal is therefore warranted as to this claim.·
IV. 	CONCLUSION
For the foregoing reasons, Heritage Mazda's motion to dismiss, ECF 6, is GRANTED, and
MFS and TMCC's motion to dismiss, ECF 10, is GRANTED.
A separate implementing order will issue.
Dated: January 13. 2026
i'
•i
II 14
Isl
Brendan A. Hurson
United States District Judge
Case 1:25-cv-01090-BAH Document 20 Filed 01/13/26 Page 14 of 14