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Cunningham v. UTi Integrated Logistics

April 19, 2010


The opinion of the court was delivered by: G. Patrick Murphy United States District Judge


MURPHY, District Judge

Plaintiff Dennis Cunningham (Cunningham) was terminated by his employer, Defendant UTi Integrated Logistics, Incorporated (UTi), on August 21, 2009, allegedly for using abusive language and for other inappropriate conduct (Doc. 2-2, p. 1). Cunningham alleges he was terminated wrongfully, without any disciplinary procedures and in retaliation for his prior union affiliation (Id. at pp. 2-4). As a result, Cunnigham filed a Complaint in the Circuit Court of Madison County on October 27, 2009, alleging: (1) Breach of Contract, (2) Retaliatory Discharge, and (3) Defamation (Doc. 2-2, pp. 1-5). UTi properly removed this action to this Court on December 8, 2009, based on complete diversity between the parties (Doc. 2, p. 1, citing 28 U.S.C. §§ 1441 and 1332). Then, on December 15, 2009, UTi moved to dismiss Cunningham's Complaint pursuant to Federal Rule of Civil Procedure 12(b)(6) for failing to state a claim upon which relief may be granted (Doc. 7).

In its motion, UTi disputes all of Cunningham's claims arguing that: (1) Cunningham's Complaint is "devoid of any allegation establishing the existence of a contract" or any of the other elements necessary to establish a breach of contract; (2) Cunningham fails to state a claim for retaliatory discharge because "his claim is not premised on any public policy interest recognized by Illinois courts"; and (3) Cunningham fails to plead one of "the five recognized categories for defamation per se claims" (Doc. 7, ¶ 2).*fn1 Cunningham responded on January 12, 2010, and now the Court - after carefully reviewing the pleadings and having determined that a hearing is unnecessary - rules as follows.


It is a plaintiff's burden to plead sufficient factual matter to state a claim to relief that is plausible on its face. See Ashcroft v. Iqbal, 129 S.Ct.1937, 1949 (2009), citing Bell Atlantic Corporation v. Twombly, 550 U.S. 544, 556 (2007). Under Iqbal, "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." Id., citing Twombly, 550 U.S. at 556. The Seventh Circuit Court of Appeals, in light of Iqbal and its progeny, has provided further guidance:

First, a plaintiff must provide notice to defendants of her claims. Second, courts must accept a plaintiff's factual allegations as true, but some factual allegations will be so sketchy or implausible that they fail to provide sufficient notice to defendants of the plaintiff's claim. Third . courts should not accept as adequate abstract recitations of the elements of a cause of action or conclusory legal statements.

Brooks v. Ross, 578 F.3d 574, 581 (7th Cir. 2009). Finally, "'determining whether a complaint states a plausible claim for relief will . be a context-specific task that requires the reviewing court to draw on its judicial experience and common sense.'" Cooney v. Rossiter, 583 F.3d 967, 971 (7th Cir. 2009), quoting Iqbal, 129 S.Ct. at 1950.

Cunningham's Complaint fails to set forth an adequate factual basis to make any of his claims plausible. As an initial matter, in his response Cunningham fails to accurately cite the standard applicable to a Rule 12(b)(6) motion to dismiss. Cunningham asserts that he "need not provide details"; this statement is far too general and proves too much (Doc 14, p. 2, citing, Fed.R.Civ.P. 8(a), which, ironically, makes no mention of Cunninham's proposition). Cunningham then curiously cites an irrelevant and outdated standard for a motion for judgment on the pleadings and later, he cites a case dealing with the factual content required in the employment discrimination context - a context irrelevant to any of his claims (Id.). Finally, Cunningham fails to cite the Supreme Court's recent opinion dealing with Rule 12(b)(6) pleading requirements, Ashcroft v. Iqbal, 129 S.Ct.1937, 1949 (2009). In short, Cunningham's attempt to lay out the current pleading standard misses the mark. More importantly, for the reasons outlined in greater detail below, Cunningham's factual pleadings fail to make any of his claims for relief plausible.

Breach of Contract

"Under Illinois law, a plaintiff looking to state a colorable breach of contract claim must allege four elements: '(1) the existence of a valid and enforceable contract; (2) substantial performance by the plaintiff; (3) a breach by the defendant; and (4) resultant damages.'" Reger Dev., LLC v. Nat'l City Bank, 592 F.3d 759, 764 (7th Cir. 2010). In Illinois, when an employee is hired without a fixed term and, "absent a specific contract to the contrary, employment contracts are terminable at will." Harris v. Eckersall, 771 N.E.2d 1072, 1075 (Ill.App.Ct. 2002). Moreover, "[b]ecause an at-will employee can be terminated at any time for any reason or no reason, an at-will employee has no property interest in continued employment." Id.

Here, Cunningham's breach of contract claim runs head-on into both Illinois' at-will employment doctrine and UTi's Administration Manual (Manual). In support of his breach of contract claim, Cunningham references certain employment policies set forth in the Manual. These policies, which he signed, expressly and repeatedly state in bold, underlined and all capital letters: "THIS IS NOT A CONTRACT OF EMPLOYMENT, EMPLOYMENT REMAINS AT-WILL AND MAY BE TERMINATED BY EITHER PARTY AT ANY TIME, WITH OR WITHOUT NOTICE OR REASON" (Doc. 8-1, pp. 5-9).*fn2

Nevertheless, Cunningham attempts to argue that he had a valid employment agreement with UTi because "the disclaimers on the policies are insufficient to prevent the policies from being binding upon the defendant" (Doc. 14, p. 4). In support of this proposition, Cunningham cites outdated Illinois case law, some of which has been expressly discredited by the Seventh Circuit Court of Appeals. See, e.g., Perman v. ArcVentures, Inc., 554 N.E.2d 982 (Ill.App.Ct. 1990); contra Workman v. UPS, Inc., 234 F.3d 998, 1001 (7th Cir. 2000), Freeman v. Chicago Park Dist., 189 F.3d 613, 617 (7th Cir. 1999). Moreover, Cunningham conveniently fails to acknowledge cases such as Habighurst v. Edlong Corp., where the Illinois Appellate Court found, "[t]he weight of authority in this state has held the existence of disclaiming language in an employee handbook to preclude the formation of a contract." 568 N.E.2d 226, 228 (Ill.App.Ct. 1991)(collecting cases). Cunningham therefore has not put forth any evidence, or cited any valid case law, to demonstrate why these express disclaimers should not apply to him or nullify his breach of contract claim.

At bottom, Cuningham's employment was "at-will" and the employment policies he references expressly disclaimed the creation of any contract or additional duties on the part of UTi. Further, Cunningham's promissory estoppel argument - which he raised for the first time in his response - has no merit because there was no "unambiguous promise" contained in any of the employment policies that he cites. As such, ...

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