The opinion of the court was delivered by: Judge Joan B. Gottschall
MEMORANDUM OPINION & ORDER
Plaintiff Johnnie F. Flournoy, Jr. brought this action against Defendants Terry McCann, Parthasarathi Ghosh, and Wexford Health Sources, Inc. ("Wexford") (collectively, "Defendants"), based on Defendants' alleged failure to provide adequate medical treatment to Flournoy while he was incarcerated at the Stateville Correctional Center ("Stateville"). See Third Am. Compl. (Doc. No. 106). This matter comes before the court on Wexford's motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(6). For the reasons set forth below, Wexford's motion is granted.
Flournoy suffers from glaucoma, a degenerative eye disease. Third Am. Compl. ¶ 12. While Flournoy was incarcerated at Stateville, Defendants allegedly failed to refill his prescriptions in a timely manner, and ignored his repeated requests to see an eye doctor. See id. ¶¶ 15-54. As a result of Defendants' neglect, Flournoy's condition worsened significantly. See, e.g., id. ¶ 33.
Flournoy filed a complaint against McCann, the warden of Stateville, Ghosh, the prison's medical director, and Wexford, a third-party medical contractor, stating claims against McCann and Ghosh pursuant to 42 U.S.C. § 1983 and the common law of negligence. See id. ¶¶ 4-6, 55-79. Flournoy's claim against Wexford is for breach of contract. See id. ¶¶ 5, 80-83. At all times relevant to the complaint, Wexford was obligated under a contract with the Illinois Department of Corrections ("IDOC") to provide medical services to inmates at Stateville. See id. ¶¶ 7-8. The terms of the agreement are memorialized in the "Contract for Services Between Illinois Healthcare and Family Services Illinois Department of Corrections and Wexford Health Sources, Inc." (the "Contract"), attached as Ex. A to Flournoy's complaint. Wexford allegedly breached the Contract by failing to provide Flournoy with adequate medical care. See id. ¶ 82. Flournoy claims to be a "third party beneficiary" to the Contract such that he has standing to sue thereunder. See id. ¶ 81.
Rule 12(b)(6) allows a defendant to seek dismissal of a complaint that fails to state a claim upon which relief can be granted. Fed. R. Civ. P. 12(b)(6). On a Rule 12(b)(6) motion the court must accept as true the allegations of the complaint and draw all reasonable inferences in favor of plaintiff. Pisciotta v. Old Nat'l Bancorp, 499 F.3d 629, 633 (7th Cir. 2007) (internal citation omitted). Legal conclusions, however, are not entitled to any assumption of truth. Ashcroft v. Iqbal, 129 S.Ct.1937, 1940 (2009). To survive a Rule 12(b)(6) motion, "the complaint need only contain a 'short and plain statement of the claim showing that the pleader is entitled to relief.'" EEOC v. Concentra Health Servs., Inc., 496 F.3d 773, 776 (7th Cir. 2007) (quoting Fed. R. Civ. P. 8(a)(2)). However, the allegations must provide the defendant with "fair notice of what the . . . claim is and the grounds upon which it rests." Bell Atl., Corp. v. Twombly, 550 U.S. 544, 555 (2007) (citing Conley v. Gibson, 355 U.S. 41, 47 (1957)). The plaintiff need not plead particularized facts, but the factual allegations in the complaint must be sufficient to "state a claim to relief that is plausible on its face[.]" Id. at 570. "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, 129 S.Ct. at 1940 (citing Twombly, 550 U.S. at 556).
Wexford argues that Flournoy's breach of contract claim should be dismissed because Flournoy is not a third party beneficiary of the Contract, and therefore lacks standing to sue. According to Wexford, Flournoy "has not alleged, nor even alluded to, any facts or contract language which supports his conclusory statement that he is a third party beneficiary." Mot. ¶ 12 (Doc. No. 129). Flournoy argues that he is a third party beneficiary of the Contract because "the Contract expressly identifies a class of people- IDOC inmates-who are to receive the benefit of medical services . . . ."*fn1 Resp. at 4 (Doc. 134). In support of his argument, Flournoy points to language in the Contract requiring Wexford to "arrange for the provision of medical services to IDOC inmates . including but not limited to . . . pharmacy, . . . optical and specialty services." Id. (citing Contract ¶ 2.3.1). Both parties, however, have overlooked a key provision in the Contract which expressly disavows the existence of any third party beneficiaries.*fn2 See Contract ¶ 4.9.7.
Under Illinois law*fn3 , there are two kinds of third party beneficiaries, intended and incidental. Rawoof v. Texor Petroleum Co., 521 F.3d 750, 758-59 (7th Cir. 2008). "An intended beneficiary is intended by the parties to the contract to receive a benefit for the performance of the agreement and has rights and may sue under the contract; an incidental beneficiary has no rights and may not sue to enforce them." Id. (citations omitted). "[T]here is a strong presumption against creating rights in a third-party beneficiary. To overcome this presumption the intent to benefit a third party must affirmatively appear from the language of the contract and the circumstances surrounding the parties at the time of execution." Wallace v. Chi. Housing Auth., 298 F. Supp. 2d 710, 724 (N.D. Ill. 2003). Of course, "[e]xpress language in the contract identifying the third-party beneficiary is the best evidence of intent to benefit that party . . . ." Id. (quoting Quinn v. McGraw-Hill Cos., 168 F.3d 331, 334 (7th Cir.1999)).
In Christakos v. Intercounty Title Co., No. 99 C 8334, 2001 WL 138896, at * 2-4 (N.D. Ill. Feb. 16, 2001), plaintiff brought a class action against Intercounty for allegedly misappropriating escrow funds in connection with a series of real estate transactions. Plaintiff also brought claims against Fidelity, arguing that she was a third party beneficiary to a reinsurance agreement between Fidelity and Intercounty. See id. The Christakos court dismissed the plaintiff's claim against Fidelity, reasoning that:
. . . the court need go no further than the reinsurance agreement itself, which expresses the intent of the parties not to confer third party beneficiary status on anyone. Here, the reinsurance agreement states 'REINSURANCE SOLELY FOR [Intercounty's] BENEFIT' and 'Nothing contained herein shall constitute as between [Intercounty] and Reinsurer . . . a contract for the benefit of a third party . . . .' Thus, plaintiff cannot be a third-party beneficiary to this contract.
Id. at *4 (citations omitted). The court held that "[p]laintiff's attempt . . . to argue the parties' intent based on matters outside the reinsurance agreement . . . cannot confer third-party beneficiary status where the language of the agreement is clear." Id.
Anderson v. BASF Corp., No. 00 C 6804, 2001 WL 1035211, at *2-3 (N.D. Ill. Aug. 4, 2001), reached a similar result. Plaintiffs sued BASF for severance benefits pursuant to an asset purchase agreement between BASF and Chemdal, plaintiffs' former employer. See id. Plaintiffs argued that they were third party beneficiaries to the agreement, and therefore had the right to sue for breach. See id. The Anderson court ...