United States District Court, N.D. Illinois, Eastern Division
MEMORANDUM OPINION AND ORDER
M. ROWLAND United States Magistrate Judge
Davidson initiated this action against Evergreen Park
Community High School District 231, alleging that it denied
him leave or use of leave as provided for in the Family and
Medical Leave Act (FMLA), 29 U.S.C. § 2917. Davidson
also alleges that Evergreen Park fired him because of his use
of FMLA leave and in doing so breached its agreement to
accept his retirement date at the end of the 2016-2017 school
year. The Court has jurisdiction pursuant to 28 U.S.C.
§§ 1331 and 1367. The parties have consented to the
jurisdiction of the United States Magistrate Judge, pursuant
to 28 U.S.C. § 636(c). Defendant has filed a Motion to
Dismiss Counts III and IV of the Amended Complaint. For the
reasons set forth below, the Motion is granted.
December 2012, Davidson notified Evergreen Park of his intent
to retire at the end of the 2016-2017 school year, which was
accepted by Evergreen Park in January 2013. (Compl.
¶¶ 2, 3, 6). In August 2014, Davidson sought leave
under the FMLA to care for his wife who was suffering from a
serious health condition. (Id. ¶¶ 8, 17).
Evergreen Park failed to make a determination as to whether
Davidson’s wife’s illness was a FMLA-qualifying
event. (Id. ¶ 19). Evergreen Park fired
Davidson on April 1, 2015, at least in part because of his
use of leave that was or would have been protected by the
FMLA. (Id. ¶ 12).
purpose of a motion to dismiss pursuant to Rule 12(b)(6) is
to test the sufficiency of the complaint, not to decide its
merits. Gibson v. City of Chicago, 910 F.2d 1510,
1520 (7th Cir. 1990). A Rule 12(b)(6) motion to dismiss must
be considered in light of the liberal pleading standard of
Rule 8(a)(2), which requires only “a short and plain
statement of the claim showing that the pleader is entitled
to relief.” “Specific facts are not necessary;
the statement need only give the defendant fair notice of
what the claim is and the grounds upon which it rests.”
Erickson v. Pardus, 551 U.S. 89, 93 (2007) (per
curiam) (internal citations and alterations omitted).
Determination of the sufficiency of a claim must be made
“on the assumption that all allegations in the
complaint are true (even if doubtful in fact).”
Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 555
(2007) (emphasis omitted).
Breach of Contract
Count III, Davidson alleges that Evergreen Park entered into
an agreement with him when it accepted his offer to retire at
the end of the 2016-2017 school year. (Compl. ¶ 39).
Davidson further alleges that despite performing all of his
obligations under the agreement, Evergreen Park breached the
agreement by terminating his employment in April 2015.
(Id. ¶¶ 40-41). Evergreen Park contends
that Davidson cannot state a claim for breach of contract
“because no contract existed between the parties that
prevented the School District from discharging him.”
maintain a breach of contract claim under Illinois law,
“a plaintiff must plead and prove the existence of a
contract, the performance of its conditions by the plaintiff,
a breach by the defendant, and damages as a result of the
breach.” Kopley Grp. V., L.P. v. Sheridan Edgewater
Properties, Ltd., 876 N.E.2d 218, 226 (Ill.App.Ct.
2007); accord Reger Dev., LLC v. Nat’l City
Bank, 592 F.3d 759, 764 (7th Cir. 2010); Carpenter
v. Sirva Relocation, LLC, No. 11 C 7623, 2013 WL
6454253, at *4 (N.D. Ill.Dec. 9, 2013).
support of its motion to dismiss, Evergreen Park attaches
Davidson’s offer to retire and Evergreen Park’s
approval of his request. (Mot. Exs. A, C). In
Davidson’s offer to retire, he notified Evergreen Park
of his “intention to retire effective on the last day
of the 2016-17 school year.” (Id. Ex. A). In
response, Evergreen Park stated that “the Board of
Education [has] approved your request to retire at the end of
the 2016-17 school year, in accordance with the provisions in
the 2009-13 Education Association collective bargaining
agreement.” (Id. Ex. C).
preliminary matter and pursuant to Rule 12, if the court
considers matters outside the pleadings presented in a motion
to dismiss, the motion “must be treated as one for
summary judgment under Rule 56, ” and “[a]ll
parties must be given a reasonable opportunity to present all
the material that is pertinent to the motion.”
Fed.R.Civ.P. 12(d). However, “[d]ocuments are not
‘matters outside the pleadings’ within the
meaning of Rule 12(d) if they are documents to which the
Complaint had referred, that are concededly authentic, and
that are central to the plaintiffs’ claim, and
therefore the court may consider such documents when ruling
on a 12(b) motion without converting the motion to a motion
for summary judgment.” TCC Historic Tax Credit Fund
VII, L.P. v. Levenfeld Pearlstein, LLC, No. 11 C 8556,
2012 WL 5949211, at *2 (N.D. Ill. Nov. 27, 2012) (alterations
omitted) (citing Santana v. Cook County Bd. of
Review, 679 F.3d 614, 619 (7th Cir. 2012)). Here, the
offer to retire and Evergreen Park’s approval of the
request is referred to in the Complaint and is central to
Davidson’s breach of contract claim. (Compl.
¶¶ 2-3, 39). Further, Davidson acknowledges that
the documents are authentic. (Resp. 2). Therefore, the Court
will consider these two documents without converting
Evergreen Park’s motion to a motion for summary
legally enforceable contract is an exchange, ” which
includes “offer, acceptance, and consideration.”
Sheller by Sheller v. Frank’s Nursery & Crafts,
Inc., 957 F.Supp. 150, 154 (N.D. Ill. 1997). “It
is a basic tenet of contract law that in order for a promise
to be enforceable against the promisor, the promisee must
have given some consideration for the promise.”
Gibson v. Neighborhood Health Clinics, Inc., 121
F.3d 1126, 1130 (7th Cir. 1997); accord Vassilkovska v.
Woodfield Nissan, Inc., 358 Ill.App.3d 20, 26 (2005);
Zirp-Burnham, LLC v. E. Terrell Associates, Inc.,
356 Ill.App.3d 590, 600 (2005) (consideration is a necessary
element to the formation of any binding contract).
“Consideration is defined as a bargained-for exchange,
whereby the promisor . . . receives some benefit, or the
promisee . . . suffers detriment.”
Vassilkovska, 358 Ill.App.3d at 26. Thus, in order
for Davidson’s offer to keep working through the
2016-2017 school year to constitute an enforceable contract,
there must be some detriment to Evergreen Park, or some
benefit to Davidson, that was bargained for in exchange.
contends that the agreement required Evergreen Park “to
pay additional money and employ Davidson, and Davidson agreed
to work for four more years before-literally-ending his
tenure.” (Resp. 4). In other words, Davidson argues
that by agreeing to surrender his tenure, which gave
Evergreen Park “the abil ity to engage in strategic
planning around Davidson’s succession, [Evergreen Park]
agreed to keep him employed for another four years, as well
as provide him additional money.” (Id.). But
the letters exchanged do not contain these terms. See
Eichengreen v. Rollins, Inc., 325 Ill.App.3d 517, 521
(2001) (“Traditional contract interpretation principles
in Illinois require that: an agreement, when reduced to
writing, must be presumed to speak the intention of the
parties who signed it. It speaks for ...