United States District Court, N.D. Illinois, Eastern Division
Cassandra Washington on her own behalf, and on behalf of Local School Council for Stephen F. Gale Community Academy, Plaintiff,
Board of Education of the City of Chicago, Defendant.
MEMORANDUM OPINION AND ORDER
S. SHAH, UNITED STATES DISTRICT JUDGE
Cassandra Washington, and defendant, Board of Education of
the City of Chicago, executed a settlement agreement and
release of claims arising out of her employment. Washington
brings this lawsuit seeking a declaration that the agreement
is unenforceable under federal and state law; a declaration
that she is entitled to leave under the Family and Medical
Leave Act; a declaration that federal law preempts the
Illinois statute on which defendant based her termination; a
state-law writ of certiorari; and damages for defendant's
fraudulent inducement and fraudulent concealment. Defendant
moves to dismiss the complaint under Federal Rules of Civil
Procedure 12(b)(1) and 12(b)(6). For the following reasons,
the motion is granted.
12(b)(1) motion challenges jurisdiction in federal court; on
such a motion, the plaintiff bears the burden of establishing
the elements necessary for jurisdiction. Scanlan v.
Eisenberg, 669 F.3d 838, 841-42 (7th Cir. 2012). With a
12(b)(1) motion, a court may look beyond the complaint's
allegations and consider any evidence that has been submitted
on the issue of jurisdiction. Ezekiel v. Michel, 66
F.3d 894, 897 (7th Cir. 1995). By contrast, a Rule 12(b)(6)
motion “tests whether the complaint states a claim on
which relief may be granted.” Richards v.
Mitcheff, 696 F.3d 635, 637 (7th Cir. 2012). The
complaint must contain factual allegations that plausibly
suggest a right to relief. Ashcroft v. Iqbal, 556
U.S. 662, 677-78 (2009). A court may consider allegations in
the complaint and documents attached to the
complaint. Williamson v. Curran, 714 F.3d
432, 436 (7th Cir. 2013). When analyzing a motion under Rule
12(b)(1) or Rule 12(b)(6), the court accepts all well-pleaded
factual allegations as true and draws all reasonable
inferences in favor of the plaintiff. Scanlan, 669
F.3d at 841. The court need not accept legal conclusions or
conclusory allegations, however. Virnich v. Vorwald,
664 F.3d 206, 212 (7th Cir. 2011). The board invoked Rule
12(b)(1), but its motion does not substantively dispute this
court's power to hear the dispute. Its motion is,
essentially, a Rule 12(b)(6) motion arguing that Washington
has not stated a claim for relief.
is a certified and licensed school administrator and teacher
in the State of Illinois; she is African-American, and she is
over forty-years old.  ¶¶ 7-8, 16. She began
working for Chicago Public Schools in 1992. Id.
¶ 15. Since that time, she has worked as a teacher,
assistant principal, and contract principal. Id. In
February 2014, Washington signed a contract to serve as the
principal at Stephen F. Gale Community Academy. Id.
¶ 17. As a result of those contract negotiations,
Washington says that a special and confidential relationship
developed between her and Chicago Board of Education's
law department. Id. ¶ 55. Under the principal
contract, the board was obligated to pay Washington an annual
salary and certain benefits from July 1, 2014 through June
30, 2018. Id. ¶¶ 17-18. Washington says
that the principal contract could only be terminated after a
full due process hearing or after a knowing and voluntary
agreement of all of the parties, including the Local School
Council for Gale. Id. ¶ 19.
the board had an unwritten policy through which it
“systematically targeted experienced African-American
female contract principals who were more than forty years of
age for unjustified removal and dismissal from employment
before the terms of their contracts expired” in order
to replace those contract principals with “politically
connected, younger and cheaper candidates who were unlikely
to exercise their first amendment rights.” Id.
¶ 25. In furtherance of this policy, the board would
threaten to terminate these principals under 105 ILCS
5/34-8.3 and threaten to make disparaging remarks about the
principals' professionalism. Id. During the 2015
to 2016 school year, the board used this unwritten policy to
target Washington. Id. ¶ 26. Specifically,
Washington says that CPS pressured her supervisor, Philip
Salemi, to remove her from her position as the principal at
Gale. Id. ¶ 28. On May 10, 2016, Salemi issued
Washington a Corrective Action Plan, the terms of which
Washington viewed as unreasonable and unrealistic.
Id. ¶ 29. Washington says the CAP was not based
on facts and that the Human Resources Department did not
approve it, as is required by CPS policy. Id. ¶
2016, an attorney in the board's law department, James
Ciesil, contacted Washington through her union and demanded
that she resign immediately from her position as principal at
Gale or else, face involuntary termination. Id.
¶ 34. The board also issued a public warning resolution
against Washington, falsely accusing her of exhibiting
conduct that is unbecoming of a principal. Id.
¶ 35. Shortly thereafter, the board drafted the
“Settlement Agreement and General Release” and
presented it to Washington for her signature. Id.
¶ 38; see also Id. at 23-27. Washington
believes that the board did so because it wanted to
manipulate her into agreeing to leave her position, and also,
because it wanted to retaliate against her for exercising her
first amendment rights at a rally. Id. ¶ 37.
August 20, 2016, Washington signed the settlement agreement.
Id. ¶ 3; see also Id. at 27. The
settlement agreement's recitals provide: (1) Washington
is employed as principal at Gale; (2) Washington and the
Chicago Board of Education are parties to the 2014 employment
contract; (3) the board seeks to end the 2014 contract before
its end date; (4) Washington did not successfully complete
her CAP, she has been removed from her principal position at
Gale, and she has been reassigned to a “Central Office
position”; (5) Washington denies that she should have
received the CAP or that she did not successfully complete
the CAP; and (6) the board and Washington seek to resolve
“any and all issues between them.” Id.
section titled “Board's Consideration to
Washington” outlines the following: the board will not
conduct a contested § 8.3 hearing, which could lead to
the forced removal of Washington from her principal position
with no consideration. Id. The board will not place
Washington in a negative light during any § 8.3
principal removal proceedings. Id. Washington will
work in an administrative position with no break in service
from August 9, 2016 through December 9, 2016, and she will
continue to receive the same pay and benefits that she
received as the principal of Gale. Id. at 24. On
December 12, 2016, the board will place Washington into an
approved unpaid leave position through June 30, 2017.
Id. During this time period, Washington will be
entitled to use any and all of her accrued sick days,
personal days, and the like; additionally, the board will
continue to make pension contributions for Washington, and
she will be entitled to receive her same benefits.
Id. The board agrees to remove the CAP and any
related documents from Washington's personnel file.
Id. The board also agrees to not contest any
unemployment compensation claim that Washington may file
after June 30, 2017. Id. The board agrees that
Washington will be eligible for rehire in any position for
which she qualifies after June 30, 2017. Id.
Finally, the board will allow Washington to send a letter to
the Gale community, which has been agreed to by the parties.
section titled “Washington's Consideration”
provides that Washington consents to: (1) release all claims
or causes of action which she has or may have against the
board arising out of or in connection with her employment and
her separation from employment with the board,  (2) her removal
as principal of Gale under 105 ILCS 5/34-8.3, which results
in the termination of her principal contract on October 31,
2016, and (3) submitting her written retirement from the
board with an effective date of June 30, 2017, which will be
final and binding, and which may not be rescinded.
Id. at 24-25.
agreement expressly states that Washington was afforded the
opportunity to receive the advice and assistance of counsel
of her choice; that she had the opportunity to discuss the
terms of the agreement with counsel of her choice; and that
the board has not interfered with that opportunity in any
way. Id. at 25. Relatedly, the agreement makes clear
that Washington's release of claims includes any claims
she has against the board under the Age Discrimination in
Employment Act, as amended, 29 U.S.C. § 621 et
seq.  at 25. To that end, the agreement states that
the board tendered the agreement to Washington's
representative on August 10, 2016, and afforded her
representative twenty-one calendar days to consider signing
the agreement. Id. The agreement also provided that
Washington may revoke the agreement up to seven days after
she executed it, if she hand-delivered a letter to the
board's counsel; but if Washington did not revoke by 5:00
p.m. on the seventh day, the agreement provided that it would
go into effect at 5:01 p.m. on that seventh day. Id.
these express terms contained in the settlement agreement,
Washington alleges that her agreement was invalid, and she
says that she would not have signed the agreement if she had
known that: (1) the board's hearing procedures did not
allow for cross-examination of witnesses; (2) the board
intended to hold actual hearings; or (3) the board did not
intend to comply with its salary and benefit obligations to
her under the principal contract. Id. ¶ 40.
courts have original jurisdiction over all civil actions
arising under the “Constitution, laws, or
treaties” of the United States. 28 U.S.C. § 1331.
The complaint states that this court has subject-matter
jurisdiction over this case because Washington “raises
federal claims” under the Declaratory Judgment Act, 28
U.S.C. § 2201, the Age Discrimination in Employment Act,
29 U.S.C. § 621 et. seq., the Family and
Medical Leave Act, 29 U.S.C. § 2601 et. seq.,
the Civil Rights Act of 1964, 42 U.S.C. § 1983, the
First and Fourteenth Amendments of the United States
Constitution, as well as the Supremacy Clause of the United
States Constitution.  ¶ 1. The board does not
challenge this jurisdictional statement, but I have an
independent duty to determine whether jurisdiction is
lacking. Fed.R.Civ.P. 12(h)(3); Yasuda Fire & Marine
Ins. Co. of Europe, Ltd v. Continental Cas. Co., 37 F.3d
345, 347 (7th Cir. 1994). Neither the Declaratory Judgment
Act, 28 U.S.C. § 2201, nor the Supremacy Clause may
serve as an independent basis for federal jurisdiction.
TIG Ins. Co. v. Reliable Research Co., 334 F.3d 630,
634 (7th Cir. 2003); New West, L.P. v. City of
Joliet, 491 F.3d 717, 719 (7th Cir. 2007). Although the
complaint cites § 1983 and the First and Fourteenth
Amendments, no claim asserted in the pleading arises under
§ 1983. Nevertheless, the complaint seeks a declaration
of Washington's rights under other federal statutes
(which provide for private rights of action), namely the ADEA
and the FMLA, and so I conclude that there is subject-matter
jurisdiction over this dispute.
Validity and Enforceability
outcome of this motion to dismiss depends in large part on
determining whether the settlement agreement is valid and
enforceable. A settlement agreement is a contract, and it is
governed by principles of state contract law. Cannon v.
Burge, 752 F.3d 1079, 1088 (7th Cir. 2014) (citing
Cushing v. Greyhound Lines, Inc., 2013 IL App (1st)
103197, ¶ 354). A release within a settlement agreement
is also governed by contract law. Farm Credit Bank of St.
Louis v. Whitlock, 144 Ill.2d 440, 447 (1991). When an
agreement is clear and explicit, a court must enforce it as
written; “[b]oth the meaning of the instrument, and the
intention of the parties must be gathered from the face of
the document without the assistance of parol evidence or any
other extrinsic aids.” Rakowski v. Lucente,
104 Ill.2d 317, 323 (1984). A contract that may be understood
in more than one way is not clear or explicit.
Whitlock, 144 Ill.2d at 444.
does not assert that the settlement agreement is unclear or
that it is open to more than one interpretation (my own
reading confirms that there is no ambiguity); instead, she
advances several theories as to why the settlement agreement
may not be enforced. An unambiguous agreement may be avoided
if it was obtained through fraud, duress, illegality, or
mistake. Simmons v. Blauw, 263 Ill.App.3d 829, 832