United States District Court, N.D. Illinois, Eastern Division
MEMORANDUM OPINION AND ORDER
Robert Blakey United States District Judge
Paul Hinkens sued his former employer, Defendant CA, Inc.,
alleging that Defendant breached their compensation
agreement, unjustly enriched itself, and violated the
Illinois Wage Payment and Collection Act (IWPCA) by failing
to pay him a commission for a specific sale.
Defendant moved for summary judgment. For the reasons
explained below, this Court grants the motion.
facts come from Defendant's Local Rule 56.1 statement of
facts  and Plaintiff's statement of additional facts
creates and sells computer software.  ¶ 2. Plaintiff
started working for Defendant's sales team as an Account
Director in August 2013. Id. ¶ 4. In that role,
Plaintiff's responsibilities included ensuring client
satisfaction and bringing in new clients or new contracts for
existing clients. Id. Throughout his tenure,
Plaintiff reported to Nona Schwabe, Senior Director of Sales.
Id. ¶ 8. The parties agree that Plaintiff
worked for Defendant as an at-will employee. Id.
paid Plaintiff an annual base salary, and also set
individualized commission targets for Plaintiff through
“incentive compensation schedules.” Id.
¶¶ 12, 14. Plaintiff's fiscal year 2017
schedule-which covered the period from April 1, 2016 through
March 31, 2017-set a quota of $5.1 million in “new
contract value” (NCV) that Plaintiff had to bring in,
and a target commission level of $150, 000. Id.
¶ 18. The schedule explained that it “should be
read in conjunction with the FY17 Incentive Compensation
Plan, ” which contained “specific rules
pertaining to the eligibility and the payment of
commissions.” Id. ¶ 17. Likewise, the
compensation plan instructed employees that their schedule
“shall form part of this Plan and should be read in
conjunction with it.” Id. ¶ 23.
understood that he had to review the compensation plan
thoroughly as part of his job. Id. He also
understood and agreed that the compensation plan provided the
rules governing how Defendant paid commissions to its sales
team. Id. ¶ 24. Plaintiff electronically signed
his acknowledgement of receipt of his fiscal year 2017
schedule in April 2016. Id. ¶ 21.
the compensation plan, “continued employment at CA is a
condition precedent to earning Commissions.”
Id. ¶ 27; see also Id. ¶ 30
(“Participants will receive Quota Credit and
Commissions for any other Metric for any eligible Transaction
until the last day of employment.”). The plan states
that Defendant does not consider commissions “earned
and payable” until a sales transaction qualifies as
“fully completed, ” meaning: (1) the client pays
all amounts due for the first 12 months of its contract; (2)
the client and Defendant satisfy all other requirements of
their contract; and (3) Defendant audits the transaction.
Id. ¶ 28. The plan provides one exception to
the general rule that a transaction must be fully completed
“prior to employment termination” for an employee
to earn a commission: if the “only open
condition” at the time of an employee's termination
“is CA's receipt of payment from the Customer,
” then Defendant considers the commission
“earned” if the customer fully pays within 90
days of the employee's termination. Id. ¶
Ensono Transaction and Plaintiff's Termination
lawsuit concerns a transaction between Defendant and Ensono,
an IT outsourcer. Id. ¶ 34. In November 2015,
Plaintiff started working with a team of eight fellow sales
employees-including Schwabe, his boss-to get Ensono to renew
a specific contract with Defendant. Id. ¶ 37.
The team originally hoped to close the transaction by March
31, 2016 (the last day of the 2016 fiscal year), but
negotiations with Ensono had not yet concluded then.
Id. ¶ 38.
the same time that negotiations with Ensono started, Schwabe
formally put Plaintiff on a 60-day performance improvement
plan (PIP), set to expire on March 7, 2016. Id.
¶ 52. The PIP came as no surprise to Plaintiff after
Schwabe gave him a rating of “Did Not Achieve Expected
Results” on his March 2015 annual performance review.
Id. ¶ 50. The PIP identified multiple
performance issues, including that Plaintiff achieved only 7%
of his NCV quota for fiscal year 2016. Id. ¶
54. The PIP stated that Plaintiff could face termination if
he failed to meet the PIP's requirements. Id.
¶ 53. Plaintiff and Schwabe met weekly to discuss
Plaintiff's progress while on the PIP. Id.
the Ensono negotiations continued. Id. ¶ 41.
Schwabe met with Plaintiff in mid-April and extended his PIP
for another 60 days, although she could have fired him at any
time during those 60 days. Id. ¶ 59. In part,
Schwabe extended Plaintiff's PIP because she hoped that
the Ensono transaction would close within the extension
period, allowing Plaintiff to earn a commission. Id.
¶ 60. After missing the March close, the Ensono team
wanted to close by the end of April, but also missed that
deadline. Id. As Plaintiff acknowledged at his
deposition, his team had no certainty about when the
transaction would close. Id. ¶ 44.
mid-May, Schwabe emailed Plaintiff to tell him that he needed
to show “significant” improvement to successfully
complete the extended PIP. Id. ¶ 64. She also
told Plaintiff that she would not extend the PIP any further
if he failed to satisfy its requirements. Id. The
Ensono transaction still had not closed by the ...