Mangla v. Brown University

Opinion

USCA1 Opinion

UNITED STATES COURT OF APPEALS

                                FOR THE FIRST CIRCUIT

                                 ____________________



          No. 96-2333



                                    GAURAV MANGLA,



                                Plaintiff - Appellant,



                                          v.



                                  BROWN UNIVERSITY,



                                Defendant - Appellee.



                                 ____________________



                     APPEAL FROM THE UNITED STATES DISTRICT COURT



                           FOR THE DISTRICT OF RHODE ISLAND



                     [Hon. Ernest C. Torres, U.S. District Judge]
                                             ___________________



                                 ____________________



                                        Before



                                Boudin, Circuit Judge,
                                        _____________



                        John R. Gibson,* Senior Circuit Judge,
                                         ____________________



                         and Pollak,** Senior District Judge.
                                       _____________________



                                _____________________



               Douglas A. Giron for appellant.
               ________________

               Christopher H. Little,  with whom John E. Bulman  and Little
               _____________________             ______________      ______

          Bulman & Reardon, P.C. were on brief for appellee.
          ______________________


____________________



                                   February 2, 1998

                                 ____________________

                              
          ____________________



          *  Of the Eighth Circuit, sitting by designation.



          **    Of  the  Eastern  District  of  Pennsylvania,  sitting   by

          designation.



JOHN  R. GIBSON, Senior  Circuit Judge.   Gaurav Mangla
                    JOHN  R. GIBSON, Senior  Circuit Judge.
                                     _____________________



          appeals from a  judgment as a matter  of law entered in  favor of



          Brown University following a trial  on his breach of contract and



          promissory  estoppel claims.   He argues that  the district court



          erred in granting judgment, as a reasonable jury could have found



          that Brown breached  the contract, acted  arbitrarily and in  bad



          faith, and that Brown was  estopped from denying him admission to



          the graduate school.  He  argues that the court improperly raised



          certain evidence  and overlooked and misconstrued  other evidence



          in  reaching  this decision.    We  affirm  the judgment  of  the



          district court.



                    Mangla applied  for  admission to  the  Brown  Graduate



          School in  September  1993, and  was admitted  as a  probationary



          special  student,   a  category of  enrollment  that permits  the



          taking of  graduate level  courses but which  is not in  itself a



          degree program.   His admission in this capacity  was recommended



          by the Computer  Science Department and approved  by the graduate



          council.   Associate Dean Joan Lusk met  with Mangla at that time



          and explained to him that  his admission was probationary because



          he lacked  the requisite academic  background or  course work  in



          computer science.  Lusk further told   Mangla that in order to be



          admitted to  the  degree program  he would  need to  successfully



          complete course  work in the Computer Science Department.  Mangla



          claims  to have  satisfactorily  completed  seven  of  the  eight



          courses required for a Master's degree. 


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After completing such course  work, Mangla inquired  of



          Dean  Lusk about his probationary status,  and she instructed him



          to  obtain  a faculty  advisor  for  his  Master's Project.    In



          response,  Mangla obtained a  letter signed by  Professor Stanley



          Zdonik, stating that Mangla "will be working under my supervision



          for  his Master's project."   Mangla claims  that at the  time he



          believed  the letter  served as  a  letter of  recommendation for



          admission into the degree program.



                    In  September  1995,  Brown informed  Mangla  that  his



          special student status was discontinued  and that he had not been



          admitted into  the Master's program.   Mangla thereafter  filed a



          new,  formal application for admission into the Master's program.



          The  Computer   Science  Department  faculty   reviewed  the  new



          application and voted  to recommend that Mangla's  application be



          denied.  Mangla then appealed to the Graduate Council which voted



          unanimously to uphold the department's decision.



                    Mangla brought this  action for breach of  contract and



          promissory  estoppel for  Brown's refusal to  admit him  into its



          Master's program.  The action was tried before a jury, but at the



          close  of evidence, the judge granted judgment as a matter of law



          to Brown  and dictated  detailed findings into  the record.   The



          district court first decided that there was no breach of contract



          because Mangla  knew  that one  of the  things he  had  to do  in



          performing his  side of  the contract was  to obtain  a favorable



          recommendation from the  Computer Science Department faculty  and



          there was no evidence that  any such recommendation was obtained.


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The court acknowledged Mangla's testimony that Dean Lusk told him



          he would absolutely be admitted if he passed his courses or if he



          got a faculty  member to act  as his advisor.  The court  stated,



          however,  that the  key testimony  was  Mangla's admissions  that



          notwithstanding  anything that  Dean Lusk  may have told  him, he



          knew that a recommendation from the faculty was a requirement for



          his admission into the Master's Program.



                    The  court further found  that there was  no promissory



          estoppel because there  was no reasonable reliance on  any of the



          alleged  representations.   There was  explicit  language in  the



          Graduate School manual that even the department does not have the



          power to  offer  admission  and that  offers  of  admission  have



          binding force only  when made by the Graduate  School in writing.



          The court stated  that Mangla's argument that he  was entitled to



          the  written  offer   of  admission  is   nothing  more  than   a



          circumvention  of the  explicit  requirement  set  forth  in  the



          Graduate School manual.  Further,  the district court stated that



          it was quite a stretch  to interpret Professor Zdonik's letter as



          amounting to  a recommendation by  the Department that  Mangla be



          accepted.  Even viewing the letter in the light most favorable to



          Mangla, the district  court determined that  it defied logic  and



          reason to read  the letter as a recommendation  from the Computer



          Science Department.  Thus, the district court held that there was



          no issue for the jury to decide, and judgment as a matter of  law



          was granted.


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I.
                                          I.



                    In ruling on a motion for  judgment as a matter of law,



          the  district court must examine  the evidence, and inferences to



          be  drawn therefrom,  in the  light  most favorable  to the  non-



          movant.  See  Rol n-Alvarado v. Municipality of San  Juan, 1 F.3d
                   ___  ______________    _________________________



          74, 76 (1st Cir. 1993).  Judgment as a matter  of law may then be



          granted "only if  the evidence, viewed from this  perspective, is



          such that reasonable  minds could not differ as  to the outcome."



          Id. at 77.
          ___



                    When a judgment as a matter  of law is appealed to this



          court,  we must apply precisely the  same criteria that constrain



          the district  court. See Gibson v. City of Cranston, 37 F.3d 731,
                               ___ ______    ________________



          735  (1st  Cir. 1994).    Accordingly,  we  review the  grant  of



          judgment as  a  matter of  law under  a de  novo  standard.   See
                                                                        ___



          Jordan-Milton Mach., Inc.  v. F/V Teresa Marie, II,  978 F.2d 32,
          _________________________     ____________________



          34 (1st Cir. 1992).



                                         II.
                                         II.



                    Mangla argues  that judgment  as  a matter  of law  was



          inappropriate because  a reasonable  jury could  find that  Brown



          University breached a contract with Mangla by refusing  to confer



          regular degree status upon him.



                    The  district   court,  in  this  diversity  case,  was



          required to apply the substantive  law of Rhode Island.  However,



          after careful research,  we have discovered no case  in which the



          Rhode Island courts  have addressed the contractual  relationship



          between  a private  academic institution  and its  students.   We


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therefore  resolve Mangla's breach of contract claim according to



          those  legal principles which we believe  the Rhode Island courts



          would most likely adopt.  See Lyons v. Salve Regina  College, 565
                                    ___ _____    _____________________



          F.2d 200, 202 (1st Cir. 1977), cert. denied, 435 U.S. 971 (1978).
                                         _____ ______



                    The   student-college   relationship   is   essentially



          contractual in nature.  See  Russell v. Salve Regina College, 938
                                  ___  _______    ____________________



          F.2d  315, 316 (1st  Cir. 1991).   The terms of  the contract may



          include statements provided in  student manuals and  registration



          materials.  See Lyons, 565 F.2d at 202 (construing College Manual
                      ___ _____



          and Academic Information booklet as terms of a contract between a



          student  and college).  The proper  standard for interpreting the



          contractual  terms is  that of  "reasonable  expectation --  what



          meaning  the  party  making  the  manifestation,  the university,



          should  reasonably expect  the  other  party to  give  it."   Id.
                                                                        ___



          (quoting  Giles  v.  Howard University,  428  F.  Supp. 603,  605
                    _____      _________________



          (D.D.C. 1977)).



                    Mangla maintains that he reasonably expected that if he



          satisfactorily performed his  course work and obtained  a sponsor



          for  his master's  project he  would  be admitted  as a  master's



          degree  candidate in  the Computer  Science  Department.   Mangla



          bases his claim on the  alleged statements of Associate Dean Lusk



          and members of the Computer Science Department faculty.  However,



          Brown University's graduate school catalog specifically provided:



                      Caveat.    Applicants are  asked  to take

                      particular notice  of the  fact that  the

                      individual  academic  departments,  while

                      having  a  major role  in  evaluating the

                      applications  of all  candidates, do  not

                      have  the power  to offer  admission, and



                                         -6-



that  offers  of admission  have  binding

                      force  only  when  made  by the  Graduate

                      School in  writing over the  signature of

                      the Dean  of the Graduate  School or  her

                      representative.



                    By its terms,  this provision divested faculty  members



          of  any authority  to  promise  admission  or  to  determine  the



          necessary prerequisites for admission.  Because the provision was



          included in the  graduate school catalog, Brown  could reasonably



          expect  students  to  be  aware of  the  policy.    Thus,  it was



          reasonable for Brown to  expect its students not to  rely on oral



          statements by individual  faculty members as binding  promises by



          the university.



                    Likewise, the statements of Associate Dean Lusk did not



          give  Mangla   a  right   to  be  admitted.     As   an  apparent



          representative of  the Dean of the Graduate School, Lusk arguably



          had  the  authority to  offer  admission.   The  caveat, however,



          restricted  the acceptable  form of  such  an offer  to a  signed



          writing.   Mangla concedes  that no such  writing exists  in this



          case.   Therefore,  the language of  the graduate  school catalog



          seriously compromises Mangla's claim that Lusk's  statements gave



          him a contractual right to be offered admission.



                    As  Mangla  correctly  asserts,   the  graduate  school



          catalog is not  a wholly integrated contract but  instead is only



          one part of a  more complex contractual relationship between  the



          student and  the college.   We do  not foreclose  the possibility



          that, under certain circumstances, the  university could obligate



          itself through the actions and  oral statements of its officials,


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despite the language of the caveat provision.  A reasonable jury,



          however, could  not find that  such circumstances  exist in  this



          case.



                    Particularly fatal to  Mangla's contract claim in  this



          case  was  his  failure  to  secure  a  recommendation  from  the



          department faculty.  Mangla admitted at  trial that he understood



          that a faculty recommendation was a prerequisite to his admission



          as  a  regular degree  candidate.    Mangla maintains  that  this



          requirement was reasonably  met by a  letter signed by  Professor



          Zdonik, a member of the Computer Science department faculty.  The



          Zdonik  letter  does  not,  however,  recommend  that  Mangla  be



          admitted.   Rather,  the letter,  addressed "To  whomever  it may



          concern," identifies Mangla  as a graduate student  working under



          Zdonik's supervision "for his Master's project" and requests that



          Mangla be  provided with  help and the  use of resources  for his



          research while living in Princeton,  New Jersey.  Mangla does not



          claim to have  informed Zdonik of his intent to use the letter as



          a letter of recommendation.  Indeed, Mangla does not even contend



          the letter  was a  faculty recommendation,  but instead  contends



          that  he  reasonably  believed  it  was  the  "equivalent   of  a



          recommendation."   No reasonable jury  could find that the letter



          signed  by  Zdonik  reasonably fulfilled  the  prerequisite  of a



          faculty recommendation.   As a  result, no reasonable  jury could



          conclude that  Brown should  have reasonably  expected Mangla  to



          believe  that the university was contractually obligated to admit



          him.


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III.
                                         III.



                    Mangla  argues that a  jury could reasonably  find that



          Brown  acted arbitrarily  or in  bad faith  in refusing  to admit



          Mangla  as  a  regular  degree candidate.    Brown  responds that



          Mangla's  claim   of   arbitrariness  must   fail   because   the



          university's   decision   did  not   substantially   depart  from



          established academic norms.



                    Under Rhode  Island law,  contracts contain an  implied



          duty of good faith  and fair dealing.  See A.A.A.  Pool Service &
                                                 ___ ______________________



          Supply, Inc.  v. Aetna Casualty &  Surety Co., 395 A.2d  724, 725
          ____________     ____________________________



          (R.I. 1978).  Because the parties  do not  contend otherwise,  we



          assume for  the purposes  of argument that  Brown's duty  of good



          faith   extended  to  its  review  of  Mangla's  application  for



          admission as a degree candidate.   We thus turn our focus to  the



          question of whether Brown met that duty.



                    The decision to grant or deny admission to a student is



          a quintessential matter  of academic judgment.   Courts have long



          recognized that matters of academic judgment are generally better



          left to  the educational institutions  than to the  judiciary and



          have accorded  great deference where  such matters are  at issue.



          As the Supreme Court stated  in Regents of University of Michigan
                                          _________________________________



          v. Ewing,  474 U.S. 214,  225 (1985), "Plainly, [judges]  may not
             _____



          override  [the faculty's professional judgment] unless it is such



          a  substantial departure  from  accepted  academic  norms  as  to



          demonstrate  that the  person or  committee  responsible did  not



          actually exercise professional judgment."


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Applying the standard of deference enunciated in Ewing,
                                                                     _____



          we conclude that  no reasonable jury could find  that Brown acted



          arbitrarily  or in  bad faith in  refusing to  admit Mangla  as a



          regular  degree  candidate.    The  Computer  Science  Department



          recommended  against Mangla's admission on the ground that Mangla



          did  not  demonstrate an  ability  to undertake  the  research or



          independent work required for a  Master's thesis or project.  The



          department's position was  based in part on  negative assessments



          of  Mangla's research capabilities provided by professors who had



          supervised Mangla's previous attempts at a research project.



                    Mangla argues  the department's decision  was arbitrary



          and in bad faith  because he was never informed that  he would be



          judged  on  his  ability  to do  independent  research.   Mangla,



          however,  was aware  that  a  Master's thesis  or  project was  a



          necessary component  of the Master's  program.  We believe  it is



          self-evident  that  a  committee evaluating  an  application  for



          admission into  a Master's  program would  be concerned  with the



          applicant's  prospects  of  successfully  completing  the  degree



          requirements.



                    The  evidence  establishes  that  Brown  judged  Mangla



          according  to legitimate criteria and  had a sufficient basis for



          believing that Mangla did not meet those criteria.  Consequently,



          no reasonable jury could infer that Brown acted arbitrarily or in



          bad  faith when  it  decided  not to  admit  Mangla  as a  degree



          candidate.



                                         IV.
                                         IV.


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Finally,  Mangla argues  that a  reasonable  jury could



          have  found Brown  liable on  a promissory  estoppel theory.   We



          reject his argument.



                    Under Rhode Island  law, "A promise which  the promisor



          should reasonably expect to  induce action or forbearance on  the



          part of the promisee or a third person and which does induce such



          action or forbearance is binding if injustice can be avoided only



          by  enforcement  of  the  promise."    B.M.L.  Corp.  v.  Greater
                                                 _____________      _______



          Providence Deposit Corp.,  et al., 495 A.2d 675,  677 (R.I. 1985)
          _________________________________



          (quoting 1  Restatement (Second) Contracts    90 at  242 (1981)).



          Thus, the proper focus of our inquiry is again  on the reasonable



          expectations of the party making the manifestation.



                    As  we have previously discussed, Brown should not have



          reasonably expected Mangla to rely on the oral statements of Dean



          Lusk or the  individual faculty  members as  binding promises  of



          admission.  Therefore, we uphold the district court's ruling that



          no  reasonable  jury could  find  that  Brown was  estopped  from



          denying Mangla admission as a Master's degree candidate.



                    We affirm the judgment as  a matter of law in favor  of
                       ______



          Brown University. 


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