Robinson v. BDO Seidman, LLP

854 N.E.2d 767, 305 Ill. Dec. 175, 367 Ill. App. 3d 366, 25 I.E.R. Cas. (BNA) 216, 2006 Ill. App. LEXIS 746
CourtAppellate Court of Illinois
DecidedAugust 24, 2006
Docket1-05-3867
StatusPublished
Cited by28 cases

This text of 854 N.E.2d 767 (Robinson v. BDO Seidman, LLP) is published on Counsel Stack Legal Research, covering Appellate Court of Illinois primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Robinson v. BDO Seidman, LLP, 854 N.E.2d 767, 305 Ill. Dec. 175, 367 Ill. App. 3d 366, 25 I.E.R. Cas. (BNA) 216, 2006 Ill. App. LEXIS 746 (Ill. Ct. App. 2006).

Opinion

JUSTICE GREIMAN

delivered the opinion of the court:

Plaintiff Douglas Robinson appeals the trial court’s dismissal of his first amended complaint with prejudice pursuant to section 2 — 615 of the Code of Civil Procedure (the Code) (735 ILCS 5/2 — 615 (West 2004)). In the complaint, plaintiff alleged claims of breach of contract and promissory estoppel against defendant BDO Seidman, LLR which, plaintiff alleged, had terminated plaintiffs employment without cause. On appeal, plaintiff contends that his complaint was wrongly dismissed when he sufficiently pled that the oral employment contract was supported by consideration, was clear and definite in its terms and was not barred by the statute of frauds and that he sufficiently pled the necessary elements of promissory estoppel.

Plaintiffs first amended complaint, filed April 18, 2005, alleged the following facts. From May 2002 until the end of February 2004, plaintiff was employed by Huron Consulting Group (Huron) as a director of financial and economic consulting. At Huron, plaintiff was paid a $118,500 salary per year and a $10,000 bonus per year and received benefits including a 401(k) plan, health insurance and stock options.

In August 2003, plaintiff was contacted by a headhunter on behalf of defendant. The headhunter explained that defendant intended to establish a division devoted to computer fraud and forensic investigation and was looking for someone to head the division. In August or September 2003, plaintiff met with Irv Levinson, an employee of defendant, to discuss the position. Levinson and plaintiff met again in October and December of that year. At the December 2003 meeting, another of defendant’s employees, Susan Henry, was also present. During the December meeting, Levinson and Henry told plaintiff that if he accepted the position as head of defendant’s new department, “he would be employed as long as it takes to successfully build the department, and then as long as plaintiff desired.” On January 15, 2004, plaintiff flew to New York, where he met with defendant’s employee Carl Pergola for a final interview.

On January 23, 2004, defendant offered plaintiff the position and presented plaintiff with an employment package that would entitle him to a salary of $126,000 per year, benefits including a 401(k) plan and health insurance, but no annual bonus or stock options. Plaintiff accepted the offer in early February 2004 and resigned from his position at Huron on February 16, 2004. Plaintiff began working for defendant on March 1, 2004. On May 1, 2004, plaintiffs employment was terminated.

Defendant filed a motion to dismiss plaintiff’s first amended complaint on June 14, 2005. Defendant alleged that plaintiff’s complaint failed to state a cause of action upon which relief could be granted. The trial court granted defendant’s motion and dismissed plaintiffs first amended complaint with prejudice on October 25, 2005.

“In reviewing the granting of a motion to dismiss, this court must accept as true all well-pleaded facts. [Citation.] A court should not dismiss a cause of action on the merits unless it clearly appears that no set of facts can be proved which would entitle the plaintiff to recover.” Jago v. Miller Fluid Power Corp., 245 Ill. App. 3d 876, 878 (1993). We review the trial court’s dismissal of a complaint de novo. Storm & Associates, Ltd. v. Cuculich, 298 Ill. App. 3d 1040, 1047 (1998).

Essentially, plaintiffs amended complaint alleged that in terminating his employment in May 2004, defendant breached two of the oral employment contract terms. First, defendant breached its agreement to employ plaintiff until the new computer fraud and forensic investigation department was successfully established, and second, defendant breached its agreement to employ plaintiff for as long as plaintiff desired.

Plaintiff first contends and defendant does not dispute that the terms of the oral employment contract were adequately supported by consideration. Plaintiff argues that in exchange for his promise to leave his higher paying job at Huron, defendant relinquished its right to terminate plaintiff at will.

We agree that the contract was supported by adequate consideration. In McInerney v. Charter Golf, Inc., 176 Ill. 2d 482 (1997), the supreme court held that when “the employee relinquishes something of value in a bargained-for exchange for the employer’s guarantee of permanent employment, a contract is formed.” McInerney, 176 Ill. 2d at 488. There, as here, the employee opted not to take a more lucrative job in exchange for the employer’s promise of permanent employment. The court held that the contract was supported by consideration.

Having made that determination, we focus now on the first allegedly breached contract term: defendant’s agreement to employ plaintiff “as long as it takes to successfully build the department.”

Generally, an employment agreement that does not specify a definite duration “will last for as long as is mutually satisfactory, and either employer or employee may terminate the employment ‘at will,’ without liability for breach of contract.” Martin v. Federal Life Insurance Co., 109 Ill. App. 3d 596, 600 (1982). Thus, an employee at will may be discharged for any reason or for no reason at all. Martin, 109 Ill. App. 3d at 600. In order to overcome the assumption that an employment is at will, the terms of an oral contract for employment for a specific duration must be clear and definite. Wilder v. Butler Manufacturing Co., 178 Ill. App. 3d 819, 821 (1989); see also Jago, 245 Ill. App. 3d at 879. “[Ijnformal expressions of goodwill and hope that naturally occur between a prospective employer and a prospective employee in an interview situation” are generally not sufficiently clear and definite to overcome the assumption that the employment was at will. Wilder, 178 Ill. App. 3d at 822.

A brief examination of the facts of other cases construing Illinois law is helpful to pur analysis of whether defendant’s assurance that if plaintiff accepted the position, he would be employed as long as it takes to successfully build the new department was sufficiently clear and definite to overcome the presumption that the employment was at will. In Johnson v. George J. Ball, Inc., 248 Ill. App. 3d 859 (1993), we found that the employer’s representation that the employee would be hired to develop and conduct training programs that would last through 1991 was sufficiently clear and definite to establish permanent employment for a term. Similarly, in Maier v. Lucent Technologies, Inc., 120 F.3d 730 (7th Cir. 1997), the employer’s letter stating that if the employee worked on a transition team, after the transition team was dismantled, he would be assigned to a placement of his choice was sufficiently clear and definite to overcome the presumption that the employment was at will.

On the contrary, in Kercher v. Forms Corp. of America, Inc., 258 Ill. App. 3d 743 (1994), the employer’s representation that the employee would be groomed to be the company president was not sufficiently clear and definite to overcome the presumption of at-will employment.

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854 N.E.2d 767, 305 Ill. Dec. 175, 367 Ill. App. 3d 366, 25 I.E.R. Cas. (BNA) 216, 2006 Ill. App. LEXIS 746, Counsel Stack Legal Research, https://law.counselstack.com/opinion/robinson-v-bdo-seidman-llp-illappct-2006.