Hafner

Filing 24

ORDER & OPINION entered by Judge Joe Billy McDade on 3/6/2017. Defendants Motion for Summary Judgment 15 is GRANTED. Because Defendants Motion to Dismiss for Failure to State a Claim 6 was converted into a Motion for Summary Judgment 15 , the Court DISMISSES Defendants Motion to Dismiss for Failure to State a Claim 6 AS MOOT.(RK, ilcd)

E-FILED

Monday, 06 March, 2017 01:19:33 PM
Clerk, U.S. District Court, ILCD

UNITED STATES DISTRICT COURT
CENTRAL DISTRICT OF ILLINOIS
PEORIA DIVISION
RONALD HAFNER,
Plaintiff,
v.
MITSUBISHI MOTOR
MANUFACTURING OF AMERICA,
INC.,
Defendant.

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Case No. 1:16-cv-01075-JBM-JEH

ORDER & OPINION
This matter is before the Court on Defendant’s Motion for Summary Judgment
(Doc. 15). For the reasons explained below, Defendant’s Motion is granted and the
case is dismissed.
I. BACKGROUND1
Plaintiff began working for Defendant’s plant in Normal, Illinois on February
6, 1989. In July 2015, Defendant announced that its Normal Plant would be closing.
The majority of the plant’s operations would cease in November 2015 and the plant
would be closed by May 2016. Defendant entered into negotiations with International
Union, United Automobile, Aerospace and Agricultural Implement Workers of
America, and its local affiliated Local Union 2488 (“UAW”). Plaintiff was a member
of UAW at all relevant times.

Unless otherwise indicated, these background facts reflect the Court’s
determination of the undisputed facts, and are drawn from the parties’ statements of
facts and responses thereto. (Docs. 16, 19).
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Defendant and UAW entered into two agreements to govern the severance
packages provided to employees. The first was the “Separation Agreement and
Release for Associates” (“Release”). (Doc. 16-4). The Release was an eight page
document intended to be the “complete resolution of any and all disagreements,
disputes or claims arising out of Employee’s employment and separation of that
employment, except for those claims that are expressly preserved. . . .” (Doc. 16-4 at
1). The second was the “Letter of Understanding Severance Package” (“Letter”). (Doc.
16-3). The Letter was an eight page document from Defendant to UAW that explained
the various severance benefits available to associates. (Doc. 16-3).
The Letter created eight bands of benefits, which consisted, inter alia, of
medical benefits, pension benefits, and a lump sum payment. An employee’s band for
benefit purposes was determined by a combination of the employee’s age and years of
service for the Defendant. At the time of the plant’s closing, Plaintiff was fifty-six (56)
years old and had twenty-six (26) years of service for the Defendant. This meant
Plaintiff was eligible for the “A4” severance package, which consisted of a lump sum
payment of $5,000; access to an immediate, unreduced pension; sixteen (16) months
of medical and prescription drug benefits; and an additional year of service and an
additional year of age added to Plaintiff for the purposes of determining his pension.
In exchange for the severance package, Plaintiff was required to sign the
Release. The Release detailed the lump sum payment Plaintiff would receive and, in
exchange, it would serve to release any and all claims between Plaintiff and
Defendant. (Doc. 16-4). Plaintiff received the Letter and the Release on October 15,
2015. Plaintiff had until November 29, 2015 to sign the release. The Release allowed

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Plaintiff to revoke it within seven days of its execution. Additionally, the Release
advised him to consult with an attorney. By signing the Release, Plaintiff
acknowledged that he had read the Release carefully and understood its meaning and
intent; that he had had an opportunity to have the Release explained to him by legal
counsel and he understood the legal consequences; that he agreed to the terms of the
Release and was voluntarily signing it; and that his only consideration for signing
the Release was what the Release stated and no other promises or representations
had been made to him.
Plaintiff signed the Release on November 25, 2015. He did not revoke his
acceptance. On November 30, 2015, Plaintiff’s employment with Defendant
terminated. He received his $5,000 lump sum payment. Additionally, he has begun
collecting a full, unreduced monthly pension of $1,233. He would not have otherwise
been eligible for a full, unreduced monthly pension until age 62.
Plaintiff filed a claim with the Equal Employment Opportunities Commission
(“EEOC”) and on December 7, 2015, the EEOC dismissed Plaintiff’s Complaint and
issued him a Notice of Right to Sue. (Doc. 1-2). On March 7, 2016, Plaintiff brought
this Complaint alleging age discrimination, in violation of Section 4(a)(2) of the Age
Discrimination in Employment Act of 1967 (“ADEA”), as amended, 29 U.S.C. § 621 et
seq. (Doc. 1 at 1).
On July 25, 2016, Defendant filed a Motion to Dismiss for Failure to State a
Claim. (Doc. 6). Defendant asserted that Plaintiff had executed a waiver of his rights
to bring an ADEA claim and attached a copy of the Letter and the Release to the
motion. (Doc. 7 at 7). Plaintiff contended that his waiver could not be considered

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knowing and voluntary, because it does not meet statutory requirements for a
knowing and voluntary waiver. (Doc. 12 at 4-11).
Because the waiver issue required the Court to consider matters that were
outside of the pleadings, the Court converted the motion to dismiss into a motion for
summary judgment about the waiver issue. (Doc. 14). On December 5, 2016,
Defendant filed a Motion for Summary Judgment pursuant to Federal Rule of Civil
Procedure 56. (Doc. 15). On January 3, 2017, Plaintiff filed his response to
Defendant’s Motion for Summary Judgment. (Doc. 19).
II. SUMMARY JUDGMENT STANDARD
Summary judgment shall be granted where “the movant shows that there is
no genuine dispute as to any material fact and the movant is entitled to judgment as
a matter of law.” Fed. R. Civ. P. 56(a). In ruling on a motion for summary judgment,
the Court must view the evidence in the light most favorable to the non-moving party.
SMS Demag Aktiengesellschaft v. Material Scis. Corp., 565 F.3d 365, 368 (7th Cir.
2009). All inferences drawn from the facts must be construed in favor of the nonmovant. Moore v. Vital Prods., Inc., 641 F.3d 253, 256 (7th Cir. 2011).
To survive summary judgment, the “nonmovant must show through specific
evidence that a triable issue of fact remains on issues on which he bears the burden
of proof at trial.” Warsco v. Preferred Tech. Grp., 258 F.3d 557, 563 (7th Cir. 2001)
(citing Celotex Corp. v. Catrett, 477 U.S. 317, 324 (1986)). If the evidence on record
could not lead a reasonable jury to find for the non-movant, then no genuine issue of
material fact exists and the movant is entitled to judgment as a matter of law. See
McClendon v. Ind. Sugars, Inc., 108 F.3d 789, 796 (7th Cir. 1997). At the summary

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judgment stage, the court may not resolve issues of fact; disputed material facts must
be left for resolution at trial. Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 249-50
(1986).
There are no genuine issues of material facts. Plaintiff only disputed two of
Defendant’s thirty-two (32) proposed material facts. (Doc. 19 at 6). However, only one
of these facts is actually in dispute.2 Plaintiff asserts that the fact that the “[Release]
is detailed and includes provisions that: released all claims against [Defendant],
including all claims under the ADEA” is in dispute. (Doc. 19 at 6). Plaintiff claims
this is in dispute due to the ambiguous language of Section 4 of the Release. (Doc. 19
at 6). However, under Illinois law,3 whether a contract is ambiguous is a question of
law. Gen. Elec. Capital, Corp. v. Equifax Servs., Inc., 797 F. Supp. 1432, 1447 (N.D.
Ill. 1992) (citing Ooley v. Schwitzer Div., Household Mfg., Inc., 961 F.2d 1293, 1298
(7th Cir. 1992)).
Therefore, summary judgment is particularly appropriate in cases, like this,
which involve the interpretation of contracts. Id. (citing Metalex Corp. v. Union Corp.
of America, 863 F.2d 1331, 1333 (7th Cir. 1998)). “When a contract is unambiguous,

Plaintiff disputes the proposed fact that “As consideration for the lump sum
payment set forth in the [Letter], employees were required to sign the [Release],”
claiming that the plain language of the Release was contradictory. (Doc. 19 at 6).
However, Plaintiff previously agreed that “[t]he [Release] required [Defendant] to
make a [lump sum payment]” and that “[t]his payment was in consideration for
Plaintiff’s agreement to ‘fully and forever unconditionally release and discharge
[Defendant].’” (Doc. 19 at 5). This is contradictory. Because Plaintiff agreed that the
lump sum payment was consideration for the Release, the Court finds that this is fact
is not in dispute. Cuttill v. Potter, No. 08-2199, 2010 U.S. Dist. LEXIS 107004, at *12
(C.D. Ill. Oct. 6, 2010) (“A proposed fact is not in dispute simply because a party lists
that fact as ‘disputed.’”).
3 The Release provides a choice-of-law provision declaring that Illinois law applies.
(Doc. 16-4 at 8).
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there are no genuine issues of material fact on the interpretation of the contract,” and
summary judgment may be granted because the contract interpretation is an issue of
law. Id. (citing Metalex, 863 F.2d at 1333). Because the Release is a contract, the
interpretation of the Release is proper for summary judgment if the interpretation of
the Release is unambiguous. See e.g., Lloyd v. Brunswick Corp., 180 F.3d 893, 895
(7th Cir. 1999) (affirming the summary judgment dismissal of an ADEA claim
because of a knowing and voluntary waiver).
III.

KNOWING AND VALID WAIVER STANDARD

The only issue for determination is whether the waiver Plaintiff signed was
valid. Plaintiff admits that an ADEA waiver is valid and enforceable when it is
knowing and voluntary. Lloyd, 180 F. 3d at 895. The Older Workers Benefit
Protection Act of 1990 (“OWBPA”) amended the ADEA to codify the minimum
requirements for a waiver to be knowing and voluntary. Pub. L. No. 101-433, 104
Stat. 978 (Oct. 16, 1990); see also Oubre v. Entergy Operations, 522 U.S. 422, 427
(1998) (“The OWBPA sets up its own regime for assessing the effect of ADEA
waivers….”); Blackwell v. Cole Taylor Bank, 152 F.3d 666, 669 (7th Cir. 1998) (“Such
[ADEA] waivers are enforceable if they comply with the [OWBPA]”).
A waiver may not be considered knowing and voluntary unless it meets the
following minimum statutory requirements: a) it is written in a manner calculated to
be understood by the individual; b) it specifically refers to rights or claims arising
under the ADEA; c) it does not waive rights or claims that may arise after the waiver
is executed; d) it is supported by consideration; e) it advises the employee to consult
an attorney; f) it provides the employee at least 45 days to consider the agreement; g)

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it allows the employee at least seven days to revoke an execution of the agreement.
29 U.S.C. § 626(f). First, Plaintiff argues that the Release was not knowing and
voluntary because it violates subsection (a), in that the Release was not written in a
manner to be understood by the individual. Second Plaintiff argues that the Release
violates subsection (c), which forbids waivers of future claims, because the ADEA
violation took place after the execution of the Release. Plaintiff does not contest that
the Release meets the rest of the §626(f) requirements; therefore, the Court will not
discuss them.
Additionally, although the ADEA sets forth the requirements for a waiver to
be valid, these requirements are a minimum. If a plaintiff contends that he or she did
not knowingly or voluntarily sign the waiver due to outside circumstances, like duress
or coercion, a defendant may need to prove more. See, e.g., Sklaney v. Wilbert Funeral
Servs., No. 10-cv-5917, 2011 U.S. Dist. LEXIS 64748, *19-22 (N.D. Ill. Jun. 17, 2011)
(rejecting plaintiff’s claim that he was under duress when he signed the waiver);
Lamberti v. Motorola Sols., Inc., No. 12 Civ. 2472 (PGG), 2014 U.S. Dist. LEXIS
38643, *30-33 (S.D.N.Y. Mar. 24, 2014) (rejecting plaintiff’s claim that he was under
undue influence and economic duress when he signed the waiver). Plaintiff argues
that Defendant failed to prove that Plaintiff validly and knowingly signed the Release
without outside influence. However, Plaintiff offers no disputed facts that would
indicate that Plaintiff signed the release because of some other outside influence;
rather, Plaintiff repeatedly agreed that he signed the Release voluntarily. (Doc. 19 at
3-5). Therefore, the only issue remaining is whether the Release meets the statutory
requirements to be knowing and voluntary under § 626(f).

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IV. DISCUSSION
Plaintiff’s claim is waived because the Release is knowing and voluntary under
§ 626(f) and by signing it, he waived his right to bring an ADEA claim about the
severance packages. First, the Release is valid because it was written in a manner
that is calculated to be understood by the individual. Second, Plaintiff’s claim arose
before he signed the Release. Therefore, each of the two disputed requirements of §
626(f) have been met and he waived his claim by executing the Release. Each reason
will be explained below.
A. THE RELEASE WAS WRITTEN IN A MANNER CALCULATED TO BE UNDERSTOOD
BY THE INDIVIDUAL
Plaintiff’s Release was to written in a manner calculated to be understood by
the individual. In order to do so, the Release must use plain language that does not
have the effect of “misleading, misinforming, or failing to inform” participants. 29
C.F.R. § 1625.22(b)(3)-(4) (2010).
The first paragraph of the Release states that it is intended to be “the complete
resolution of any and all disagreements, disputes or claims arising out of the
Employee’s employment and separation from that employment, except for those
claims that are expressly preserved in [Section] 4(c).” (Doc. 16-4 at 1). Section 4
outlines specifically what claims are and are not being released or waived by the
Release.
Section 4(a) explains to Plaintiff that the Release will release and waive all
claims against Defendant, except those clearly excluded, and that in exchange for this
release, Plaintiff is receiving his lump sum payment. It summarizes in clear and
unambiguous language, that “[t]his means that neither Employee nor any of these
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persons may assert any Released Claims on Employee’s behalf or arising from
Employee’s employment with MMNA, Employee’s separation from employment with
MMNA, or Employee’s affiliation with or work for MMNA.” (Doc. 16-4 at 3) (emphasis
added).
Section 4(b) identifies the claims that are being released and waived by the
Release. The section defines the types of claims that the Release will release and
waive. It also states that Plaintiff is releasing any and all claims except those
explicitly withheld by the Release. Section 4(b) states: “Except as provided in
[Section] 4(c), for purposes of this [Release], the term ‘Released Claim’ shall mean
any and all claims . . . of any kind related to Employee’s employment with MMNA,
but shall not include any Excluded Claims as defined herein. ‘Released Claims’
includes . . . (i) claims against MMNA under the Age Discrimination in Employment
Act, 29 U.S.C. § 621 et seq. . . .” (Doc. 16-4 at 4).
Therefore, Section 4(b) explicitly identifies that Plaintiff is releasing any and
all ADEA claims that he may have against Defendant related to his employment.
Implicit within the plain meaning of “related to Employee’s employment with
MMNA” is the termination of Plaintiff’s employment. Plaintiff argues that Defendant
did not specifically identify that Plaintiff was waiving any claims under the ADEA
arising out of his separation with Defendant because they use only “Employee’s
employment with MMNA” and not language such as “employment with and
separation from” Defendant. However, Plaintiff’s argument requires the Court to
read the waiver in a disjointed fashion, whereby Section 4(b) is separate and distinct
from Section 4(a). The Court declines to do so because the basic rules of contract

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interpretation hold that “the meaning of separate contract provisions should be
considered in light of one another and the context of the entire agreement.” Taracorp
v. NL Indus., 73 F.3d 738, 745 (7th Cir. 1996) (citations omitted). Section 4(a) clearly
states that Plaintiff is releasing any “Released Claim” (including any ADEA claim)
“arising from Employee’s employment with MMNA, Employee’s separation from
employment with MMNA, or Employee’s affiliation with or work for MMNA.” (Doc.
16-4) (emphasis added). These are not separate and distinct portions of the Release;
rather Section 4(a) and 4(b) are portions of Section 4, entitled “Complete Release.”
Additionally, given that the purpose of Release is address any and all claims arising
from Plaintiff’s “employment and separation from that employment,” it indicates
clearly that the Release is meant to address claims arising from the separation. (Doc.
16-4 at 2).
Additionally, Plaintiff argues that the Release is not understandable because
Section 4(c) contains “Excluded Claims” which prevented Plaintiff from being aware
that he was waiving his right to bring an ADEA claim against Defendant for
discriminatory severance packages. Specifically, Plaintiff argues that because
“Excluded Claims” included “Claims concerning Employee’s pension benefits and
401k benefits” and “Claims concerning . . . the [Letter],” Plaintiff was unaware that
he was waiving his right to bring an ADEA claim for discriminatory severance
packages. (Doc. 19 at 11).
The Court rejects this argument. First, the Court notes that the “Excluded
Claim” involves “Claims concerning a breach of this [Release] or [Letter].” (Doc. 16-4
at 5). Despite Plaintiff’s selective editing, the Release does not indicate that claims

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concerning the Release or the Letter were waived; rather, the Release only purports
to exclude claims concerning a breach of the Release or Letter.
Additionally, the Court does not agree with Plaintiff’s assertion that the
excluded claims “concerning Employee’s pension benefits and 401K benefits” were
enough to confuse Plaintiff about whether he was waiving his right to assert an ADEA
claim alleging discriminatory severance packages. The plain language of this
excluded claim provides that Plaintiff may bring law suits about his pension or 401K;
for example, if he was not receiving his pension payments. It does not contradict the
language from the previous section which states that Plaintiff is waiving any claim
under the ADEA. This interpretation is strengthened by the rest of Section 4(c), which
states that claims of health and dental insurance and claims concerning Plaintiff’s
COBRA rights are also excluded. Therefore, these exclusions indicate that claims
regarding the execution of these rights are excluded from wavier. These exclusions
do not indicate to the average individual that claims challenging the severance
packages are excluded; especially given that Section 4(b) explicitly enumerates that
Plaintiff is waiving his ADEA claims against Defendant. Therefore, when read as a
whole, the Release is neither confusing nor ambiguous.
B. PLAINTIFF’S ADEA CLAIM AROSE BEFORE HE SIGNED THE
WAIVER
Plaintiff’s claim, that the severance package is allegedly discriminatory, in
violation of the ADEA, arose before Plaintiff signed the Release; therefore, he waived
his claim by properly executing the Release. Plaintiff asserts that his ADEA claim
arose after he executed the Release because he signed the release on November 25,

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2015, and he worked until November 30, 2015. Therefore, the violation did not occur
until he was paid his benefits after November 30, 2015.4
However, Plaintiff’s asserted injury contradicts his timing argument. Plaintiff
asserts that the “violations by [Defendant] of the provisions of the ADEA occurred as
a consequence of the unequal terms and conditions of severance given to particular
classes of employees.” (Doc. 19 at 13). Therefore, the injury to Plaintiff occurred when
the severance packages were created and Plaintiff was assigned a package. As
Plaintiff admits, the Letter and the Release were agreed to on October 6, 2015, and
Plaintiff received his severance package on October 15, 2015. Therefore, the injury to
Plaintiff occurred on October 15, 2015, when he received his Letter, which contained
an explanation of his severance package, as well as an explanation of all of the
severance packages. A cause of action for employment discrimination occurs when
the Plaintiff discovers he has been injured (that is when Plaintiff received the Letter
and Release), not when he discovers that his injury was arguably unlawful. Sharp v.
United Airlines, Inc., 236 F.3d 368, 372 (7th Cir. 2001). Therefore, when Plaintiff
signed the Release and waived any ADEA claims he had against Defendant, Plaintiff
waived his right to bring this lawsuit.

The Court also notes that accepting Plaintiff’s argument about when the injury
occurred would render toothless all such waivers that comply with the requirements
of § 626(f) and are presented to an employee before termination. It would allow
employees to game the severance package offer by accepting the offer while still
intending to sue. The Court declines to accept an interpretation that would allow
that.
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V. CONCLUSION
Plaintiff has failed to present genuine issues of disputed material fact. Plaintiff
signed the Release, which was a knowing and voluntary ADEA waiver under 29
U.S.C. § 626(f). Plaintiff has waived his right to bring an ADEA discrimination claim
pursuant to the severance packages offered in the Letter and Release. Because there
is a valid waiver, Plaintiff cannot amend his Complaint to cure the defect.
IT IS THEREFORE ORDERED that Defendant’s Motion for Summary
Judgment (Doc. 15) is GRANTED. Because Defendant’s Motion to Dismiss for Failure
to State a Claim (Doc. 6) was converted into a Motion for Summary Judgment (Doc.
15), the Court DISMISSES Defendant’s Motion to Dismiss for Failure to State a
Claim (Doc. 6) AS MOOT.
CASE TERMINATED.
Entered this __6th__ day of March, 2017.
s/Joe B. McDade
JOE BILLY McDADE
United States Senior District Judge

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