Spates et al v. Roadrunner Transportation Systems, Inc. et al

Filing 41

MEMORANDUM OPINION AND ORDER Signed by the Honorable Harry D. Leinenweber on 12/23/2016:Mailed notice(wp, )

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF ILLINOIS
EASTERN DIVISION

SOL SPATES and WESLEY LEWIS
Individually and on Behalf
Of a Class of Similarly
Situated Individuals,
Plaintiffs,

Case No. 15 C 8723

v.

Judge Harry D. Leinenweber

ROADRUNNER TRANSPORATION
SYSTEMS, INC., and ADRIAN
CARRIERS, LLC,
Defendants.

MEMORANDUM OPINION AND ORDER
Before the Court is the Plaintiffs’ Motion to Certify Class [ECF
No. 35].

For the reasons stated herein, the Court grants Plaintiffs’

motion.
I.

BACKGROUND

The Plaintiffs, Sol Spates and Wesley Lewis (collectively, the
“Plaintiffs”)

worked

as

truck

drivers

for

the

Defendant

delivery

companies Roadrunner Transportation Systems, Inc. and Adrian Carriers,
LLC (collectively, the “Defendants”).

Plaintiffs allege they were

improperly classified as independent contractors rather than employees
of

Defendants,

and

that

Defendants

consequently

made

illegal

deductions from their pay in violation of the Illinois Wage Payment
and Collection Act, 820 ILCS 115/1 et seq.
the

following

class

consisting

of

Plaintiffs move to certify

themselves

and

about

108

other

individuals similarly situated:

“All persons who have worked for the

Defendants as delivery drivers in Illinois at any time during the
applicable

limitations

period

and

who

have

independent contractors rather than employees.”
The

following

Complaint

and

allegations

various

are

exhibits;

drawn

where

been

classified

as

Pl. Am. Compl. ¶ 27.

from

there

Plaintiffs’

are

factual

Amended
disputes

material to class certification, the Court will so note and resolve
the disputes, as it is required to do at this stage.
Northshore

University

Health

System,

669

F.3d

802,

See, Messner v.
811

(7th

Cir.

2012).
As a condition to entering Defendants’ service, Plaintiffs had to
sign

an

“independent

classified

them

as

contractor

independent

agreement,”

which

contractors.

explicitly

Plaintiffs

write:

“Defendants required that Plaintiffs and similarly situated drivers
provide their own truck, which the drivers, through Defendants, either
own or lease.”
Carriers’

Pl. Am. Compl. ¶ 14.

Department

of

The trucks bore Defendant Adrian

Transportation

identification

number

and

Adrian Carriers’ logo on the cabs.
Plaintiffs
classifying

claim

them

as

that

although

independent

they

all

contractors,

signed

agreements

Defendants

controlled

most aspects of their work in a manner suggestive of an employeremployee

relationship.

contact

a

dispatcher

receive

their

delivery

For
based

example,
in

each

Joliet,

assignments.

of

Defendants’

Illinois

The

every

dispatcher

drivers

morning

instructs

to
the

drivers on which chassis and container to pick up, when to do so, and
where to deliver.

In performing this work, Plaintiffs claim (1) that
- 2 -

they followed Defendants’ policies and procedures, both written and
unwritten;

(2)

that

Plaintiffs

had

no

control

over

the

timing,

location, and content of deliveries, nor the cost of their services;
(3) that Defendants assigned managers to supervise the work of the
Plaintiffs; (4) that Defendants required Plaintiffs to purchase GPSequipped

communication

Defendants

to

track

devices

for

deliveries

their

and

trucks

give

that

would

instructions;

allow

(5)

that

Plaintiffs had to submit to periodic background checks and drug tests;
(6) that Plaintiffs had to obtain insurance of Defendants’ choosing;
(7) that Defendants required Plaintiffs to give 24-hour notice before
taking a day off; and (8) that if Plaintiffs refused an assignment or
attempted to perform delivery services for another company, Defendants
would terminate their employment.
The distinction between an independent contractor and an employee
matters

to

provides

Plaintiffs

certain

contractors,
(“IWPCA”).

in

this

protection

under

the

case
to

Illinois

because

the

employees,
Wage

State

but

Payment

not

and

Illinois

independent

Collection

Act

See, Marcus & Millichap Inv. Servs. v. Sekulovski, 639

F.3d 301, 310 (7th Cir. 2011) (applying Illinois law).
safeguards

Illinois

guaranteed

under

Carriage

of

Cab,

77

employees’

an

employment

F.Supp.3d

timely

and

agreement.

712,

715-16

The IWPCA

complete

compensation

See,

v.

(N.D.

Enger
Ill.

as

Chicago

2014).

Of

particular interest to Plaintiffs is the IWPCA’s Section 9, which
provides (in relevant part):
[D]eductions by employers from wages or final compensation
are prohibited unless such deductions are (1) required by
law; (2) to the benefit of the employee; (3) in response to
- 3 -

a valid wage assignment or wage deduction order; [or] (4)
made with the express written consent of the employee,
given freely at the time the deduction is made . . . .
820 ILCS 115/9.

Plaintiffs claim that they (and all members of the

class) were not paid proper wages and that improper deductions were
made from their wages in violation of this section of the statute.
II.
As

a

threshold

matter,

ANALYSIS
Plaintiffs

must

satisfy

all

the

requirements set forth in Federal Rule of Civil Procedure Rule 23(a)
in order to certify their putative class:

numerosity, commonality,

typicality, and adequacy of representation.

See, Siegel v. Shell Oil,

612 F.3d 932, 935 (7th Cir. 2010).

In addition, because they seek

class certification pursuant to Rule 23(b)(3), Plaintiffs must show
that

questions

of

law

and

fact

common

to

members

of

the

class

predominate over questions affecting individuals (referred to as the
“predominance requirement”).

See, Messner, 669 F.3d at 808, 815.

Plaintiffs have satisfied their burden on all counts.
A.
First, numerosity:

Numerosity

there must be so many members of a putative

class that joinder of all the individual plaintiffs is impractical.
See, FED. R. CIV. P. 23(a)(1).
have

held

sufficient.

repeatedly

that

at

There is no magic number; however courts
least

40

class

members

is

generally

See, e.g., Oplchenski v. Parfums Givenchy, Inc., 254

F.R.D. 489, 495 (N.D. Ill. 2008) (collecting cases).

Plaintiffs in

the present case allege that their class contains as many as 108 truck
drivers wrongly classified as independent contractors.

There is no

suggestion that their estimate is made in bad faith, and Defendants do
- 4 -

not quibble with it.

Plaintiffs’ proposed class thus satisfies the

numerosity requirement.
B.

Typicality

Rule 23(a) further requires that “the claims or defense of the
representative parties are typical of the claims or defenses of the
class.”

FED. R. CIV P. 23(a)(3).

simple:

“A claim is typical if it arises from the same event or

The inquiry here is relatively

practice or course of conduct that gives rise to the claims of other
class members and . . . [the] claims are based on the same legal
theory.”

Oshana v. Coca-Cola, 472 F.3d 506, 514 (7th Cir. 2006)

(internal

citation

and

quotation

omitted).

Each

potential

class

member is a truck driver, working for the same Defendants, and each
signed the independent contractor agreement.
claims

under

the

IWPCA.

typicality of the claims.
C.

Defendants

do

They all make the same
not

argue

against

the

This element of the Rule is satisfied.

Adequacy of Representation

The Court must determine also whether “the representative parties
[Plaintiffs Spates and Lewis] will fairly and adequately protect the
interests of the class.”

Rule 23(a)(4).

Plaintiffs easily meet this

standard, and again, Defendants do not contest it.

Spates and Lewis

do not have interests that conflict with the other truck drivers; they
each have demonstrated their shared stake in this case through their
answers to discovery and their testimony in depositions.

Finally,

there is no indication that Plaintiffs’ attorneys lack the competency
to try this case – they have prior experience with very similar claims
and have successfully pursued certification of many classes.
- 5 -

The

adequacy requirement is satisfied.

See, Gammon v. GC Servs. Ltd., 162

F.R.D. 313, 317 (describing the elements of adequacy and collecting
cases).
D.

Commonality

Rule 23(a)(2) requires that there are questions of law or fact
common to the class sufficient to justify class-wide adjudication of
the claims.

In other words, the claims of all members must “depend

upon a common contention,” and “the truth or falsity of the common
contention will resolve an issue that is central to the validity of
each claim.”

Chicago Teachers Union v. Board of Educ., 797 F.3d 426,

434 (7th Cir. 2015).
Here, the contention that Plaintiffs were employees rather than
independent contractors is amendable to class-wide treatment.
the

IWPCA,

Plaintiffs

are

not

following conditions are met:
and

direction

over

the

considered

employees

if

all

Under
of

the

“(1) [Defendants] did not exert control

performance

of

[Plaintiffs’]

work,

(2)

[Plaintiffs] performed [] work outside all of [Defendants’] places of
business,

and

(3)

[Plaintiffs

were]

in

an

trade, occupation, profession or business.”
F.3d

at

310

(applying

Illinois

law).

independent

established

Marcus & Millichap, 639

Crucially,

Defendants

are

required to prove that Plaintiffs satisfy all three conditions in
order to successfully argue Plaintiffs were independent contractors.
That means if just one of the criteria is provable by common evidence,
this

question

is

amenable

to

class

treatment.

BeavEx, Inc., 810 F.3d 1045, 1060 (7th Cir. 2016).

- 6 -

See,

Costello

v.

Each part of the test entails evidence that will apply equally to
all class members.

Relatedly, each driver is similarly situated with

respect to the criteria to be evaluated.

For example, the degree of

control Defendants exercised over their drivers (the first prong of
the test) is largely a matter of company policy, and company policies
will apply more or less equally to each driver.

Defendants make the

error of arguing the merits of this question, devoting almost three
full pages in their brief to explaining why they do not exercise the
requisite control over Plaintiffs.

It is the nature of the evidence,

and whether it is common to the class, that matters – the issue of
whether the evidence actually shows Plaintiffs acted as independent
contractors is not relevant at this stage.

See, Blades v. Monsanto,

400 F.3d 562, 567 (8th Cir. 2005) (“[D]isputes may be resolved only
insofar as resolution is necessary to determine the nature of the
evidence

that

would

be

sufficient,

if

the

plaintiff’s

general

allegations were true, to make out a prima facie case for the class.”)
(emphasis added).
So the question of whether the class members are employees versus
independent

contractors

is

a

common

question

“that

resolves

an

issue . . . central to the validity of each claim” (namely, the issue
of whether class members are entitled to the IWPCA’s protection).
just a single common question will do to satisfy commonality.
Wal-Mart Stores v. Dukes, 564 U.S. 338, 359 (2011).
settle the matter.

- 7 -

And
See,

But that does not

E.

Predominance

In addition to showing commonality, Plaintiffs must convince the
Court

that

predominate

“questions
over

any

of

law

or

questions

fact

common

affecting

FED. R. CIV. P. 23(b)(3) (emphasis added).

only

to

class

individual

members
members.”

The predominance requirement

is similar to commonality, but more stringent.

Predominance “requires

a qualitative assessment . . . [and] ‘tests whether proposed classes
are sufficiently cohesive to warrant adjudication by representation.’”
Butler v. Sears, Roebuck and Co., 727 F.3d 796, 801 (7th Cir. 2013)
(quoting Amchem Products, Inc. v. Windsor, 521 U.S. 591, 623 (1997)).
Asking whether common questions predominate requires the Court to
consider what else Plaintiffs must prove to win their case.
that

class

members

were

employees

is

a

necessary

Proving

condition

Plaintiffs to prevail, but it is not a sufficient one.

for

“[T]he IWPCA

does not provide a cause of action for damages based on the mere
mischaracterization

of

an

employee

Enger, 77 F.Supp.3d at 715 n.3.

as

an

independent

contractor.”

So Plaintiffs will need to prove,

eventually, that Defendants actually ran afoul of the IWPCA.

They may

do this by showing that Defendants withheld compensation owed to them
under the terms of an agreement, or by showing that Defendants made
unlawful deductions from their pay in violation of Section 9 of the
statute.

See, id. at 717 (noting that the IWPCA “does not grant any

independent right to payment of wages and benefits” other than those
guaranteed in a separate agreement) (internal citation and quotation
omitted).

Plaintiffs

focus

exclusively

on

deductions

briefing, so the Court will do the same in this opinion.
- 8 -

in

their

Recall

that

the

IWPCA

generally

prohibits

deductions

from

employees’ compensation, but allows for deductions that are “to the
benefit of the employee” or “made with the express written consent of
the employee, given freely at the time the deduction is made.”
ILCS 115/9.
same

types

820

Plaintiffs contend that “all contractors suffered the
of

deductions,

which

are

outlined

in

the

independent

contractor agreements, and clearly listed on their pay statements.”
Pl. Br. at page 20.
Plaintiffs.

The

The Court has examined the documents cited by

pay

statements

list

some

of

the

same

recurring

deductions, such as deductions for fuel, license, liability insurance,
tolls, and repairs.

See, Pl. Br. Ex. Q.

The independent contractor

agreement, similarly, contains scattered references to deductions that
the employer is authorized to make.
Defendants
deductions,

protest

and

that

that

the

See, Pl. Br. Ex. H.

Plaintiffs

proof

authorized

related

to

that

at

least

contention

some
is

individualized as to destroy the potential for class treatment.
example, Defendants cite the deposition of Plaintiff Spates.
testified

he

understood

at

the

time

he

signed

the

so
For

Spates

independent

contractor agreement that he would be responsible for paying certain
expenses associated with operating his truck.
23.

Spates

explicitly

admitted

that

See, Spates Dep. 80:20-

certain

deductions

were

authorized in the agreement, and that he authorized them as “standard
expenses.”

See, Spates Dep. 81:13-21.

He checked his statements

every week to make sure the deductions were accurate, and agreed that
there

were

only

one

authorized deductions.

or

two

times

that

he

believed

See, Spates Dep. 171:8-17.
- 9 -

he

had

not

Plaintiff Lewis,

on the other hand, testified that he authorized every deduction from
his pay except a cargo deduction and a maintenance deduction.

See,

Lewis Dep. 102:3-18.
Relying on this testimony, Defendants argue that Plaintiffs’ own
statements

suggest

that

they

authorized

some

deductions

and

not

others, and that individualized testimony is required to determine
authorization as to each class member.

That is incorrect.

requires that deductions be authorized “in writing.”

The IWPCA

It does not

matter what Spates, Lewis, or any putative class member thought they
had authorized; what matters is whether they actually did authorize a
deduction,

which

is

provable

by

independent contractor agreement.

the

same

common

evidence:

Nor does it matter whether Spates

or Lewis believed the deductions were for their benefit.
statements

and

independent

the

contractor

agreement

suggest

The pay
that

the

deductions fall into recurring categories common to all class members,
which means that the question of who benefits may be answered on a
class-wide basis.
The

parties

predominance:

disagree

on

one

final

matter

pertinent

to

whether Defendants Adrian Carriers and Roadrunner are

“joint employers” under the IWPCA such that Plaintiffs may sue both
for violation of the statute (Roadrunner is the parent company of
Adrian Carriers).

Defendants again attempt to argue the merits of the

question rather than addressing whether it can be answered through
common evidence.

Criteria courts consider to determine whether a

defendant is a joint employer include “the putative joint employer’s
role in hiring and firing; promotions and demotions; setting wages,
- 10 -

work hours, and other terms and conditions of employment; discipline;
and actual day-to-day supervision and direction of employees on the
job.”

Zampos v. W&E Comm., 970 F.Supp.2d 794, 806 (N.D. Ill. 2013)

(internal quotation and citation omitted).
questions

that

can

be

answered

through

Defendants’ policies and procedures.

Once again, these are

common

evidence

regarding

And there is no suggestion that

Defendants’ policies apply differently among individual class members.
Thus, the joint employers issue does not upset predominance.
To emphasize, the Court is not commenting on the merits of the
case in any of the above analysis.
independent

contractor

agreement

For example, it could be that the
proves

that

Plaintiffs

expressly

agreed in writing to all relevant deductions, which would obviate
IWCPA protection.
deductions

will

The Court merely holds that the proof relevant to
be

common

to

all

class

members,

such

that

Rule 23(b)(3)’s predominance requirement is satisfied.
III.

CONCLUSION

Having found Plaintiffs satisfy all of FED. R. CIV. P. 23(a)’s
requirements,

and

the

predominance

requirement

under

23(b)(3),

Plaintiffs’ Motion to Certify Class [ECF No. 35] is granted.

IT IS SO ORDERED.

Harry D. Leinenweber, Judge
United States District Court
Dated: December 23, 2016
- 11 -