Jeffrey T Meister,DDS LLC et al v. Miller

Filing 24

OPINION AND ORDER DENYING 18 MOTION TO DISMISS FOR FAILURE TO STATE A CLAIM or, In the Alternative, Motion for a More Definite Statement by Defendant Heather Miller. Signed by Judge Philip P Simon on 1/7/2022. (lhc)

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UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF INDIANA
HAMMOND DIVISION
JEFFREY T. MEISTER, DDS, LLC, etc., et al., )
)
Plaintiffs,
)
)
vs.
)
)
HEATHER MILLER,
)
)
Defendant.
)

2:21CV230-PPS/JPK

OPINION AND ORDER
Jeffrey Meister, DDS is a dentist with a dental practice in Munster, Indiana. Dr.
Meister’s assorted dental entities bring this action against Heather Miller, DDS, a
dentist formerly associated with the plaintiffs’ practice.1 Now before me is Miller’s
motion to dismiss Meister’s amended complaint or, in the alternative, for a more
definite statement. The motion is readily denied.
The amended complaint alleges that in May of 2017, Miller and Meister entered
into an Employment Agreement, and that Miller began practicing dentistry for Meister
at the Munster location in July, 2017. [DE 16 at ¶¶9, 10.] Miller took a maternity leave
starting March 4, 2021, during which Meister continued to pay Miller. [Id. at ¶11.]
Although Miller expressed an intention to return to work with Meister after her
maternity leave, Meister alleges that Miller instead began working for and ultimately

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Whether Jeffrey T. Meister, DDS, LLC is a single plaintiff followed by a string of
“d/b/a’s,” or has only a single “d/b/a” and six separate co-plaintiffs is unclear from the
complaint. See DE 16, comparing, e.g., the caption, the introductory paragraph, ¶¶2, 4, 5, 9, 10,
11, and 13. For ease of reference, I will refer to plaintiff or plaintiffs simply as “Meister.”

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bought another dental practice in Illinois, even while she continued to collect a
paycheck from Meister. [Id. at ¶¶12, 13, 14.] Miller eventually tendered her written
resignation to Meister on June 2, 2021. [Id. at 16.]
Argument for Dismissal: Liquidated Damages Provision is Unenforceable
Meister alleges that Miller’s conduct violated the notice requirement of the
Employment Agreement: “Beginning in Year 2 of this Agreement and thereafter,
Employee shall provide a one hundred twenty (120) day written or oral Notice of
Termination.” [DE 16-1 at 9, ¶5.1.] Meister invokes a liquidated damages provision:
Owing to the cost to the Practice in lost revenues from scheduled patients
and the cost in sourcing, hiring and training a replacement dentist, the
Parties agree that in the event Employee resigns and fails to live up to
their contractual notice obligations and leaves the Practice prior to the end
of their notice period, Employee shall pay a fee of $1,000.00 per day for
each day Employee fails to work at Practice per the terms of their notice
obligations.
[Id. at 18.] Miller’s argument in support of dismissal of the amended complaint is that
the liquidated damages provision of the Employment Agreement is unenforceable
because it amounts to a penalty, citing principally to American Consulting, Inc. v.
Hannum Wagle & Cline Engineering, Inc., 136 N.E.3d 208 (Ind. 2019). [DE 19 at 3-4.]
Whether or not this is so, the unavailability of liquidated damages as a remedy
would not be grounds for dismissal of the complaint. As Miller herself acknowledges,
the standard applicable to a motion under Fed.R.Civ.P. 12(b)(6) requires “a claim to
relief that is plausible on its face,” which in turn requires factual allegations sufficient to
permit a reasonable inference that the defendant is liable for the misconduct alleged.
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Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 556 (2007). This standard does not
necessitate analysis at the pleading stage of the remedies a plaintiff seeks.
In any event, in support of Meister’s prayer for liquidated damages, the
amended complaint specifically alleges that:
Plaintiff has incurred substantial costs and expenses due to Dr. Miller’s
failure to provide the notice required by her Employment Agreement,
which costs and expenses are in excess of the $1,000 per day liquidated
damages provided for in the Employment Agreement and which include,
but are not limited to, lost revenues, costs for sourcing, hiring and training
a replacement dentist, and loss of good will.
[DE 16 at 5, ¶21.] If Miller believes that in the circumstances of this case the liquidated
damages authorized by the Employment Agreement are an unconscionable penalty, she
may make the challenge in the summary judgment context as was done in American
Consulting. The analysis there demonstrates the necessity of a factual background
establishing “the facts regarding the contents and financial consequences of the
liquidated damages clauses” against which the court can determine the question of law
whether the provisions are unenforceable penalties. American Consulting, 136 N.E.3d at
211. Meister’s motion to dismiss under Rule 12(b)(6) will be denied.
Argument for More Definite Statement
Miller’s request for a more definite statement is equally unavailing. Under Rule
12(e), “[a] party may move for a more definite statement of a pleading to which a
responsive party cannot reasonably prepare a response.” Miller argues that “Plaintiffs
have failed [to] delineate claims and, instead, are forcing Dr. Miller to guess as to what

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claims are even being alleged against her.” To the contrary, I agree with Meister that
“the Amended Complaint provides...more than fair notice of what the claim is, and the
ground upon which it is based..The Amended Complaint states a claim that is plausible
on its face, because it pleads factual content that permits the reasonable inference that
Dr. Miller breached her employment contract with Plaintiff.” [DE 20 at 4.]
As Meister patiently reviews in its opposition, the amended complaint expressly
cites four separate provisions of the employment agreement (¶¶5.1, 3.13, 3.20, 5.4) and
sets out its allegation that (and how) Miller has breached each of them. [DE 16 at ¶¶1820, ¶¶25-27, ¶¶28-29, and ¶¶30-31.] In conclusion, the Amended Complaint requests
judgment “as a result of Defendant’s breach of her employment agreement.” [DE 16 at
7-8.] To the inexplicable extent Miller might have been uncertain about the nature of
Meister’s claims, the response to her motion for more definite statement provides ample
clarification. The motion will be denied.
ACCORDINGLY:
Defendant Heather Miller’s Motion to Dismiss Plaintiffs’ Amended Complaint
or, In the Alternative, Motion for a More Definite Statement [DE 18] is DENIED.
SO ORDERED.
ENTERED: January 7, 2022.

/s/ Philip P. Simon
PHILIP P. SIMON, JUDGE
UNITED STATES DISTRICT COURT

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