EDELMAN v. SOURCE HEALTHCARE ANALYTICS, LLC et al
MEMORANDUM AND/OR OPINION. SIGNED BY HONORABLE EDUARDO C. ROBRENO ON 07/18/2017. 07/18/2017 ENTERED AND COPIES E-MAILED. (nds)
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF PENNSYLVANIA
SOURCE HEALTHCARE ANALYTICS, LLC,
M E M O R A N D U M
EDUARDO C. ROBRENO, J.
July 18, 2017
Plaintiff Laurel Edelman (“Plaintiff”) brings this
action against Defendants Source Healthcare Analytics, LLC
(“SHA”), her former employer, and Connie Shaffer, SHA’s Senior
Director of Human Resources (together, “Defendants”), alleging
that they (1) wrongfully terminated Plaintiff’s employment
following her knee surgery in violation of the Family Medical
Leave Act (“FMLA”), 29 U.S.C. § 2601 (Counts I and II); and
(2) failed to pay Plaintiff all wages due under Pennsylvania’s
Wage Payment and Collection Law (“WPCL”), 43 Pa. Cons. Stat.
§ 260.1 (Count III).
After the Court granted Defendants’ first motion to
dismiss Counts I and III as to both Defendants and Count II as
to Shaffer, Plaintiff filed an Amended Complaint. Defendants now
move to dismiss Counts I and II as to Shaffer, and Count III as
to both Defendants, on the basis that Plaintiff fails to state a
Plaintiff opposes the motion.
For the reasons that follow, the Court will deny
Defendants’ motion to dismiss Plaintiff’s Amended Complaint.
Plaintiff alleges the following facts, all of which
are presumed to be true for the purposes of resolving this
Plaintiff was employed by SHA as a National Account
Director from December 2014 through February 11, 2016.
Compl. ¶ 7, ECF No. 19.
During her employment, Plaintiff was
responsible for various accounts, including federal government
Id. ¶ 9.
In July and August 2015, Plaintiff advised
senior executives of SHA that she believed SHA was not in
compliance with various obligations under those federal
government contracts and federal law, including the Health
Insurance Portability and Accountability Act (“HIPAA”).
In October 2015, Plaintiff learned that she would need
double knee replacement surgery.
Id. ¶¶ 12-13.
Plaintiff contacted Shaffer, SHA’s Senior Director of Human
Resources, and informed her that Plaintiff’s surgery was
scheduled for November 9, 2015.
Id. ¶ 13.
that Plaintiff’s leave time would include short-term disability
leave and FMLA leave.
Defendants also requested that
Plaintiff complete and return short-term disability and FMLA
Id. ¶ 14.
Plaintiff and her physician completed
and returned those forms to Defendants.
SHA approved and
permitted the issuance of Plaintiff’s short-term disability
benefits as part of her FMLA leave.1
On November 9, 2015, Plaintiff had her scheduled knee
Id. ¶ 15.
On January 5, 2016, Plaintiff
emailed her immediate supervisor, Shaffer, and SHA’s human
resources executive and informed them that she could return to
work as of that date, so long as SHA could provide a reasonable
accommodation to limit her long distance or plane travel until
February 15, 2016.
Id. ¶ 18.
Plaintiff provided a note from
her physician supporting her request for an accommodation, which
is attached to the Amended Complaint.
Around the same
time, SHA began contacting Plaintiff with various work-related
requests, which Plaintiff fulfilled.
Plaintiff received no substantive reply from SHA
regarding her request to return to work.
Id. ¶ 19.
contacted SHA again on January 21, 2016, and again on January
Plaintiff has attached email correspondence to the
Amended Complaint documenting such approval.
29, 2016, to inquire about returning to work.
Plaintiff’s January 29 request, she stated that she could return
to work on February 1, 2016, with only minimal restrictions on
her ability to travel for two weeks.
She again received no
Instead, Defendants advised and directed
Plaintiff to take additional time off work, and return to work
on February 11, 2016.
Id. ¶ 21.
Following Defendants’ representations and
instructions, Plaintiff returned to work on February 11, 2016.
Id. ¶ 22.
Upon her return, Defendants immediately notified
Plaintiff that her employment was terminated, effective that
Defendants orally informed Plaintiff that,
although the FMLA requires an employer to restore an employee to
the same or an equivalent position following the employee’s
return to work from FMLA leave, Defendants could terminate
Plaintiff without violating the FMLA, because Plaintiff had
exceeded the twelve weeks of leave permitted under the FMLA.
Id. ¶ 23.
Defendants also informed Plaintiff that her position
was “eliminated” because SHA was ending its involvement in the
government contracting business.
According to Plaintiff, Defendants’ rationale for her
termination – that SHA was exiting the government contracting
business – was merely a pretext.
Id. ¶ 23.
that at the same time that SHA terminated Plaintiff’s
employment, SHA was actively recruiting prospective candidates
to fill her position.
Id. ¶ 24.
In support of this allegation,
Plaintiff has attached copies of SHA’s online job posting for a
National Account Director.
See Am. Compl. Ex. G.
to Shaffer specifically, Plaintiff alleges that Shaffer is
personally liable because she exerted control over Plaintiff’s
leave and over SHA’s family medical leave policies.
Id. ¶ 52.
Plaintiff has attached email correspondence between her and
Shaffer, illustrating that Shaffer also directed Plaintiff on
the type of leave to take.
See id. Ex. C.
Plaintiff also alleges that, at the time of her
termination, SHA owed her various work-related business expense
reimbursements, bonuses, and commissions.
Id. ¶¶ 26-27.
Specifically, Plaintiff alleges that, at the time of her
departure from SHA, she was entitled to (1) reimbursement for
business expenses; and (2) commission payments for new or
renewal contracts Plaintiff secured for SHA.
See id. ¶¶ 72-86.
Plaintiff alleges that Defendants refused to pay Plaintiff these
amounts unless and until Plaintiff executed a “Separation and
Release Agreement,” in which Plaintiff would waive all of her
employment-related legal claims.
Id. ¶ 27.
Plaintiff initiated this action on December 2, 2016.
ECF No. 1.
Plaintiff’s initial complaint asserted claims
against both Defendants for (1) interference in violation of the
FMLA (Count I); (2) retaliation in violation of the FMLA (Count
II); and (3) breach of contract and violations of the WPCL
See id. ¶¶ 30-90.
On February 8, 2017, Defendants moved to dismiss
Counts I and III against both Defendants, and Count II against
ECF No. 11.
February 21, 2017.
Plaintiff filed an opposition brief on
ECF No. 14.
On March 6, 2017, following a
hearing, the Court granted the motion, and dismissed Counts I
and III against both Defendants, and Count II against Shaffer,
ECF No. 17.
The Court also granted
Plaintiff leave to file an Amended Complaint.
Plaintiff filed an Amended Complaint on March 17,
ECF No. 19.
The Amended Complaint brings claims against
both Defendants for (1) interference in violation of the FMLA
(Count I); (2) retaliation in violation of the FMLA (Count II);
and (3) breach of contract and violations of the WPCL (Count
See id. ¶¶ 30-90.
Plaintiff seeks all unpaid wages and
expense reimbursements owed, in addition to liquidated damages,
interest, costs, and attorneys’ fees.
Id. at 22.
Defendants moved to dismiss the Amended Complaint on
March 31, 2017, ECF No. 20, and Plaintiff filed an opposition
brief on April 10, 2017, ECF No. 21.
The Court is now ready to
rule on the motion.
III. LEGAL STANDARD
A party may move to dismiss a complaint for failure to
state a claim upon which relief can be granted.
Fed. R. Civ. P.
When considering such a motion, the Court must
“accept as true all allegations in the complaint and all
reasonable inferences that can be drawn therefrom, and view them
in the light most favorable to the non-moving party.”
DeBenedictis v. Merrill Lynch & Co., 492 F.3d 209, 215 (3d Cir.
2007) (quoting Rocks v. City of Phila., 868 F.2d 644, 645 (3d
To withstand a motion to dismiss, the complaint’s
“[f]actual allegations must be enough to raise a right to relief
above the speculative level.”
U.S. 544, 555 (2007).
Bell Atl. Corp. v. Twombly, 550
This “requires more than labels and
conclusions, and a formulaic recitation of the elements of a
cause of action will not do.”
Although a plaintiff is
entitled to all reasonable inferences from the facts alleged, a
plaintiff’s legal conclusions are not entitled to deference and
the Court is “not bound to accept as true a legal conclusion
couched as a factual allegation.”
Papasan v. Allain, 478 U.S.
265, 286 (1986).
The pleadings must contain sufficient factual
allegations so as to state a facially plausible claim for
See, e.g., Gelman v. State Farm Mut. Auto. Ins. Co.,
583 F.3d 187, 190 (3d Cir. 2009).
“A claim has facial
plausibility when the plaintiff pleads factual content that
allows the court to draw the reasonable inference that the
defendant is liable for the misconduct alleged.”
Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)).
In deciding a
Rule 12(b)(6) motion, the Court limits its inquiry to the facts
alleged in the complaint and its attachments, matters of public
record, and undisputedly authentic documents if the
complainant’s claims are based upon these documents.
v. Fox, Rothschild, O’Brien & Frankel, 20 F.3d 1250, 1261 (3d
Cir. 1994); Pension Benefit Guar. Corp. v. White Consol. Indus.,
Inc., 998 F.2d 1192, 1196 (3d Cir. 1993).
In their motion to dismiss, Defendants argue that
(1) Plaintiff fails to state a claim against Shaffer because
Plaintiff has not pleaded sufficient facts to trigger individual
liability under the FMLA; and (2) Plaintiff fails to state a
claim for a violation of the WPCL because Plaintiff fails to
allege that she was contractually entitled to receive the
expense reimbursements and bonuses that she alleges Defendants
refused to pay.
See Defs.’ Mem., ECF No. 20.
Individual Liability against Shaffer
First, Defendants argue that Plaintiff has not stated
a claim for individual liability under the FMLA against Shaffer
because Plaintiff has failed to plead that Shaffer exercised the
requisite control over Plaintiff’s FMLA leave to trigger
See Defs.’ Mem. at 4-5.
Under the FMLA, an “employer” includes “any person who
acts, directly or indirectly, in the interest of an employer to
any of the employees of such employer.”
The Department of Labor’s implementing
regulations provide that “individuals such as corporate officers
‘acting in the interest of an employer’ are individually liable
for any violations of the requirements of FMLA.”
§ 825.104(d); see also Haybarger v. Lawrence Cty. Adult Prob.
& Parole, 667 F.3d 408, 414 (3d Cir. 2012) (“[T]he FMLA
regulations leave little doubt that individual liability is
available under the FMLA.”).
Accordingly, “an individual
supervisor working for an employer may be liable as an employer
under the FMLA.”
Haybarger, 667 F.3d at 415.
“[A]n individual is subject to FMLA liability when he
or she exercises ‘supervisory authority over the complaining
employee and was responsible in whole or part for the alleged
violation’ while acting in the employer’s interest.”
Id. at 417
(quoting Riordan v. Kempiners, 831 F.2d 690, 694 (7th Cir.
To determine whether or not an individual is subject to
FMLA liability, courts in the Third Circuit use the “economic
reality” test, which “depends on the totality of the
circumstances rather than ‘technical concepts of the employment
Id. at 418 (quoting Hodgson v. Arnheim & Neely,
Inc., 444 F.2d 609, 612 (3d Cir. 1971)).
include “whether the individual ‘(1) had the power to hire and
fire the employee, (2) supervised and controlled employee work
schedules or conditions of employment, (3) determined the rate
and method of payment, and (4) maintained employment records.’”
Id. (alteration in original) (quoting Herman v. RSR Sec. Servs.
Ltd., 172 F.3d 132, 139 (2d Cir. 1999)).
consider ‘any relevant evidence,’ and ‘[n]o one of the four
factors standing alone is dispositive.’”
Id. (second alteration
in original) (quoting Herman, 172 F.3d at 139).
Plaintiff alleges that Shaffer is subject to
individual liability because she exerted control over
Plaintiff’s specific leave and family medical leave policies,
which are at issue in this litigation, and because Shaffer
personally terminated Plaintiff.
See Am. Compl. ¶ 52.
Plaintiff alleges that Shaffer exerted this control by
requesting and directing Plaintiff on the type of leave to take
and later approving it, illustrating Shaffer’s supervision over
Plaintiff’s “work schedul[e]” and “conditions of employment.”
Id. ¶¶ 56-57; see also Am. Compl. Ex. C; Haybarger, 667 F.3d at
418 (quoting Herman, 172 F.3d at 139).
In addition, Plaintiff alleges that Shaffer acted on
behalf of SHA to deny Plaintiff’s reinstatement and manipulated
her leave in an attempt to later claim that Plaintiff exceeded
her allotted FMLA leave.
Am. Compl. ¶ 60.
Plaintiff alleges that Shaffer exerted control by failing to
provide a timely response to Plaintiff’s repeated requests to
return to work from FMLA leave.
Id. ¶ 47.
that once Shaffer did eventually reply to her requests, she
instructed Plaintiff to take more FMLA leave so that Shaffer
could then claim that Plaintiff was not entitled to
reinstatement under the FMLA.
Id. ¶ 49.
Defendants argue that Plaintiff’s allegations that
Shaffer (1) exerted control over Plaintiff’s leave; (2) exerted
control over SHA’s medical and FMLA leave policies; and
(3) personally terminated Plaintiff are insufficient to plead
that Shaffer “exercised control” over Plaintiff’s FMLA leave or
acted on behalf of SHA.
See Defs.’ Mem. at 5.
that Plaintiff’s allegations lack “factual specificity” and are
merely a recitation of the legal requirement that Shaffer
Additionally, Defendants assert that
Shaffer’s administrative duties do not rise to the level of
control necessary for individual liability.
Plaintiff responds that the Amended Complaint contains
sufficient factual allegations to allege that Shaffer is an
employer subject to individual liability under the FMLA.
Pl.’s Opp’n at 2-3, ECF No. 21.
Plaintiff argues that because
Shaffer was designated as supervisor of Plaintiff’s FMLA leave
and was the only SHA executive who evaluated, approved, and
administered the leave, she is an employer subject to individual
liability under the FMLA.
Id. at 7-8.
argues that Shaffer manipulated Plaintiff’s employment
restoration and had the power to prevent SHA from terminating
Plaintiff’s employment, which is enough to plausibly plead
Plaintiff’s claims that Shaffer had the power to fire
her and that Shaffer was the designated manager exerting control
over Plaintiff’s FMLA leave amount to allegations that Shaffer
had supervisory authority over Plaintiff and was responsible in
part for the alleged violation.
See Haybarger, 667 F.3d at 418.
This is sufficient to state a claim under Herman’s “relevant
factors” test, which this Court uses to determine individual
See id. (quoting Herman, 172 F.3d at 139).
First, Shaffer clearly had the power to fire
Plaintiff, as Shaffer personally terminated her on the day she
See Am. Compl. ¶ 22.
Second, Plaintiff alleges
enough facts to support the conclusion that Shaffer supervised
and controlled Plaintiff’s work schedule by directing her on
taking leave and controlling when she could return to work.
id. ¶ 18.
Though Plaintiff does not allege facts directly
supporting the remaining two factors (whether Shaffer
individually determined the rate and method of payment or
maintained employment records, respectively), Shaffer is SHA’s
Senior Director of Human Resources.
Therefore, it is facially
plausible that Shaffer meets the requisite level of control.
See Gelman, 583 F.3d at 190.
Additionally, no factor is
dispositive, and Plaintiff has pled enough facts to support
individual liability under the economic reality test.
v. Davis Design & Dev., Inc., No. 13-1118, 2013 WL 6835095, at
*5 (W.D. Pa. Dec. 23, 2013) (denying motion to dismiss FMLA
claims against the CEO of a company where CEO had the power to
hire and fire employees and supervised employment records, but
did not actively supervise or direct employment practices).
As to Count I, Plaintiff adequately pleads individual
FMLA liability as to Shaffer.
See Haybarger, 667 F.3d at 418
(quoting Herman, 172 F.3d at 139); see also, e.g., Shreve v.
N.J. Motor Vehicle Comm’n, No. 15-7957, 2016 U.S. Dist. LEXIS
129608, at *8-9 (D.N.J. Sept. 22, 2016) (denying motion to
dismiss FMLA claims against an individual defendant where the
plaintiff alleged that the defendant had the authority to
suspend her without pay, reject her employment accommodation
plan, and terminate her employment); Fleck v. WILMAC Corp., No.
10-5562, 2011 U.S. Dist. LEXIS 54039, at *43-44 (E.D. Pa. May
19, 2011) (denying motion to dismiss individual liability claim
where the defendant was involved in the decision to terminate
Pennsylvania Wage Payment and Collection Law Claim
Second, Defendants argue that Plaintiff has failed to
state a claim for a violation of the WPCL because Plaintiff has
not pleaded that she was contractually entitled to the expense
reimbursement and bonuses that she alleges Defendants refused to
See Defs.’ Mem. at 5-6.
This case can be distinguished from Freeman v.
Philadelphia Housing Authority, No. 12-1422, 2012 U.S. Dist.
LEXIS 112031 (E.D. Pa. Aug. 8, 2012), where allegations that the
individual defendant was the acting general counsel and signed
the plaintiff’s termination letter were insufficient, standing
alone, to state a claim for individual FMLA liability. See id.
at *26-28. In Freeman, the defendant only signed the
termination letter, rather than controlling the plaintiff’s
actual termination or making decisions regarding FMLA
eligibility more generally, as Plaintiff alleges Shaffer did
The WPCL “provides a statutory remedy to employees
whose former employers fail to timely pay earned compensation.”
Scully v. US WATS, Inc., 238 F.3d 497, 517 (3d Cir. 2001).
Specifically, the WPCL provides that, “[w]henever an employer
separates an employe[e] from the payroll, . . . the wages or
compensation earned shall become due and payable not later than
the next regular payday of his employer on which such wages
would otherwise be due and payable.”
§ 260.5(a) (1992).
43 Pa. Cons. Stat.
Wages include “all earnings of an
employe[e], regardless of whether determined on time, task,
piece, commission or other method of calculation,” as well as
“fringe benefits or wage supplements.”
Id. § 260.2a.
benefits or wage supplements, in turn, are defined as including
“reimbursement for expenses . . . and any other amount to be
paid pursuant to an agreement to the employe[e], a third party
or fund for the benefit of employees.”
“Numerous decisions have held that the WPCL does not
create a new right to compensation, but rather, merely
establishes a right to enforce payment of wages and compensation
that the employer has legally obligated itself to pay.”
238 F.3d at 516-17.
As a result, “[t]he contract between the
parties governs in determining whether specific wages are
Weldon v. Kraft, Inc., 896 F.2d 793, 801 (3d Cir.
1990); see also Minielly v. Acme Cryogenics, Inc., No. 15-6164,
2016 WL 1221640, at *8 (E.D. Pa. Mar. 28, 2016) (granting motion
to dismiss WPCL claim where the plaintiff did not allege the
existence of an employment contract, because “a prerequisite for
relief under the WPCL is a contract between employee and
employer that sets forth their agreement on wages to be paid.”
(quoting Scott v. Bimbo Bakeries, USA, Inc., No. 10-3154, 2012
WL 645905, at *4 (E.D. Pa. Feb. 29, 2012))).
The Pennsylvania Superior Court has explained that,
“‘[t]o present a wage-payment claim,’ the employee must aver a
contractual entitlement ‘to compensation from wages’ and a
failure to pay that compensation.”
Braun v. Wal-Mart Stores,
Inc., 24 A.3d 875, 954 (Pa. Super. Ct. 2011) (quoting Sullivan
v. Chartwell Inv. Partners, LP, 873 A.2d 710, 716 (Pa. Super.
Ct. 2005)), aff’d, 106 A.3d 656 (Pa. 2014).
Where there is no
formal written employment contract, a plaintiff bringing a WPCL
claim “would have to establish, at a minimum, an implied oral
contract between the employee and employer.”
Id. (citing De
Asencio v. Tyson Foods, Inc., 342 F.3d 301, 309 (3d Cir. 2003)).
In Pennsylvania, an implied contract exists when both
parties agree on a particular obligation, but instead of being
expressed in writing, it is “inferred from the relationship
between the parties and their conduct in light of the
Oxner v. Cliveden Nursing & Rehab.
Ctr. PA, L.P., 132 F. Supp. 3d 645, 649 (E.D. Pa. 2015).
plaintiff plausibly alleges that there was a reasonable
expectation of compensation, a court should not grant a motion
See id. (denying a motion to dismiss where the
plaintiff expected compensation for working overtime when she
was instructed to do so).
In Oxner, the court found that the plaintiff plausibly
alleged that her expectation was reasonable because she
performed a “‘useful service’ for [the] [d]efendants, ‘with
their knowledge,’ of a ‘character that is usually charged for’
and [the] [d]efendants expressed no dissent and availed
themselves of the service.”
Id. (quoting Martin v. Little,
Brown & Co., 450 A.2d 984, 987 (Pa. Super. Ct. 1981)).
It is a
general principle of contract law in Pennsylvania that an oral
agreement for employment becomes a contract only if there is an
expectation of compensation.
The Oxner court relied on In re
Home Protection Building & Loan Ass’n, 17 A.2d 755 (Pa. Super.
Ct. 1941), in which the court ruled that the service or benefit
must not be given without the expectation of payment, and the
person benefiting must “do something from which his promise to
pay may be fairly inferred.”
See id. at 757 (quoting 12 Am.
Jur. Contracts § 5).
As to Count III, breach of the WPCL, Plaintiff alleges
that at the time of her departure from SHA, she had entered into
oral contracts with SHA, under which she was entitled to
(1) reimbursement for $10,046.35 of business expenses; and
(2) commission payments for new or renewal contracts Plaintiff
had secured for SHA in the amount of $5,808.19.
See Am. Compl.
Plaintiff does not assert a breach of contract claim,
but rather brings this claim under a statutory remedy pursuant
to the WPCL, which establishes a right to enforce compensation
an employer is obliged to pay.
Scully, 238 F.3d at 516-17.
With respect to business expenses, Plaintiff alleges
that SHA “had a pattern, practice, and policy of reimbursing the
business expenses incurred by its employees (such as Plaintiff),
even if those business expenses were submitted untimely.”
Comp. ¶ 72.
Plaintiff alleges that SHA had previously accepted
and reimbursed Plaintiff for her business expenses through a
course of dealing and in accordance with past pattern and
Defendants argue that this claim lacks merit because
it does not state specific facts supporting a contract between
Plaintiff and Defendants.
See Defs.’ Mem. at 6.
claim that Plaintiff asserts only an unsupported legal
conclusion that there was “a pattern, practice and policy of
reimbursing business expenses,” id. (quoting Am. Compl. ¶ 72),
and, moreover, she fails to assert that the alleged practice
“applied to a terminated employee,” id.
In response, Plaintiff argues that Defendants’
position is merely a “formulaic recitation” of Twombly’s
pleading standards and ignores the facts alleged in the Amended
See Pl.’s Opp’n at 12.
Plaintiff argues that the
facts alleged in the Amended Complaint regarding an agreement
and practice to reimburse Plaintiff support a claim for relief.
Though Defendants claim that Plaintiff has not stated
specific facts, Plaintiff alleges that she submitted
documentation regarding her business expenses, totaling
$10,046.35, by April 6, 2016.
See Am. Compl. ¶ 74.
the authorized representative of SHA, then allegedly advised
Plaintiff verbally that the business expense documentation was
“in order” and SHA would reimburse Plaintiff for those expenses.
However, Plaintiff alleges that, one day later, Shaffer
advised her that SHA would not reimburse Plaintiff for her
business expenses unless she signed a release for all claims and
causes of action Plaintiff had against SHA.
Id. ¶ 75.
provides further support for the claim that Shaffer originally
planned to reimburse Plaintiff for her business expenses,
suggesting that Plaintiff had a “reasonable expectation” of
compensation, and that Shaffer did “something from which h[er]
promise to pay may be fairly inferred.”
In re Home Prot. Bldg.,
17 A.2d at 757.
Therefore, the Court will deny Defendants’ motion to
dismiss Count III of the Amended Complaint with respect to
Plaintiff’s claim for expense reimbursements.
With respect to commissions, Plaintiff alleges that
she is entitled, pursuant to her agreement with SHA, to
$5,808.19 for contracts she secured through the second quarter
See Am. Compl. ¶¶ 84-86.
In the Amended Complaint,
Plaintiff lays out the terms of the oral contract and alleges
that the agreement entitled her to a commission of 1.5% of the
annual contract value for new sales and .75% of the annual
contract value for renewal sales.
See id. ¶ 79.
that SHA agreed to pay the base commission in quarterly
installments over four quarters and attaches a commission
statement illustrating amounts due to her.
See id. ¶ 84; id.
These allegations suggest that both Plaintiff and
Defendants “intended to form a contract.”
See De Asencio, 342
F.3d at 311 (quoting DiBonaventura v. Consolidated Rail Corp.,
539 A.2d 865, 868 (Pa. Super. Ct. 1988)).
Defendants do not dispute that Plaintiff was entitled
to commission payments while she was an SHA employee; however,
Defendants assert that the Incentive Compensation Plan (“ICP”),
which lays out commission payments for SHA employees and governs
the terms of the commission plan, is not a contract and does not
entitle former employees to commissions.
See Defs.’ Mem. at 5-
In her response, Plaintiff argues that Defendants’
motion to dismiss her claim for commission payments under the
WPCL should be denied because Defendants’ arguments are based
entirely on the ICP, which Plaintiff alleges she did not
See Pl.’s Opp’n at 10-11 (citing Am. Compl. ¶ 78).
In the Amended Complaint, Plaintiff alleges that her
commissions were paid based on an oral contract, not the ICP.
See id. ¶¶ 78-86.
At this stage in the litigation, Plaintiff’s
allegations are accepted as true and the Court will consider
only the facts alleged in the complaint.
See Jordan, 20 F.3d at
Because Plaintiff alleges that she did not sign the ICP,
that document is not relevant to the Court’s consideration of
whether or not Plaintiff has stated a claim for payment under
As to commissions, Plaintiff alleges that, pursuant to
her oral agreement with SHA, SHA owed Plaintiff commission
payments for the contracts she secured in August of 2015.
As Plaintiff has pleaded sufficient facts to support the
existence, terms, and breach of an oral agreement regarding her
expense reimbursements and commissions, Plaintiff has stated a
claim for relief under the WPCL.
See CoreStates Bank, N.A. v.
Cutillo, 723 A.2d 1053, 1058 (Pa. Super. Ct. 1999) (establishing
the elements required for a cause of action for a breach of
Accordingly, the Court will deny Defendants’ motion to
dismiss Count III of the Amended Complaint with respect to
Plaintiff’s claim for commission payments.
For the reasons stated above, the Court will deny
Defendants’ motion to dismiss Plaintiff’s Amended Complaint.
An appropriate order follows.
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