Amoroso v. Truman State Univ.

• Docket Number: WD86136
• Decision Date: 16 January 2024
• Parties: LUKE W. AMOROSO, Ph.D., Appellant, v. TRUMAN STATE UNIVERSITY, Respondent.
• Court: Missouri Court of Appeals

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LUKE W. AMOROSO, Ph.D., Appellant, v. TRUMAN STATE UNIVERSITY, Respondent.

No. WD86136

Court of Appeals of Missouri, Western District, Third Division

January 16, 2024

Appeal from the Circuit Court of Adair County, Missouri The Honorable Matthew J. Wilson, Judge

Before: Lisa White Hardwick, Presiding Judge, and Karen King Mitchell and Cynthia L. Martin, Judges

OPINION

KAREN KING MITCHELL, JUDGE

Luke Amoroso appeals from summary judgment in favor of Truman State University^[1] in Amoroso's breach of contract action. Amoroso raises five points on appeal. For his first four points, he argues the motion court erred in granting summary judgment because the University was not entitled to judgment as a matter of law on the issue of actual damages (Points I and III) and consequential damages (Points II and IV).

Lastly, he argues the court erred in granting summary judgment before there was an opportunity for meaningful discovery (Point V). Finding no error, we affirm.

Background^[2]

Beginning in August 2015, Amoroso was employed by the University as a non-tenured Assistant Professor of Linguistics pursuant to a series of one-year appointments. On July 1, 2020, the University notified Amoroso that his employment with the University would end May 14, 2021. The University paid Amoroso's salary in full for each one-year appointment period through the 2020-21 period.^[3]

On June 10, 2021, Amoroso filed a two-count petition against the University asserting breach of contract (Count I) and breach of the implied covenant of good faith and fair dealing (Count II). One of the general allegations in Amoroso's petition states,

As a direct result of [the University]'s acts, Dr Amoroso has sustained damages, including but not limited to a) denial of rights guaranteed him by the Contract and Policies; b) loss of [the potential of] tenure[-]track employment; c) loss of his investment of time and resources in tenure-track progress; d) loss of reputation; e) damage to his teaching career; [f]) humiliation and mental anguish; and [g]) attorneys' fees and expenses.

For both counts, Amoroso "prays for judgment . . . against [the University], money damages for [the University's] breach of contract, and for such other relief as the Court deems just and proper." The University filed an answer and, for an affirmative defense, alleged that Amoroso "failed to plead that the University failed to pay [him] salary or benefits to which he claims he was entitled pursuant to any one[-]year term appointment."

On January 26, 2022, the University moved for summary judgment on both counts of Amoroso's petition on the basis of failure to state a claim. The University argued that, as a matter of law, Amoroso could not establish damages, which are an essential element of both counts. The University also moved for a protective order to stay discovery pending resolution of its summary judgment motion and to quash two notices of deposition filed by Amoroso. In response, Amoroso moved to extend the deadline for responding to the University's summary judgment motion and to conduct "some limited discovery" before having to file his response.^[4] Before the court ruled on the competing discovery motions, Amoroso responded to the University's motion for summary judgment and included an additional statement of uncontroverted material facts. The University filed a reply, which included responses to Amoroso's additional facts.

The court then granted Amoroso another extension to conduct discovery, including depositions, limited to the issues raised in the University's summary judgment motion. Amoroso deposed the University's Executive Vice President for Academic Affairs and Provost (Provost), who served during the relevant time and signed the letter notifying Amoroso that his employment with the University would not extend beyond the end of the 2020-21 appointment period. Roughly six weeks later, Amoroso filed a supplemental response and additional statement of uncontroverted material facts. The University then filed a supplemental reply, including responses to Amoroso's supplemental facts.

On December 20, 2022, the court held a hearing on the University's motion for summary judgment. And, on March 7, 2023, the court entered a judgment granting the University's motion. The judgment does not state the reason for the court's decision. This appeal follows.

Standard of Review and Summary Judgment Standard

"We review the grant of summary judgment de novo." Malin v. Missouri Ass'n of Cmty. Task Forces, 669 S.W.3d 315, 320 (Mo. App. W.D. 2023). "When the trial court's order does not state the reasons for its grant of summary judgment, we presume that the trial court based its decision on the grounds raised in the movant's motion for summary judgment." Seymour v. Switzer Tenant LLC, 667 S.W.3d 619, 625 (Mo. App. W.D. 2023). But, "[t]he trial court's grant of summary judgment may be affirmed on any theory supported by the record." Id. at 625-26; Malin, 669 S.W.3d at 321 ("We will affirm the trial court's granting of summary judgment if it is correct as a matter of law on any grounds.") (quoting Show-Me Inst. v. Off. of Admin., 645 S.W.3d 602, 607 (Mo. App. W.D. 2022)).

"Summary judgment is appropriate when 'there is no genuine issue as to any material fact and . . . the moving party is entitled to judgment as a matter of law.'" Malin, 669 S.W.3d at 310 (quoting Rule 74.04(c)(6)).

A defending party is entitled to summary judgment if it demonstrates one of the following: (1) facts negating any one of the claimant's elements; (2) that the party opposing the motion has presented insufficient evidence to allow the finding of the existence of any one of the claimant's elements; or (3) that there is no genuine dispute as to the existence of each of the facts necessary to support a properly pleaded affirmative defense.

Id. To make this showing, the movant must attach to the motion for summary judgment a statement of uncontroverted material facts that "state[s] with particularity in separately numbered paragraphs each material fact as to which movant claims there is no genuine issue, with specific references to the pleadings, discovery, exhibits or affidavits that demonstrate the lack of a genuine issue as to such facts." Rule 74.04(c)(1).^[5]

"Once the movant has established [a prima facie] showing, the burden shifts to the non-movant, who must demonstrate 'that one or more of the material facts relied upon by the [moving] party is genuinely disputed.'" Vescovo v. Kingsland, 628 S.W.3d 645, 653 (Mo. App. W.D. 2020) (quoting Impey v. Clithero, 553 S.W.3d 344, 349 (Mo. App. W.D. 2018)). "The non-movant's response must either admit or deny [each of the movant's factual statements], with specific references to discovery, exhibits, or affidavits demonstrating specific facts showing there is a genuine issue [for trial]." Bracely-Mosley v. Hunter Eng'g Co., 662 S.W.3d 806, 810 (Mo. App. E.D. 2023) (citing Rule 74.04(c)(2)). "If the non-movant does not properly deny a statement of fact, that fact is deemed admitted." Id. (citing Rule 74.04(c)(2)). "If the non-movant files a statement of additional material facts, the process repeats itself, but with the non-movant stating material facts, supported in the same manner, to which the movant must respond." Id. (citing Rule 74.04(c)(2)-(3)).

"Our review of summary judgment is limited to the undisputed material facts established in the process set forth in Rule 74.04(c); we do not review the entire trial court record." Id. "We look exclusively to the step-by-step procedure mandated by Rule 74.04 to determine whether there is a genuine issue of material fact." Id. Even if uncontroverted, conclusory statements and legal conclusions "are not 'facts' for purposes of Rule 74.04." Metro. Nat'l Bank v. Commonwealth Land Title Ins. Co., 456 S.W.3d 61, 68 (Mo. App. S.D. 2015).

Analysis

On appeal, Amoroso argues the motion court erred in granting summary judgment because the University was not entitled to judgment as a matter of law on the issues of actual damages and consequential damages for breach of contract (Points I and III, respectively) and actual damages and consequential damages for breach of the implied covenant of good faith and fair dealing (Points II and IV, respectively). He also argues the motion court erred in granting summary judgment before there was an opportunity for meaningful discovery (Point V).

"A breach of contract action includes the following essential elements: (1) the existence and terms of a contract; (2) that plaintiff performed or tendered performance pursuant to the contract; (3) breach of the contract by the defendant; and (4) damages suffered by the plaintiff." Keveney v. Missouri Mil. Acad., 304 S.W.3d 98, 104 (Mo. banc 2010). "To establish a breach of the covenant of good faith and fair dealing, the plaintiff has the burden to establish that the defendant exercised a [right] conferred by the express terms of the agreement in such a manner as to evade the spirit of the transaction or so as to deny [the plaintiff] the expected benefit of the contract." Rock Port Mkt., Inc. v. Affiliated Foods Midwest Coop., Inc., 532 S.W.3d 180, 190 (Mo. App. W.D. 2017) (quoting Lucero v. Curators of Univ. of Mo., 400 S.W.3d 1, 9 (Mo. App. W.D. 2013)).

The University's motion for summary judgment focuses exclusively on the element of damages. For purposes of its motion only, the University does not contest the existence of the other elements of a claim for breach of contract or a claim for breach of the covenant of good faith and fair dealing.

A claim for breach of the implied covenant of good faith and fair dealing is a contract action. Id. at 188 ("[T]he beginning point for any analysis of a claim for breach of...