Collins v. Veolia Es Indus. Servs., Inc.
| Decision Date | 14 December 2015 |
| Docket Number | Case No. 4:15-CV-00743-AGF |
| Court | U.S. District Court — Eastern District of Missouri |
| Parties | ARNOLD DALE COLLINS, et al., Plaintiffs, v. VEOLIA ES INDUSTRIAL SERVICES, INC., Defendant. |
This matter is before the Court on Defendant Veolia ES Industrial Services, Inc.'s ("Veolia") motion (Doc. No. 13) to dismiss Counts III-VIII of Plaintiffs' complaint, alleging breach of contract, quantum meruit, and unjust enrichment in connection with work performed by Plaintiffs Arnold Dale Collins ("Collins") and Mark Neidert ("Neidert") as Veolia's employees. For the reasons set forth below, Veolia's motion shall be granted.
Plaintiffs Collins and Neidert originally brought this action in state court to recover for unpaid travel time to and from their assigned work site in the course of their employment with Veolia, an environmental and industrial services corporation. Plaintiffs allege that, beginning in 2009, they were required to meet at the Veolia facility in Wood River, Illinois and travel approximately 59 miles to a work site in Herculaneum, Missouri. Although the round-trip travel time was at least two (2) hours each day, Plaintiffs allege that between 2009 and 2013 they were only compensated for one (1) hour of travel per day. Plaintiffs assert that Veolia's failure to pay for the full amount of travel time violated the Fair Labor Standards Act ("FLSA") and breached employment contracts between the parties. Each Plaintiff also asserts quantum meruit and unjust enrichment claims.
Veolia filed a notice of removal on May 8, 2015, citing federal-question jurisdiction as the basis for removal. According to Veolia, Counts I and II of Plaintiffs' complaint arise under federal law because they allege violations of the FLSA, and federal jurisdiction exists over the remaining state law claims either because these claims are preempted by § 301 of the Labor Management Relations Act ("LMRA"), 29 U.S.C. § 185(a), or because they are so closely related to the FLSA claims as to warrant supplemental jurisdiction pursuant to 28 U.S.C. § 1367. Veolia answered the FLSA claims (Counts I and II) but has moved to dismiss the state law claims (Counts III-VIII).
Veolia asserts Plaintiffs' state law claims are preempted by § 301 of the LMRA because resolution of these claims depends upon the meaning of a collective bargaining agreement. Veolia argues that in order to resolve Plaintiffs' breach of contract claims (Counts III-IV), the Court must interpret a Collective Bargaining Agreement ("CBA")1governing Plaintiffs' employment with Veolia. According to Veolia, the CBA sets out the terms and conditions of Plaintiffs' employment, including compensation rates, overtime, and travel pay. Moreover, because Plaintiffs were represented by a sole and exclusive bargaining representative during the relevant time period, Veolia contends the CBA is the only contract that could have been breached. Veolia argues Plaintiffs' equitable claims of quantum meruit (Counts V-VI) and unjust enrichment (Counts VII-VIII) depend on the same analysis of the CBA that is necessary to resolve the breach of contract claims.
Veolia further argues that even if Plaintiffs were to recast their state law claims as claims for violation of the CBA under § 301 of the LMRA, dismissal would nonetheless be required for two reasons. First, Veolia argues that exhaustion of administrative and contractual remedies is a prerequisite to any LMRA action for breach of a CBA. Veolia contends that the CBA governing Plaintiffs' employment provides a grievance mechanism which Plaintiffs failed to exhaust. Second, Veolia asserts Plaintiffs' claims are untimely under the six-month statute of limitations for LMRA claims.
Veolia also urges that Plaintiffs' equitable claims (Counts V-VIII) should be dismissed for the alternative reason that Plaintiffs' employment was governed by an existing contract. Veolia argues that the quasi-contractual remedies of quantum meruit and unjust enrichment are only available in the absence of an express contract between the parties.
In response, Plaintiffs contend that their state law claims arise independently from the CBA and therefore are not preempted by the LMRA. According to Plaintiffs,"[w]hether Defendant actually paid Plaintiffs for time worked does not require the Court to interpret the terms of the CBA." (Doc. No. 17 at 2.) Further, because Plaintiffs contend that the LMRA does not govern their claims, Plaintiffs also argue that they are not subject to the administrative exhaustion requirement or the six-month statute of limitations applicable to LMRA claims. With respect to the equitable claims for quantum meruit and unjust enrichment, Plaintiffs assert that the existence of a contract between the parties does not preclude state law claims from being brought concurrent with FLSA claims. In the alternative, Plaintiffs request leave to amend if the complaint is found to be deficient.
Veolia's reply reiterates that Plaintiffs' state law claims require analysis of the CBA in order to determine whether Plaintiffs are entitled to payment for travel time and, if so, what wages are owed to Plaintiffs. Veolia argues that these claims are therefore preempted by § 301 of the LMRA. Veolia also advances three additional reasons why Plaintiffs' state law claims should be dismissed. First, Veolia argues that Plaintiffs' opposition was untimely and that Plaintiffs did not provide any explanation to excuse their untimely response.2 Second, Veolia argues that Plaintiffs' opposition fails to address the breach of contract claims (Counts III-IV), which is equivalent to concedingthat these claims should be dismissed for the reasons stated in Veolia's motion. Finally, Veolia asserts that the CBA constitutes an express contract governing the employment relationship between the parties, and that it is the CBA, not the FLSA claims, which precludes Plaintiffs' quantum meruit and unjust enrichment claims (Counts V-VIII).
To survive a motion to dismiss for failure to state a claim, a plaintiff's allegations must contain "sufficient factual matter, accepted as true, to 'state a claim to relief that is plausible on its face.'" Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)). The reviewing court must accept the plaintiff's factual allegations as true and construe them in plaintiff's favor, but it is not required to accept the legal conclusions the plaintiff draws from the facts alleged. Iqbal, 556 U.S. at 678; Retro Television Network, Inc. v. Luken Commc'ns, LLC, 696 F.3d 766, 768-69 (8th Cir. 2012). A court must "draw on its judicial experience and common sense," and consider the plausibility of the plaintiff's claim as a whole, not the plausibility of each individual allegation. Zoltek Corp. v. Structural Polymer Grp., 592 F.3d 893, 896 n.4 (8th Cir. 2010).
As a preliminary matter, the Court must determine whether documents attached as exhibits to Veolia's memorandum in support of its motion may properly be considered in resolving this motion to dismiss under Federal Rule of Civil Procedure 12(b)(6). "Though matters outside the pleading may not be considered in deciding a Rule 12 motion to dismiss, documents necessarily embraced by the complaint are not matters outside the pleading." Gorog v. Best Buy Co., 760 F.3d 787, 791 (8th Cir. 2014) (quotingAshanti v. City of Golden Valley, 666 F.3d 1148, 1151 (8th Cir. 2012)). The "contracts upon which a claim rests are evidently embraced by the pleadings." Id. (citation omitted). "In a case involving a contract, the court may examine the contract documents in deciding a motion to dismiss." Stahl v. U.S. Dep't of Agric., 372 F.3d 697, 700 (8th Cir. 2003).
A court may examine contract documents embraced by the complaint even if the plaintiff does not attach or incorporate such documents by reference, because "a plaintiff 'cannot defeat a motion to dismiss by choosing not to attach' to the complaint documents upon which it relies." Lewey v. Vi-Jon, Inc., No. 4:11-CV-1341-JAR, 2012 WL 1859031, at *2 (E.D. Mo. May 22, 2012) (quoting Silver v. H & R Block, Inc., 105 F.3d 394, 397 (8th Cir. 1997)). "[T]he plaintiff must supply any documents upon which its complaint relies, and if the plaintiff does not provide such documents the defendant is free to do so." BJC Health Sys. v. Columbia Cas. Co., 348 F.3d 685, 688 (8th Cir. 2003). Plaintiffs' claims for breach of contract necessarily rely on at least one contract. Veolia provided a CBA which it contends—and which Plaintiffs do not dispute—is the only existing contract governing the employment relationship between the parties. Thus, in deciding the motion to dismiss, it is appropriate to look to the CBA submitted by Veolia.
The Supreme Court "has singled out claims pre-empted by § 301 of the LMRA" for "special treatment," on the ground that "the preemptive force of § 301 is so powerful as to displace entirely any state cause of action for violation of contracts between an employer and a labor organization." Metro. Life Ins. Co. v. Taylor, 481 U.S. 58, 64(1987). "Any such suit is purely a creature of federal law, notwithstanding the fact that state law would provide a cause of action in the absence of § 301." Id. Therefore, any state law claim founded on rights created by a CBA is preempted under § 301, Teamsters v. Lucas Flour Co., 369 U.S. 95, 102-03 (1962), as is any claim whose resolution is substantially dependent upon or "inextricably intertwined" with interpretation of the terms of a CBA, Allis-Chalmers Corp. v. Lueck, 471 U.S. 202, 213 (1985).3
The Supreme Court has also stated, however, that "not every dispute concerning employment, or tangentially involving a provision of a collective-bargaining agreement, is pre-empted by § 301." Id. at 211. For example, merely referencing a CBA in order to determine bargained-for wage...
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