Desimone v. Danaher Corp.
| Decision Date | 31 August 2018 |
| Docket Number | Case No. 17-cv-5232 |
| Parties | RONALD DESIMONE, Plaintiff, v. DANAHER CORPORATION et al., Defendants. |
| Court | U.S. District Court — Northern District of Illinois |
MEMORANDUM OPINION AND ORDER
Before the Court is Defendants Leica Biosystems' and Videojet Technologies, Inc.'s motion [34] to enforce the parties' settlement agreement and to stay case deadlines. Also before the Court is Defendants' motion [64] to strike a portion of Peter Roeser's declaration. For the reasons that follow, Defendants' motion [34] is granted in part and denied in part. The Court denies Defendants' motion to enforce the settlement agreement; however, the Court grants Defendants' motion to the extent that Defendants seek to stay their obligation to answer the First Amended Complaint along with other case deadlines. Defendants' motion [64] to strike portions of Peter Roeser's declaration is granted in part and denied in part. As a housekeeping matter, Defendants' motion [32] for leave to file documents under seal is granted. The case is set for further status on September 7, 2018 at 10:00 a.m. to set an evidentiary hearing date for purposes of resolving certain disputed issues of fact relating to whether the parties entered into a binding settlement agreement. All other case deadlines are stayed until further order of the Court.
Plaintiff Ronald DeSimone ("Plaintiff") brings this action against Danaher Corporation, X-Rite Pantone, Leica Biosystems, and Videojet Technologies, Inc. (collectively, "Defendants"). According to the operative First Amended Complaint, Plaintiff was jointly employed by Defendants Danaher and X-Rite beginning October 6, 2014. Plaintiff alleges that, in June 2015, he was suffering from severe depression and anxiety. Plaintiff requested short term disability benefits, a temporary, unpaid leave of absence until December 15, 2015, and a transfer to a different position to accommodate this disability. However, all three of his requests were denied. Plaintiff was then terminated from his position on October 5, 2015. [15, ¶¶ 17-28.]
Following his termination, Plaintiff filed charges of discrimination against all Defendants in this action with the U.S. Equal Employment Opportunity Commission ("EEOC") on April 21, 2016. The charges allege discrimination and retaliation on the basis of his disability. [See 15, Ex. A, at 2.] Plaintiff and Defendants agreed to mediate this dispute at the EEOC's Chicago offices. This mediation took place over three days: October 13, 2016, November 10, 2016, and December 1, 2016. Plaintiff and his attorney, Peter Roeser, participated in the mediation on Plaintiff's behalf. Andrew Bautista as corporate representative for Defendants, along with attorneys Katherine Mendez and Richard McArdle, participated in the mediation on Defendants' behalf.
On October 13, 2016, which was the first day of the EEOC mediation, both parties signed an "Agreement to Mediate" and a "Confidentiality Agreement." [See 44, Ex. B.] The Agreement to Mediate describes the EEOC mediation process generally, noting that it is voluntary and may be terminated at any time. [Id., at 1.] The Confidentiality Agreement provides that all matters discussed during the mediation are confidential. [Id., at 2 ¶ 2.] The Confidentiality Agreement also contains a provision stating that "[i]f a settlement is reached by all the parties, the agreement shall be reduced to writing and when signed shall be binding upon all parties to the agreement." [Id., at 2 ¶ 6.]
On December 1, 2016, which was the third day of mediation, Plaintiff's counsel informed Defendants at approximately 4:00 p.m. that Plaintiff would settle the matter if Defendants paid a specific Settlement Amount.1 [58-3 (Mendez Decl.), ¶ 4; 58-4 (McArdle Decl.) ¶ 4.] At 4:17 p.m., Roeser e-mailed Mendez a draft of a term sheet entitled "DeSimone Binding Term Sheet" that included the Settlement Amount that Plaintiff had offered to Defendants. [44, Ex. C.; 58-3 (Mendez Decl.), ¶ 5.] This draft is entitled "Binding Term Sheet" and includes signature lines for Plaintiff, Bautista, and the EEOC Mediator as a witness. [44, Ex. C.] Roeser stated in the e-mail, [Id.]
At 4:20 p.m., Defendants' counsel and Bautista made a phone call and obtained authority to accept Plaintiff's offer. [58-3 (Mendez Decl.), ¶ 6; 58-4 (McArdle Decl.), ¶ 5; 58-5 (Bautista Decl.), ¶ 4.] Mendez then responded to Roeser's e-mail at 5:27 p.m., stating "here is a revised term sheet." [44, Ex. D.] There are several revisions to the term sheet attached to this e-mail, including the addition of a Michigan choice of law and venue provision. [Id.] This draft still contained signature lines for the parties and the EEOC Mediator. [Id.]
Roeser responded with further edits at 5:53 p.m.: [Id., Ex. E.] The latest version of the binding term sheet was then printed out (the "Term Sheet"). Prior to leaving the EEOC offices, Roeser and McArdle initialed each page of the Term Sheet and signed the last page beneath the signature lines for Plaintiff, Bautista, and the EEOC Mediator. [See 44, Ex. H.] According to Roeser, this was done at Defendants' counsel's suggestion. [63 (Roeser Decl.), ¶ 4.] Plaintiff was no longer at the mediation by this time. Bautista did not sign or initial the document, although he was present when the attorneys did so.
According to Roeser, by the time he sent the 5:53 p.m. e-mail to Defendants' counsel, Plaintiff himself was no longer present at the mediation, although counsel for both parties and Mr. Bautista were still there. Additionally, Roeser states that he informed counsel that (1) Plaintiff was no longer there; (2) Plaintiff was not returning that night; and (3) Plaintiff's signature was required to finalize any agreement. In response, according to Roeser, Defendants' counsel did not express any disagreement. [63 (Roeser Decl.), ¶ 3.] Roeser also informed Defendants' counsel that he would present the Term Sheet to Plaintiff for his review and, if approved, his signature. [Id., ¶ 5.] Roeser further states in his declaration that "[a]t the conclusion of the mediation on December 1, 2016, none of the parties or their lawyers believed that the term sheet had been fully executed" and that "[a]t no point did the parties or their lawyers ever agree that the signature of an attorney was sufficient to bind the parties." [Id., ¶¶ 7-8.]
According to Defendants and their counsel, however, at no point before initialing and signing the Term Sheet did Roeser state that (1) he lacked authority to sign it on Plaintiff's behalf; (2) he was not authorized to bind Plaintiff to the settlement; (3) he was signing the sheet only as a "draft;" or (4) Plaintiff's signature was a condition precedent to the enforcement of the term sheet. [58-3 (Mendez Decl.), ¶ 11; 58-4 (McArdle Decl.), ¶ 7; 58-5 (Bautista Decl.), ¶ 6.]
The Term Sheet that the attorneys for the parties initialed and signed states in its first paragraph that it "is a binding and enforceable agreement" between X-Rite Inc., Leica Microsystems Inc., Danaher Corp., and Videojet Technologies on the one side and Ron DeSimone on the other. [44, Ex. H, ¶ 1.] It also states that "[t]he final terms of the parties' agreement will be set forth in a Settlement Agreement to be signed by all parties." [Id.] The Term Sheet provides that Defendants will, among other things, (1) make a settlement payment to Plaintiff in the Settlement Amount, (2) provide an employment verification letter to Plaintiff that confirms his dates of employment and position held, and (3) agree that Plaintiff "may represent that he was employed with X-Rite from October 6, 2014 through October 5, 2015, and that he has a consulting agreement with X-Rite running through June 2017." [Id., ¶¶ 2-4.] The Term Sheet also includes the Michigan choice of law and venue provisions inserted by Defendants. [Id., ¶ 14.] Paragraph 15, which was in the initial version of the term sheet drafted by Plaintiff's counsel, states, "[o]ther standard terms and conditions, but none of which will prevent the parties from enforcing this binding term sheet." [Id., ¶ 15.] The final page contains signature lines for Plaintiff, Bautista on behalf of Defendants, and the EEOC mediator. Roeser's and McArdle's signatures appear below these signature lines. [Id.] Both attorneys also initialed the first two pages of the Term Sheet.
On December 5, 2016, four days after the mediation concluded, McArdle e-mailed Roeser, asking "has your client signed the Binding Term Sheet?" [44, Ex. F.] Plaintiff's counsel responded a few days later, stating that Plaintiff "has not signed the term sheet and we are meeting with him shortly to address the situation." [Id., Ex. G.]
On December 8, 2016, Roeser sent to Defendants' counsel a notice of attorney lien. In response, McArdle asked Roeser, "Can you fill us in on what exactly this means in terms ofreceiving a signed term sheet, the status of your representation of Mr. DeSimone, etc.?" [63, Ex. J.] Roeser responded: "Mr. DeSimone has not agreed to the term sheet at this point and he no doubt has issues with some of the terms." [Id.] The next week, Defendants' counsel again requested a status update, and Roeser spoke with Mendez about the status of the Term Sheet. [63 (Roeser Decl.), ¶¶ 14-15.] Roeser informed the EEOC mediator that Plaintiff had not agreed to sign the Term...
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