Gilbert v. Monsanto Co.

• Decision Date: 15 November 1999
• Docket Number: 99-1873,Nos. 99-1738,s. 99-1738
• Citation: 216 F.3d 695
• Parties: (8th Cir. 2000) WILLIAM T. GILBERT, III, PLAINTIFF - APPELLANT, v. MONSANTO COMPANY, DEFENDANT - APPELLEE. WILLIAM T. GILBERT, III, PLAINTIFF - APPELLEE, v. MONSANTO COMPANY, DEFENDANT - APPELLANT. Submitted:
• Court: U.S. Court of Appeals — Eighth Circuit

Page 695

216 F.3d 695 (8th Cir. 2000)

WILLIAM T. GILBERT, III, PLAINTIFF - APPELLANT, v. MONSANTO COMPANY, DEFENDANT - APPELLEE.

WILLIAM T. GILBERT, III, PLAINTIFF - APPELLEE, v. MONSANTO COMPANY, DEFENDANT - APPELLANT.

Nos. 99-1738, 99-1873

UNITED STATES COURT OF APPEALS FOR THE EIGHTH CIRCUIT

Submitted: November 15, 1999

Filed: June 20, 2000

Appeals from the United States District Court for the Eastern District of Missouri. [Copyrighted Material Omitted] Before Richard S. Arnold, John R. Gibson, and Beam, Circuit Judges.

John R. Gibson, Circuit Judge.

William T. Gilbert, III appeals from the district court's judgment on his action to enforce his settlement agreement with Monsanto Company. Gilbert argues that the district court improperly denied him attorney's fees and back pension benefits following Monsanto's breach of the settlement agreement. Monsanto cross-appeals, arguing that the district court lacked jurisdiction to enforce the settlement agreement and that, even assuming jurisdiction was proper, parol evidence of any prior agreement as to pension benefits should not have been considered by the district court. We affirm the enforcement of the settlement agreement and denial of back pension benefits, but reverse the denial of attorney's fees.

On June 29, 1995, Gilbert brought suit against Monsanto under the Age Discrimination in Employment Act ("ADEA") and the Missouri Human Rights Act ("MHRA"). Gilbert's attorney, David C. Howard, presented a written settlement demand to Monsanto on March 6, 1997, which requested a lump sum payment and immediate access to pension benefits. William Weidle, Jr., attorney for Monsanto, orally accepted the demand on behalf of his client. Howard then drafted an agreement which included the lump sum payment but made no mention of Gilbert's pension benefits. Monsanto's in-house counsel, Marty Zucker, signed the agreement, and the document was then retained by Weidle and never signed by Gilbert. Howard testified at a hearing on a motion to enforce the settlement agreement that he did not include a pension benefits provision in the agreement because Weidle told him that Gilbert was entitled to accelerated pension benefits regardless of the settlement. The parties later advised the district court of their settlement agreement, and the court dismissed the case with prejudice subject to its retention of jurisdiction to enforce the agreement.

Monsanto paid Gilbert the lump sum they had agreed upon. However, Gilbert failed to receive payments under his pension, so he moved the district court to enforce the settlement agreement. On June 3, 1998, the court found that the parties' oral agreement included early receipt of pension benefits and ordered the parties to work out a payment schedule. One month later, the court denied Gilbert's motion for attorney's fees as a prevailing party under the ADEA. Then, in its order of August 17, 1998, the court found that an amendment to the pension plan resulted in Gilbert being entitled to higher monthly payments under the plan than if he had immediately begun receiving payments following the settlement. These higher payments, the court reasoned, fully compensated Gilbert for the missed payments. The parties attempted to appeal the district court's rulings twice before, but we dismissed those appeals as premature. Gilbert filed the current appeal on March 1, 1999, and Monsanto subsequently filed its cross-appeal.

I.

Monsanto challenges the current appeal as untimely, arguing that the district court entered a final judgment on August 17, 1998. However, in dismissing a prior appeal on February 26, 1999, we held that the final judgment for purposes of appeal was entered on February 5, 1999. "'The law of the case' doctrine generally requires that a decision on a former appeal be followed in any subsequent proceedings in that court or a lower court unless evidence subsequently introduced is substantially different or the decision is clearly erroneous and works manifest injustice." South Cent. Enters., Inc. v. Farrington (In re Progressive Farmers Ass'n), 829 F.2d 651, 655 (8th Cir. 1987). Monsanto points to no error or injustice, and we see none. Therefore, Gilbert's March 1, 1999 notice of appeal of the district court's judgment was well within the 30-day requirement of 28 U.S.C. 2107 (1994).

II.

Monsanto further argues that the district court was without jurisdiction to enter its order enforcing the terms of the parties' oral settlement agreement. We review questions of subject matter jurisdiction de novo. See Jenisio v. Ozark Airlines, Inc. Retirement Plan for Agent and Clerical Employees, 187 F.3d 970, 972 (8th Cir. 1999).

Federal courts do not have automatic ancillary jurisdiction to enforce a settlement agreement arising from federal litigation. See Kokkonen v. Guardian Life Ins. Co. of America, 511 U.S. 375, 380 (1994). "Ancillary jurisdiction to enforce a settlement agreement exists only 'if the parties' obligation to comply with the terms of the settlement agreement [is] made part of the order of dismissal--either by . . . a provision "retaining jurisdiction" over the settlement agreement [ ] or by incorporat[ion of] the terms of the settlement agreement in the order.'" Miener v. Missouri Dept. of Mental Health, 62 F.3d 1126, 1127 (8th Cir. 1995) (quoting Kokkonen, 511 U.S. at 381).

Monsanto contends that the district court only retained jurisdiction over the parties' "executed" settlement agreement and thus lacked jurisdiction to enter a judgment based on an oral agreement. The parties' Stipulation of Dismissal stated: "The 'confidential Settlement Agreement and Release' executed between the parties is herein incorporated by reference. Furthermore, it is stipulated that the parties agree that this Court shall retain jurisdiction to enforce the terms of the Settlement Agreement and Release." Since the stipulation referred to an "executed" settlement agreement, and since no such agreement was actually executed because Gilbert failed to sign it, Monsanto argues that the court did not have jurisdiction to consider Gilbert's motion to enforce the parties' agreement.

The district court determined that it retained jurisdiction to rule on Gilbert's motion to enforce the parties' settlement agreement, reasoning as follows:

Although it appears that the language of the stipulation contemplated the Court's having jurisdiction to enforce a specific written agreement, it is clear that no written agreement existed. The Court believes that there was an oral settlement agreement in this case, and that [the Court] does retain jurisdiction under the terms of that stipulation to enforce the terms of the settlement agreement.

This statement was made in the context of the district court's careful analysis of the record before it and strong reliance on credibility issues. We hold on the record before us that the district court did not clearly err in finding that there was an oral agreement or in concluding that it retained jurisdiction over the enforcement of the settlement agreement, regardless of its form.

III.

We turn now to the district court's interpretation of the settlement agreement, which we review de novo. See Grant County Sav. & Loan Ass'n v. Resolution Trust Corp., 968 F.2d 722, 724 (8th Cir. 1992). Our analysis is guided by "general rules of contract construction." NLRB v. Superior Forwarding, Inc., 762 F.2d 695, 697 (8th Cir. 1985).

A.

Monsanto argues that Gilbert ratified the written settlement agreement by accepting the lump sum payment. Therefore, Monsanto contends, the district court's consideration of extrinsic evidence of the parties' agreement that Gilbert have immediate access to his pension benefits violated the parol evidence rule. However, Gilbert argues facts to support the conclusion that Monsanto should be equitably estopped from making its parol evidence argument. Gilbert asserts that his attorney did not put a pension benefits provision in the settlement agreement because Weidle, Monsanto's attorney, said it was unnecessary since Gilbert already held the right to immediate access to his pension benefits. The district court agreed with Gilbert's assertion, crediting Howard's testimony over Weidle's. Since Gilbert reasonably and detrimentally relied on Weidle's statement, Monsanto is equitably estopped from denying it. See Farley v. Benefit Trust Life Ins. Co., 979 F.2d 653, 659 (8th Cir. 1992) ("The principle of estoppel declares that a party who makes a representation that misleads another person, who then reasonably relies on that representation to his detriment, may not deny that representation."). Monsanto's parol evidence argument must therefore fail, because it runs contrary to Weidle's assurance that Gilbert could obtain immediate access to his pension benefits without any language in the settlement agreement to that effect.

B.

Gilbert contends he should be awarded back pension benefits for the approximately sixteen months Monsanto improperly failed to pay them. Gilbert argues that such payment is necessary to make him whole. See Brooks v. Woodline Motor Freight, Inc., 852 F.2d 1061, 1065 (8th Cir. 1988) ("Under the ADEA the district court must tailor the remedy to make the injured party whole.").

Monsanto points out that when Gilbert actually began receiving pension benefits, the plan had been amended such that Gilbert received greater monthly benefits than he would have been receiving had he begun to receive his pension at the appropriate time. Therefore, Monsanto argues, Gilbert's lost payments are compensated by the higher monthly payments, and any award of back benefits would constitute a windfall.

Gilbert counters by citing Leftwich v. Harris-Stowe State College, 702 F.2d 686 (8th Cir. 1983), and Dyer v. Hinky Dinky, Inc., 710 F.2d 1348 (8th Cir. 1983), in support of the proposition that the higher pension payments cannot serve to offset the missed payments. In both cases, the plaintiffs lost...