Iron Workers Tri-State Welfare v. Carter Const.

• Decision Date: 18 January 2008
• Docket Number: No. 06 C 0580.,06 C 0580.
• Citation: 530 F.Supp.2d 1021
• Parties: IRON WORKERS TRI-STATE WELFARE PLAN, and its Trustees, Plaintiffs, v. CARTER CONSTRUCTION, INC., Defendant.
• Court: U.S. District Court — Northern District of Illinois

530 F.Supp.2d 1021

IRON WORKERS TRI-STATE WELFARE PLAN, and its Trustees, Plaintiffs, v. CARTER CONSTRUCTION, INC., Defendant.

No. 06 C 0580.

United States District Court, N.D. Illinois, Eastern Division.

January 18, 2008.

Raymond James Sanguinetti, Daniel P. McAnally, Whitfield & McGann, Chicago, IL, for Plaintiffs.

John David Burke, Douglas A. Henning, Joan Grace. Ritchey, Ice Miller LLP, Chicago, IL, for Defendant.

MEMORANDUM OPINION AND ORDER RE: CARTER CONSTRUCTION, INC.'S MOTION FOR SUMMARY JUDGMENT

JEFFREY COLE, United States Magistrate Judge.

INTRODUCTION

The plaintiff has sued Carter Construction under Section 301 of the Taft-Hartley Act (also known as the Labor Management Relations Act ("LMRA")) and Section 502 of the Employee Retirement Income Security Act ("ERISA"). See generally Sullivan v. William A. Randolph, Inc., 504 F.3d 665 (7th Cir.2007)(Posner, J.). The complaint charged that Carter Construction breached a collective bargaining agreement ("CBA") that required it, among many things, to allow the plaintiff to audit its books and records and make contributions to the union. Taking the. "tidbits" theory of pleading, Kolupa v. Roselle Park Dist., 438 F.3d 713, 714 (7th Cir.2006), to its outermost limits, the complaint did not attach the CBA as an exhibit and did not even identify the date of the agreement on which the suit was based.¹

As a consequence, a core dispute has arisen as to which CBA is involved — the May 1, 1998 CBA or separate CBAs executed in 2001 and 2004. For the plaintiff, the operative CBA is the May 1, 1998 agreement between Central Illinois Builders Association ("CIBA") — which was a multiemployer bargaining unit — and Local Union No. 360, International Association of Bridge, Structural, Ornamental and Reinforcing Iron Workers, AFL-CIO. Under the plaintiffs theory, that agreement has yet to lapse, and it is that Agreement which is the wellspring of the obligations that Carter Construction Company has allegedly breached. For Carter Construction, the operative CBA is the three-year agreement CIBA negotiated and executed on its behalf with the Union in 2001 and which terminated in 2004.

I. FACTUAL BACKGROUND

A. The May 1, 1998 Individually Negotiated Collective Bargaining Agreement

On May 1, 1998, CIBA and Local Union 380 executed a CBA on behalf of those members that had delegated their authority to CIBA to collectively bargain with the Union on their behalf. (Affidavit of Brian Diskin, Local 380 Business Manager, ¶ 7; Plaintiffs' Memorandum of Law in Opposition, Ex. A, at 29 ("Ex. A" or "the 1998 Agreement")). On October 9, 1998, Carter Construction Company entered into a "PARTICIPATING AGREEMENT," that provided that Carter Construction agreed to adopt, abide by, and be bound by all of the provisions of the CBA "heretofore [on May 1, 1998] entered into between Local Union No. 380 ... and [CIBA]," including any modification, extensions, or renewals of the Agreement. (Ex. A at 30-32)(Capitalization and bold face in original). The May 1 Agreement provided that it was effective as of. May 1, 1998 and that it would continue in force through April 30, 2001 and would renew thereafter from year to year, except upon written notice by either party at least 60 but no more than 90 days prior to May 1, 2001 of an intent to modify or terminate the Agreement. (Affidavit of CIBA's Director of Labor Relations, Scott Larkin ¶ 8; Ex. A, ¶ 42).²

In the instant case, the distinction between an independently negotiated agreement — like the 1998 Agreement between the Union and Carter Construction and a multiemployer bargaining unit-negotiated agreement is significant. (Plaintiffs' Memorandum of Law in Opposition, at 2-3, 5; Plaintiffs Response to Defendant's Statement of Facts, ¶ 7). While the Union now insists that it is the 1998 Agreement that requires the payments that Carter Construction resists, the complaint is not consistent with that theory: Paragraph 3 of the complaint alleged:

The Defendant assigned its bargaining rights to the Central Illinois Builders Association and is an employer engaged in an industry affecting commerce which entered into an Agreement whereby it agreed to be bound by the provisions of a Collective Bargaining Agreement with Iron Workers Local Union No. 380, and to any subsequent Collective Bargaining Agreements.

(Complaint, ¶ 3)(Emphasis supplied).

The allegation of assignment has no meaning if the complaint was based upon the May 1, 1998 Agreement since Carter Construction made no such assignment in 1998 but rather contracted directly with the Union. And why refer to Carter Construction's agreement to be bound by subsequent agreements if the 1998 Agreement had never lapsed, as the Union argues in its opposition to the summary judgment motion? Little wonder that Carter Construction's motion for summary judgment did not even mention the 1998 Agreement and focused exclusively on the 2001 and 2004 Agreements. If the plaintiff wanted to sue on the 1998 Agreement that Carter Construction entered into on its own, its complaint would have been drafted differently.

When the Union filed its complaint, the standard for pleadings was quite liberal, see Swierkiewicz v. Sorema N.A., 534 U.S. 506, 122 S.Ct. 992, 152 L.Ed.2d 1 (2002), and Bell Atlantic Corp. v. Twombly, 550 U.S. ___, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007) was a year away. Indeed, the Seventh Circuit had warned: "Any district judge (for that matter, any defendant) tempted to write `this complaint is deficient because it does not contain ...' should stop and think: What rule of law requires a complaint to contain that allegation?" Doe v. Smith, 429 F.3d 706, 708 (7th Cir.2005) (Emphasis and parenthesis in original). All that a complaint had to do was "name the plaintiff and the defendant, state the nature of the grievance, and give a few tidbits (such as the date) that will let the defendant investigate ...." Kolupa, 438 F.3d at 714 (Emphasis supplied) (parenthesis in original).

Even though the plaintiff was not obligated, to set forth specific facts and legal theories of its case in its complaint, Carter Construction was entitled to notice of which agreement underlay the complaint. Notice of the grounds upon which a claim rests is the raison d'etre of a complaint. See Conner v. Illinois Dept. of Natural Resources, 413 F.3d 675, 679 (7th Cir.2005). Here, the complaint not only did not notify Carter Construction that it was suing under the 1998 Agreement, but its reference to the assignment of rights to CIBA conveyed a very different message.

This is not an instance where only one particular CBA could possibly be at issue. See e.g., Minch v. City of Chicago, 486 F.3d 294, 300 (7th Cir.2007); C.H. Robinson Worldwide, Inc. v. Command Transp., LLC, 2005 WL 3077998, *5 (N.D.Ill. Nov. 16, 2005)(fair notice of claim where plaintiff identified contracts at issue); Demes v. ABN Amro Services Co., Inc., 2001 WL 563813, *2 (N.D.Ill. May 23, 2001)(contracts were attached "as exhibits). Here, there are three contracts involved; one was individually negotiated, the others collectively negotiated.

The complaint did not provide adequate notice of which of the several possible agreements was the source of the obligations alleged to have been breached. Cf, Airborne Beepers & Video, Inc. v. Southwestern Bell Mobile Systems, LLC, 2006 WL 951877, *3 (N.D.Ill. Apr. 11, 2006)(where more than one contract was possibly at issue in discrimination case, and plaintiff failed (repeatedly) to specify which contract was the basis of its claim, court dismissed claim with prejudice). Quite the contrary. Its allegations seemingly excluded the CBA that it now contends precludes summary judgment. The plaintiff cannot now amend its complaint through allegations or arguments made in response to a motion for summary judgment. Griffin v. Potter, 356 F.3d 824, 830 (7th Cir.2004); Grayson v. O'Neill, 308 F.3d 808, 817 (7th Cir.2002).

But proper resolution of the motion for summary judgment need not rest on this apparent volte face. For even if the complaint were construed as providing adequate notice that the 1998 CBA had been breached, there is still no unresolved, genuine issue of material fact.

B. The 2001 Agreement And Its Relationship To The 1998 Agreement

In January 2001, as the 1998 CBA was coming to an end, Carter Construction executed an assignment of its bargaining rights "for the negotiation and administration of new collective bargaining agreements" to CIBA. (Plaintiffs' Response to Defendant's Statement of Material Facts, Affidavit of Raymond Sanguinetti, Ex. A). Attached was a roster of labor unions, including Local Union No. 380, with a line next to each. Carter Construction's president initialed each line. By its terms, the assignment remained in force unless terminated by written notice to CIBA. Later that year, CIBA negotiated a collective bargaining agreement ("the 2001 Agreement") with Local Union No. 380, on behalf of its members who had delegated their bargaining rights to it, one of which was Carter Construction. (Larkin Aff. ¶¶ 8-9; Carter Aff. ¶¶ 9-11). The contract was effective as of May 1, 2001 and remained in force until April 30, 2004.

The 2001 Agreement's terms were similar to those of the 1998 Agreement Indeed, in may particulars and in their ultimate purpose, the CBAs were identical. Like its predecessor, the 2001 Agreement had a three-year term from May 1, 2001 to May 1, 2004, and written notice of termination had to be provided by the terminating party at least 60, but not more than 90 prior to May 1, 2004. (Carter Construction's Memorandum in Support of Motion for Summary Judgment, Ex. E, ¶ 42 at 16).

There is no evidence whether Carter Construction, between February and May 1, 2001 gave the required written notice to the Union of its intent to terminate the 1998 Agreement. However, the Union was free to waive that requirement. 6 S. Williston, Contracts §§ 887B, 887BB (3d ed. 1962 & Supp.1982)....