Spadoni v. United Airlines, Inc.

• Decision Date: 31 December 2015
• Docket Number: No. 1–15–0458.,1–15–0458.
• Citation: 47 N.E.3d 1152
• Parties: Gina SPADONI, Individually and on Behalf of All Others Similarly Situated, Plaintiff–Appellant, v. UNITED AIRLINES, INC., a Delaware Corporation Formerly Known as Continental Airlines Inc., Defendant–Appellee.
• Court: United States Appellate Court of Illinois

47 N.E.3d 1152

Gina SPADONI, Individually and on Behalf of All Others Similarly Situated, Plaintiff–Appellant

v.UNITED AIRLINES, INC., a Delaware Corporation Formerly Known as Continental Airlines Inc., Defendant–Appellee.

No. 1–15–0458.

Appellate Court of Illinois, First District, First Division.

Dec. 31, 2015.

Clifford Law Offices, P.C. (Robert A. Clifford and Shannon M. McNulty, of counsel), and Zimmerman Law Offices, P.C. (Thomas A. Zimmerman, Jr., Adam M. Tamburelli, Matthew C. De Re, and Nickolas J. Hagman, of counsel), both of Chicago, for appellant.

Schiff Hardin, LLP, Chicago (Patricia Brown Holmes, Sondra A. Hemeryck, and Tal C. Chaiken, of counsel), for appellee.

OPINION

Presiding Justice LIU delivered the judgment of the court, with opinion.

¶ 1 Plaintiff, Gina Spadoni, appeals from the dismissal of her complaint against defendant, United Airlines, Inc. Plaintiff alleges that on September 21, 2013 she was a ticketed airline passenger on a United flight from Chicago, Illinois, to Los Angeles, California. She checked one piece of baggage, paid the applicable fee for checked baggage, and received a baggage claim tag before boarding the plane. Upon arrival in Los Angeles, plaintiff discovered that her checked baggage did not arrive at the same time as her flight. She later learned that her baggage was not transported on the same flight as the one on which she traveled, but, instead, was transported on a subsequent passenger flight. On July 3, 2014, plaintiff filed a class action lawsuit against United for breach of contract. Subsequently, on January 15, 2015, the circuit court granted United's motion to dismiss the complaint, with prejudice.

¶ 2 On appeal, plaintiff contends that the circuit court erred in ruling, as a matter of law, that: (1) plaintiff's claim for breach of the implied covenant of good faith and fair dealing is preempted by the Airline Deregulation Act of 1978 (Act) (49 U.S.C. § 41713(b)(1) ), and (2) United did not breach its Contract of Carriage with plaintiff. Because we find that Illinois courts impose the implied covenant of good faith and fair dealing on all contracts, we hold, consistent with recent United States Supreme Court authority, that the claim for breach of the implied covenant is preempted by the Act. We therefore affirm the circuit court's dismissal.

¶ 3 BACKGROUND

¶ 4 A. The Complaint

¶ 5 In her single-count complaint, plaintiff alleged that “United's transport of passengers and their baggage is subject to the terms and conditions of United's Contract of Carriage.” Attached to her complaint is a copy of United's 46–page Contract of Carriage (revised on July 2013). Plaintiff alleged that United charges its domestic flight passengers a nonrefundable fee of $25 for the first piece of checked baggage, and that “[c]hecked baggage must conform to the weight and size requirements set forth in United's Contract of Carriage.” Plaintiff further alleged that United also “offers air freight services to individuals and entities wishing to transport cargo,” and while cargo transport “is a service United offers distinct from its transport of passengers and baggage,” United transports the cargo along with checked baggage on passenger aircrafts. Purportedly, United's remuneration for transporting cargo is higher than that for transporting passenger baggage, and United will refund the fee to its cargo clients if cargo is not shipped as promised.

¶ 6 According to plaintiff, United has a duty, based on the terms and conditions set forth in the Contract of Carriage, to transport each passenger's checked baggage on the same aircraft as the passenger “unless such carriage is deemed impractical.” She further alleged that it is practical for United to transport passengers' checked baggage on the same aircraft as the passengers, “in place of the cargo that [is] transported on their aircraft.” Instead, however, United allegedly removes passengers' checked baggage while permitting the cargo to remain on the aircraft, or loads the cargo in lieu of the passenger baggage, in order to meet aircraft weight restrictions established by the Federal Aviation Administration (FAA). As a result, plaintiff asserted, United breaches the Contract of Carriage when, while transporting cargo, it fails to carry baggage on the same aircraft as the passengers who own the baggage. As a result of these purported breaches, United's passengers—including plaintiff—have allegedly “suffered damages in the amount of their checked baggage fees, the time and money spent * * * locating and obtaining the delayed baggage, and other economic damages.”

¶ 7 Specific to her personal cause of action, plaintiff alleged that when she checked her baggage on September 21, 2013 for her flight, she “reasonably expected that United would transport her checked baggage on the same passenger aircraft.” Despite her expectation, her checked baggage was transported on a subsequent passenger flight. Plaintiff alleged, upon information and belief, that prior to September 21, United had sold seats on the flight such that the estimated aircraft weight did not exceed the maximum weight permitted by FAA regulations. On the date of her flight, however, the weight of the aircraft approached, met, or exceeded the FAA maximum weight threshold before departure. According to plaintiff:

“49. It was practical, possible, and reasonable to transport Plaintiff's piece of checked baggage on the same aircraft as Plaintiff by removing pieces of cargo from the aircraft's cargo compartment in order to arrive at an acceptable aircraft weight.

50. However, upon information and belief, United preferentially shipped cargo, rather than Plaintiff's checked baggage, in the aircraft's cargo compartment.”

¶ 8 Plaintiff sought to represent a class of “similarly situated individuals,” defined as follows:

“All Illinois residents who purchased a ticket for carriage on a United flight, or on a flight of any predecessor corporation of United, since September 21, 2003, who paid a checked baggage fee and whose checked baggage was transported on an aircraft other than the aircraft on which the resident was transported, when cargo was transported on the passenger's aircraft and the passenger's aircraft was weight restricted.”

¶ 9 B. The Contract of Carriage and Alleged Breach

¶ 10 The section of United's Contract of Carriage addressing passenger baggage provides, in relevant part, as follows:

“A. General Conditions of Acceptance—Passengers may check Baggage for carriage in the cargo compartment of the aircraft and/or may carry Baggage on board the aircraft subject to the provisions of this rule. [United] will accept Baggage subject to the following conditions:

* * *

8) Checked Baggage will generally be carried on the same aircraft as the Passenger unless such carriage is deemed impractical by carrier, in which event the carrier will make arrangements to transport the Baggage on the next flight on which space is available.”

¶ 11 Plaintiff admitted in her allegations that the above provision “vests United with broad discretion in determining whether carriage of a passenger's checked baggage on the same aircraft as the passenger is ‘practical.’ ” Plaintiff alleged, however, that United has a duty to exercise this discretion in accordance with the implied covenant of good faith and fair dealing. Plaintiff further alleged that, upon information and belief, United has a policy of favoring cargo over passenger baggage that is arbitrary, capricious, improper, and inconsistent with passengers' reasonable expectations. According to plaintiff, United should, in accordance with its passengers' reasonable expectations, remove cargo before it removes passenger baggage when the weight of an aircraft exceeds the amount allowed under FAA regulations.

¶ 12 Plaintiff alleged that United breached its Contract of Carriage with plaintiff and other class members when it failed to transport their baggage on the same aircrafts on which they were passengers—something plaintiff alleged it was practical and possible for United to do—in order to make room for more lucrative cargo. As the circuit court noted, plaintiff's one-count complaint appears to articulate two bases for United's alleged breach: (1) a violation of the express terms of the contract, and (2) a violation of the implied covenant of good faith and fair dealing, as applied to the terms of the contract. First, plaintiff alleged that “United's failure to transport Plaintiff's and the Class Members' pieces of checked baggage on the same aircraft as Plaintiff and the Class Members, while transporting cargo on the aircraft, constitutes a breach of the Contract of Carriage.” Second, plaintiff alleged that, “United's failure to exercise its discretion to carry Plaintiff's and the Class Members' checked baggage on the same aircraft as Plaintiff and the Class Members, while transporting cargo on the aircraft, constitutes a breach of United's implied duty of good faith and fair dealing under the Contract of Carriage.”

¶ 13 C. The Motion to Dismiss

¶ 14 United filed a combined motion to dismiss pursuant to section 2–619.1 of the Code of Civil Procedure (Code) (735 ILCS 5/2–619.1 (West 2014) ). Under the section 2–615 portion of the motion, United argued that dismissal was proper because plaintiff failed to identify a provision in the contract prohibiting United's conduct and because its conduct was in fact expressly allowed under the contract. United also contended dismissal was proper because plaintiff sought only remedies excluded by the contract.

¶ 15 Under the section 2–619(a)(9) portion of the motion, United argued that plaintiff's claim based on breach of the implied covenant of good faith and fair dealing was preempted by the Act. Specifically, United asserted that, in Illinois, the implied covenant of good faith and fair dealing impermissibly enlarges the contractual obligations adopted by the parties in contravention of the Act.

¶ 16 In response, plaintiff maintained...