United States District Court, District of Columbia
ALFRED WENDELL HOWARD, JR. and HIKIEM SHARODD CAIN, Plaintiffs,
FEDERAL EXPRESS CORPORATION and JOHN O'REILLY, Defendants.
MEMORANDUM OPINION AND ORDER
P. Mehta United States District Judge.
Alfred Howard and Hikiem Cain bring the present action
against Defendants Federal Express Corporation
(“FedEx”) and John O'Reilly, a FedEx
Operations Manager, asserting discrimination claims under 42
U.S.C. § 1981 and common law claims arising from the
termination of their employment with FedEx. Before the court
are the following motions: (1) Defendant FedEx's Partial
Motion to Dismiss; (2) Defendant O'Reilly's Partial
Motion to Dismiss; and (3) Plaintiffs' Motion for Leave
reasons herein, the court grants in part and denies in part
Plaintiffs' Motion for Leave to Amend. Because portions
of the Amended Complaint are now the operative pleading in
this matter, the court denies as moot Defendants FedEx's
and O'Reilly's Partial Motions to Dismiss. The court
assumes the parties' familiarity with this matter and
therefore references the factual allegations only as
necessary to resolve their disputes.
are African-American males and former FedEx couriers who were
suspended and subsequently terminated for losing custodial
control of packages while performing deliveries in
Washington, D.C. See Compl., ECF No. 1 ¶¶
5-6; Compl., Howard Termination Letter, Ex. C, ECF No. 1-7;
Compl., Cain Termination Letter, Ex. F, ECF No. 1-10.
Plaintiffs filed the present action on December 23, 2016. The
original Complaint alleges the following claims: (1) racial
and intentional discrimination in the making and enforcement
of contracts in violation of 42 U.S.C. § 1981 (Count I);
(2) disparate treatment in violation of 42 U.S.C. § 1981
(Count II); (3) promissory estoppel as to Howard only (Count
III); (4) breach of the duty of good faith and fair dealing
(Count IV); (5) breach of express contract as to Howard only
(Count V); (6) breach of implied contract (Count VI); (7)
negligence (Count VII); and (8) defamation (Count VIII).
FedEx moved to dismiss Counts I, III, IV, V, VI, and VII of
the Complaint on April 11, 2017. Def. FedEx Mot. to Dismiss,
ECF No. 7 [hereinafter FedEx. Mot]. After FedEx's Motion
ripened, Defendant O'Reilly moved to dismiss Counts I,
III, IV, V, VI, VII, and VIII of the Complaint on May 30,
2017. Def. O'Reilly's Mot. to Dismiss, ECF No. 19
[hereinafter O'Reilly's Mot.]. Plaintiffs opposed
O'Reilly's Motion, but before that Motion ripened,
they sought leave of court to amend their Complaint.
Pls.' Mot. for Leave to Am. Compl., ECF No. 22
[hereinafter Pls.' Mot. to Am.]. Plaintiffs' proposed
Amended Complaint re-alleges the same claims as their
original Complaint, but now expressly names O'Reilly as a
Defendant as to all eight Counts and alleges additional facts
concerning O'Reilly's conduct. See generally
Pls.' Mot. to Am., Proposed Am. Compl., ECF No. 22-2
[hereinafter Am. Compl.]. Defendants oppose Plaintiffs'
Motion for Leave to Amend on the ground that amendment would
be futile because Plaintiffs' proposed changes to the
operative complaint would not survive a motion to dismiss.
Defs.' Opp'n to Pls.' Mot. to Am., ECF No. 25, at
2-3; see In re Interbank Funding Corp. Secs. Litig.,
629 F.3d 213, 215-16 (D.C. Cir. 2010) (stating that a
district court may deny leave to amend “on grounds of
futility where the proposed pleading would not survive a
motion to dismiss”).
Rule of Civil Procedure 15(a) instructs courts to
“freely give leave” to a party seeking to amend
its pleadings. The Supreme Court has emphasized that Rule
15(a)'s “mandate is to be heeded.” Foman
v. Davis, 371 U.S. 178, 182 (1962). “If the
underlying facts or circumstances relied upon by a plaintiff
may be a proper subject of relief, he ought to be afforded an
opportunity to test his claim on the merits.”
Id. Denying leave to amend is “inconsistent
with the spirit of the Federal Rules” and an abuse of
discretion, id., unless the court provides a
sufficient reason for so doing, such as “futility of
amendment, undue delay, bad faith, dilatory motive, undue
prejudice, or repeated failure to cure deficiencies by
previous amendments, ” Boyd v. Dist. of
Columbia, 465 F.Supp.2d 1, 3 (D.D.C. 2006).
the posture of the case-pending motions to dismiss and a
pending motion to amend-in the interest of judicial
efficiency, the court will evaluate Defendants' arguments
for dismissal against the claims and allegations presented in
the proposed Amended Complaint, not against the Original
Complaint. If the proposed Amended Complaint states
cognizable claims, the court must allow the amendment as to
those claims. The court evaluates Plaintiffs' arguments
for dismissal under the familiar standards articulated in
Bell Atlantic Corp. v. Twombly, 550 U.S. 544 (2007),
and Ashcroft v. Iqbal, 556 U.S. 662 (2009).
reasons discussed below, the court grants Plaintiffs'
Motion for Leave to Amend in part and denies it in part.
Therefore, the proposed Amended Complaint shall become the
operative pleading for the surviving claims. Accordingly,
Defendants' Partial Motions to Dismiss are denied as
moot. See Johnson v. Panetta, 935 F.Supp.2d 244,
248, 250-51 (D.D.C. 2013).
Breach of Contract and Breach of Duty of Good Faith and Fair
court concludes that Plaintiffs' claims premised on the
existence of an express or implied employment contract would
not survive a motion to dismiss. Leave to amend Counts IV, V,
and VI therefore is denied as futile.
contend that these claims should survive because their
employment with FedEx was governed by FedEx's
“People Manual, ” which outlines a host of
policies pertaining to employment with FedEx. As relevant
here, the People Manual contains a progressive discipline
policy-the “Acceptable Conduct Policy”-and a
progressive appeals process for disciplinary actions-the
“Guaranteed Fair Treatment Procedure.” Am. Compl.
¶¶ 59-62, 88-91. Plaintiff Howard asserts in Count V
that, by terminating him after only two instances of alleged
misconduct, Defendants breached an express contract with him
purportedly providing that termination may occur only after
three instances of alleged misconduct within a twelve-month
period. Am. Compl. ¶¶ 147-51. Plaintiffs
additionally assert in Count VI that provisions in the People
Manual created an implied obligation on ...