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Dorsey v. Shire Regenerative Medicine, Inc.

United States District Court, S.D. Indiana, Indianapolis Division

April 30, 2014

JON DORSEY, Plaintiff,


WILLIAM T. LAWRENCE, District Judge.

This cause is before the Court on Defendant Shire Regenerative Medicine, Inc.'s ("Shire") motion to dismiss (dkt. no. 9). This motion is fully briefed, and the Court, being duly advised, GRANTS the motion for the reasons set forth below.


Shire moves to dismiss Dorsey's Complaint pursuant to Federal Rule of Civil Procedure 12(b)(6), arguing that the Complaint fails to state a claim for which relief can be granted. In reviewing a Rule 12(b)(6) motion, the Court "must accept all well pled facts as true and draw all permissible inferences in favor of the plaintiff." Agnew v. National Collegiate Athletic Ass'n, 683 F.3d 328, 334 (7th Cir. 2012). For a claim to survive a motion to dismiss for failure to state a claim, it must provide the defendant with "fair notice of what the... claim is and the grounds upon which it rests." Brooks v. Ross, 578 F.3d 574, 581 (7th Cir. 2009) (quoting Erickson v. Pardus, 551 U.S. 89, 93 (2007)) (omission in original). A complaint must "contain sufficient factual matter, accepted as true, to state a claim to relief that is plausible on its face." Agnew, 683 F.3d at 334 (citations omitted). A complaint's factual allegations are plausible if they "raise the right to relief above the speculative level." Bell Atlantic Corp v. Twombly, 550 U.S. 544, 556 (2007).


Jon Dorsey was hired by Advanced BioHealing ("ABH") in April 2011. Later that year, ABH was acquired by Shire. In order to encourage ABH's former employees to remain with Shire though the transition period, Shire offered retention bonuses in the amount of $30, 000. The Retention Agreement (the "Agreement") provided, in relevant part:

You will be eligible to receive a retention bonus in the lump sum amount of $30, 000 for remaining employed "in good standing" with Shire through December 28, 2012. This means that you can have no active discipline on file for performance or conduct related matters and must remain in full compliance with all Company policies and procedures. The retention bonus is payable as soon as reasonably possible following that date[.] If you resign or are terminated for performance or conduct reasons, you will not be eligible to receive the termination bonus.

Dkt. No. 1-1. Dorsey signed the Agreement on September 5, 2011, deciding to remain employed by Shire through the transition period.

On October 25, 2012, however, Dorsey was terminated for submitting credit forms that were not properly signed by Southside Food Clinic, P.C. ("Southside"), a customer of Shire. Because of time constraints, Southside's representative directed Dorsey to copy her signature from one form onto the other four forms so they could all be submitted in a timely fashion. At the time Dorsey did so, there was no written or verbal policy that required the forms to contain an original customer signature. Further, at least one other Shire employee had previously copied a customer's signature onto the forms, but was not terminated for doing so. As a result of Dorsey's termination, he did not receive the $30, 000 retention bonus. He filed suit against Shire in September 2013, in Hamilton County Superior Court. The case was removed to this Court on October 3, 2013.


In his Complaint, Dorsey brings five counts against Shire: 1) breach of contract; 2) unjust enrichment; 3) breach of duty of good faith and fair dealing; 4) a claim under the Indiana Wage Claims Statute ("WCS"); and 5) promissory estoppel. Shire moves to dismiss all counts. Its arguments will be addressed, in turn, below.

A. Breach of Contract

Count I of Dorsey's Complaint is a claim for breach of contract. "The elements of a breach of contract action are the existence of a contract, the defendant's breach thereof, and damages." Murat Temple Ass'n, Inc. v. Live Nation Worldwide, Inc., 953 N.E.2d 1125, 1128-29 (Ind.Ct.App. 2011). At issue is whether Shire breached the Agreement, as it acknowledges the existence of a contract and Dorsey's damages.

Shire argues that the Agreement unambiguously stated that Dorsey would receive the bonus if he remained "employed in good standing' with Shire through December 28, 2012." Dkt. No. 1-1. Because Dorsey's employment was terminated in October 2012, he was not entitled to the bonus as he was no longer "in good standing" with the company. As such, Shire argues it did not breach the express ...

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