Horlick v. Capital Women's Care, LLC
896 F. Supp. 2d 378
D. Maryland2011Background
- Neil Horlick, M.D. sues Capital Women’s Care, LLC (CWC) and three CWC physician members in a Maryland-based diversity action.
- Plaintiff asserts three counts: wage-payment under Maryland Wage Act, breach of contract, and promissory estoppel.
- Plaintiff alleges an employment agreement was formed in 2011; his start date was set for May 6, 2011, but the agreement was canceled May 3, 2011.
- Horlick formed Horlick Locums, LLC and took steps (lease, housing, credentialing prep, training) in reliance on the job offer.
- Defendants move to dismiss under Fed. R. Civ. P. 12(b)(6) and 12(b)(1); the court considers the attached agreement and applicable Maryland law.
- The court dismisses Count I (Wage Act) against all defendants, dismisses Count II (breach) against individuals, but leaves Counts II and III against CWC pending and permits amendment for individuals.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Wage Act viability | Horlick performed work and relied on notice; wages owed under Act. | Plaintiff was not an employee; notice/payments in lieu are not wages; no bona fide dispute. | Wage Act claim dismissed; not wages for work performed. |
| Employer and employee status | Individual defendants were employers; acted as such in hiring and administering the contract. | Individuals are not liable as employers under the Wage Act; LLC members shielded. | Dismissal of wage/contract claims against individuals; potential amendment allowed. |
| Breach of contract against the parties | Agreement binding before start date; termination without notice breached terms. | Agreement never became effective; start date did not trigger obligations; individuals not bound. | Breach claim as to CWC may proceed; as to individuals, dismissal with leave to amend. |
| Promissory estoppel jurisdictional viability | Damages meet amount in controversy; reliance and detriment established. | No clear, definite promise by individuals; no jurisdictional amount if Wage Act claim fails. | Promissory estoppel claim dismissed as to individual defendants; Counts retained against CWC; jurisdiction addressed but not outcome. |
Key Cases Cited
- Medex Health v. McCabe, 372 Md. 28 (Md. 2002) (Wage Act interpretation and purpose; defining wages and remedies)
- Stevenson v. Branch Banking & Trust Corp., 159 Md.App. 620 (Md. App. 2004) (Wage Act covers termination wages and back wages)
- Ayd v. Baltimore Harbor Charters, Ltd., 365 Md. 366 (Md. 2001) (Factors for employee status and bona fide disputes; extent of damages treble none if dispute exists)
- Residential Warranty Corp. v. Bancroft Homes Greenspring Valley, Inc., 126 Md.App. 294 (Md. App. 1999) (Veil piercing and corporate formalities; limits on piercing for equity)
- McCarthy v. Provident Bank of Maryland, 383 F.Supp.2d 858 (D. Md. 2005) (Prominence of 'wages' as compensation due for work performed)