Martina Beverly v. Abbott Laboratories, Incorpora
817 F.3d 328
| 7th Cir. | 2016Background
- Martina Beverly sued Abbott Laboratories for national-origin discrimination and disability-related claims; the case proceeded to private mediation after partial denial of summary judgment.
- Before mediation Abbott sent a six-page typewritten settlement template with detailed terms (21-day review, 7-day revocation, allocation among damages/backpay/attorneys, release language, etc.).
- At the mediation the parties and their counsel signed a short handwritten note: Beverly demanded $210,000 plus mediation costs to "resolve this matter" and both offers would remain open until a stated deadline; Abbott accepted the demand the next day by email and attached a draft settlement largely reflecting the earlier template but with specific dollar allocations and some wording changes.
- Beverly’s counsel reacted positively to Abbott’s acceptance, but Beverly later refused to sign the typewritten draft; Abbott moved to enforce the handwritten agreement and the district court granted the motion, finding a binding settlement for $210,000 and mediation costs in exchange for dismissal.
- Beverly appealed, arguing the handwritten note was only a preliminary agreement and that omitted terms in the later draft (allocation, release language, indemnification, cooperation, future employment) were material, so no meeting of the minds existed.
- The Seventh Circuit affirmed, holding the handwritten agreement contained the material terms (payment and dismissal), was signed by parties and counsel, and the later draft’s existence and additional terms did not negate enforceability.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the handwritten mediation note is an enforceable settlement | Beverly: note was preliminary; parties intended to execute the typewritten draft with additional material terms | Abbott: the handwritten note contained material terms (payment and dismissal) and was accepted, creating a binding agreement | Enforceable: note sufficiently definite; parties assented and acceptance occurred |
| Whether anticipation of a formal written agreement defeats enforceability | Beverly: template’s 21-day/7-day clauses show intent to be bound only by later writing | Abbott: anticipation of a formal writing does not nullify an otherwise binding agreement | Rejected Beverly: prior draft does not undo a formed agreement |
| Whether omitted terms in handwritten note are material enough to prevent enforcement | Beverly: omissions (allocation, release language, indemnity, cooperation, employment) are material | Abbott: omitted terms are non-material or were in fact agreed at mediation (allocation raised below) | Rejected Beverly for most items: payment and dismissal were material and clear; other omissions non-material or forfeited |
| Whether Beverly preserved allocation argument for appeal | Beverly: allocation among backpay/damages/attorneys is material and unresolved | Abbott: allocation was addressed at mediation and Beverly failed to rebut below | Court: allocation argument forfeited by failure to raise/rebut in district court; no reason to exercise discretion to consider it |
Key Cases Cited
- Abbott Labs. v. Alpha Therapeutic Corp., 164 F.3d 385 (7th Cir. 1999) (anticipation of formal writing does not necessarily prevent enforcement of an agreement)
- Elustra v. Mineo, 595 F.3d 699 (7th Cir. 2010) (settlement enforceable where material terms—payment for dismissal—are definite)
- Wigod v. Wells Fargo Bank, N.A., 673 F.3d 547 (7th Cir. 2012) (contracts may be enforced despite omission of some terms)
- Dillard v. Starcon Int'l, Inc., 483 F.3d 502 (7th Cir. 2007) (in employment cases courts examine knowing and voluntary execution; relevant here though not contested)
- Dawson v. Gen. Motors Corp., 977 F.2d 369 (7th Cir. 1992) (Illinois courts enforce promises made during ongoing negotiations when material terms are agreed)
- Ocean Atlantic Dev. Corp. v. Aurora Christian Schools, 322 F.3d 983 (7th Cir. 2003) (distinguishes cases where offer letters only anticipated future contract rather than producing obligations)
- Newkirk v. Village of Steger, 536 F.3d 771 (7th Cir. 2008) (objective theory of intent governs contract formation inquiry)
- Milligan v. Bd. of Trs. of S. Ill. Univ., 686 F.3d 378 (7th Cir. 2012) (arguments not raised below are forfeited on appeal)