Northwest, Inc. v. Ginsberg, 134 S. Ct. 1422

Background

Ginsberg was a Platinum Elite member of Northwest’s WorldPerks frequent flyer program; Northwest revoked his status in 2008 for alleged "abuse" under a program term giving the airline sole discretion.
Ginsberg sued in federal court asserting breach of contract, breach of the implied covenant of good faith and fair dealing, negligent misrepresentation, and intentional misrepresentation; he sought damages and reinstatement.
The district court dismissed the implied-covenant and tort claims as pre-empted by the Airline Deregulation Act (ADA), and dismissed the breach-of-contract claim for failure to state a claim based on the program’s discretionary clause; Ginsberg appealed only the implied-covenant ruling.
The Ninth Circuit reversed, holding the implied-covenant claim was not sufficiently connected to airline rates, routes, or services to be pre-empted by the ADA.
The Supreme Court granted certiorari to decide whether the ADA pre-empts state-law implied-covenant claims that seek to enlarge the parties’ contractual obligations; the Court reversed the Ninth Circuit.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether the ADA’s express pre-emption clause covers state common-law claims (like the implied covenant)	Ginsberg: common-law claims are not the same as state statutes/regulations and thus fall outside ADA pre-emption	Northwest: ADA pre-empts state-law rules that have the force of law, including common law	The ADA’s phrase “other provision having the force and effect of law” includes state common-law rules; pre-emption applies based on effect not form
Whether the implied-covenant claim “relates to” airline rates, routes, or services under Morales standard	Ginsberg: he challenges termination, not access to flights/upgrades, so claim doesn’t relate to rates/routes/services	Northwest: frequent-flyer status affects miles, ticket prices, upgrades and services, so claim is connected to rates/services	Claim relates to airline rates and services because reinstatement would restore mileage benefits, reduced fares, and access to upgrades; thus it "relates to" rates/services
Whether an implied-covenant claim is pre-empted when it attempts to enlarge contractual obligations	Ginsberg: implied covenant vindicates reasonable expectations and is not necessarily state-imposed	Northwest: allowing implied-covenant claims that impose state-imposed obligations would undermine ADA deregulatory scheme	If state law treats the implied covenant as a state-imposed obligation (i.e., parties cannot contract out), the claim is pre-empted under Wolens because it seeks to impose state law obligations beyond the parties’ voluntary agreement
Whether pre-emption must be uniform across states or can depend on state law about waivability of the covenant	Northwest: partial pre-emption creates a patchwork that frustrates ADA goals	Ginsberg: state-law variation should preserve implied-covenant claims	Court: pre-emption depends on state law; airlines can avoid patchwork by contracting around the covenant where state law permits; DOT and market forces provide alternative protections

Key Cases Cited

Morales v. Trans World Airlines, 504 U.S. 374 (1992) (broad ADA pre-emption standard: claims "relate to" rates, routes, or services if they have a connection with or reference to them)
American Airlines, Inc. v. Wolens, 513 U.S. 219 (1995) (ADA does not pre-empt private breach-of-contract claims that reflect parties’ voluntary undertakings)
CSX Transp., Inc. v. Easterwood, 507 U.S. 658 (1993) (language showing common-law duties fall within broad pre-emption language)
Sprietsma v. Mercury Marine, 537 U.S. 51 (2002) (distinguishable—Boat Safety Act pre-emption narrower and not coextensive with ADA)
Riegel v. Medtronic, 552 U.S. 312 (2008) (state common-law duties can be treated as requirements within a pre-emption analysis)
Madsen v. Women’s Health Center, 512 U.S. 753 (1994) (common-law rules can be characterized as "provisions")