Peter SANTANGELO, Plaintiff, Appellant, v. NEW YORK LIFE INSURANCE COMPANY, Defendant, Appellee.
No. 14-1912.
United States Court of Appeals, First Circuit.
April 6, 2015.
780 F.3d 65
Paula M. Minichiello, with whom Christopher G. Fallon and Law Office of Christopher G. Fallon, PC were on brief, for appellant.
Jessica Unwin Farrelly, with whom William E. Hannum III and Schwartz Hannum PC were on brief, for appellee.
Before LYNCH, Chief Judge, THOMPSON and BARRON, Circuit Judges.
BARRON, Circuit Judge.
The appellant was a life insurance agent with the New York Life Insurance Company for more than forty years before his termination. He now contends that he was an “employee” of New York Life and that in firing him New York Life engaged in age discrimination in violation of both state and fеderal law. He also argues that New York Life wrongfully refused to pay him a particular form of retirement compensation. The District Court granted summary judgment for New York Life on all of these claims, and we affirm.
I.
One year later, in September of 2007, Quarella conducted another audit of Santangelo‘s files. The audit turned up three more incomplete forms signed by customers (a dividend withdrawal form, an annuity application, and a beneficiary form). New York Life then gave Santangelo a “Letter of Severе Reprimand” in March of 2008. In April of that year, New York Life also placed Santangelo on “Enhanced Supervision,” a status that subjected his files to more frequent audits. During one such audit, in December of 2008, Quarella found two more incomplete forms signed by Santangelo‘s customers in Santangelo‘s files (an annuity application and an “agreement to exchange” form).
After that December 2008 audit, Quarella and Santangelo met with James A. Robertson III, a higher-level “Standards Consultant” at New York Life. They discussed Santangelo‘s repeated violations. Following that meeting, Robertson recommended terminating Santangelo‘s agent contract.
On April 1, 2009, Santangelo received a letter from New York Life‘s human resources department that referred to his “upcoming retirement on May 1, 2009.” Confused, Santangelo contacted New York Life‘s human resources dеpartment the next day, April 2. In response, Santangelo received a letter by fax from a Senior Vice
Santangelo fought his termination on several fronts. First, in December of 2009, he filed a “Charge of Discrimination” with the Massachusetts Commission Against Discrimination (“MCAD“). Santangelo contended that New York Life terminated him because of his age, in violation of both the federal Age Discrimination in Employment Act (“ADEA“),
Separately, in March of 2012, Santangelo—represented by counsel—filed suit against New York Life in Massachusetts state court. This lawsuit alleged several common-law claims: breach of contrаct, breach of the implied covenant of good faith and fair dealing, promissory estoppel, unjust enrichment, and quantum meruit. New York Life removed that suit to the U.S. District Court for the District of Massachusetts on diversity-of-citizenship grounds in July of 2012, and moved for summary judgment in October of 2013.
In January of 2014, while that summary judgment motion was pending, Santangelo—acting pro se—filed a new suit against New York Life in the U.S. District Court for the District of Massachusetts. This suit alleged оnly age discrimination, under both
II.
We review the District Court‘s grant of summary judgment de novo. Cracchiolo v. E. Fisheries, Inc., 740 F.3d 64, 69 (1st Cir.2014). “We may affirm such an order on any ground revealed by the record.” Houlton Citizens’ Coal. v. Town of Houlton, 175 F.3d 178, 184 (1st Cir.1999). In our review, we “consider[] the record and all reasonable inferences therefrom in the light most favorable to the non-moving part[y].” Estate of Hevia v. Portrio Corp., 602 F.3d 34, 40 (1st Cir.2010). We may decide in favor of the moving party—here, New York Life—“only if the record reveals ‘that there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter оf law.‘”
III.
We start with Santangelo‘s age discrimination claims under
A.
Massachusetts law required Santangelo to file suit on his state law age discrimination claim “not later than three years after the alleged unlawful practice occurred.”
But Santangelo filed a charge of age discrimination in violation of
B.
That leaves Santangelo‘s federal ADEA claim.3 We address that claim under “the familiar three-step framework set forth in McDonnell Douglas Corp. v. Green, 411 U.S. 792, 93 S.Ct. 1817, 36 L.Ed.2d 668 (1973).” Soto-Feliciano v. Villa Cofresi Hotels, Inc., 779 F.3d 19, 23 (1st Cir.2015). Here, we may assume that Santangelo made the required “prima facie case of employment discrimination” to get past the first step.4 Velez v. Thermo King
That brings us to the third step of the McDonnell Douglas framework. At this step, the burden is on Santangelo to show that New York Life‘s asserted reason for terminating him was a pretext for terminating him because of his age. See Velez, 585 F.3d at 447-48. To meet that burden, “[i]t is not enough for a plaintiff merely to impugn the veracity of the employer‘s justification; he must ‘elucidate specific facts which would enable a jury to find that the reason given is not only a sham, but a sham intended to cover up the employer‘s real motive: age discrimination.‘” Mesnick v. Gen. Elec. Co., 950 F.2d 816, 824 (1st Cir.1991) (quoting Medina-Munoz v. R.J. Reynolds Tobacco Co., 896 F.2d 5, 9 (1st Cir.1990)).
Santangelo does point to facts in the record that he contends cast doubt on whether his violations of New York Life‘s incomplete-forms rule were the reason for his termination.5 But even accepting that, Santangelo offers no evidence that could lead a rational jury to conclude that “he was fired because of his age.” Soto-Feliciano, 779 F.3d at 25 (quoting Velez, 585 F.3d at 452). Nothing in the record shows, or even suggests, that New York Life considered Santangelo‘s age in firing him. None of the contemporaneous materials concerning the disciplinary actions New York Life took against Santangelo, including the termination, mentions Santangelo‘s age. Nor does Santangelo offer evidence (or even allege) that his age ever came up during the disciplinary or termination process.
Santangelo does allege that New York Life “hired hundreds of younger agents with less experience than him.” He offers no evidence, however, that any of those agents were hired to replace him specifically. Similarly, Santangelo does argue—based on his own affidavit and his own deposition testimony—that he was “singled out and treated differently than his peers,” because “it was common for agents to have on file signed blank or partially completed forms.” But Santangelo offers no evidence that these allegedly differently treated “peers” were younger than him, and thus no reason for concluding that this bare assertion constitutes evidence that New York Life terminated him because of his age.
The result is that Santangelo‘s claim of age discrimination rests only on “conclusory allegations, improbable inferences, and unsupported speculation.” Hodgens v. Gen. Dynamics Corp., 144 F.3d 151, 167 (1st Cir.1998) (quoting Smith v. Stratus Computer, Inc., 40 F.3d 11, 12 (1st Cir.1994)). And because no rational jury could conclude on this record that New York Life‘s stated reason for terminating Santangelo—his repeated violations of a New
IV.
That leaves only Santangelo‘s common-law claims under Massachusetts law. In each, Santangelo contends that New York Life wrongfully deprived him of a retirement benefit called “Supplemental Senior Nylic Income,” or “SSNI.”
What unites these claims, in broad strokes, is the following. If Santangelo retired voluntarily, he could have chosen to remain affiliated with New York Life under what is called an “active Retired Agent‘s Contract.” Under that type of contract, Santangelo would have been entitled to continue to sell New York Life insurance products. And, as a result, he would also have been eligible for SSNI payments. But as a consequence of his termination, Santangelo cannot select an “active Retired Agent‘s contract.” Rather, his status is that of an “inactive Retired Agent.” And someone with that status is not eligible for SSNI payments. Santangelo thus contends in each claim that he has been wrongfully deprived of SSNI payments, even though he does not have an “active Retired Agent‘s” contract.
Santangelo‘s first common-law claim is for breach of contract. The District Court held that New York Life did not breach its contract with Santangelo because New York Life‘s termination of Santangelo‘s agent contract meant that Santangelo had no contractual right to SSNI payments. Santangelo does not challenge that holding on appeal. Instead, Santangelo now contends that New York Life‘s termination of his agent contract was itself a breach of contract because New York Life fired him in violation of state and federal laws barring age discrimination in employment. But “[t]his argument is raised for the first time on appeal without citation to any pertinent authority, so it is both inаdequately presented and waived.” P.R. Tel. Co. v. T-Mobile P.R. LLC, 678 F.3d 49, 58 n. 5 (1st Cir.2012).
Santangelo‘s next common-law claim—for breach of the implied covenant of good faith and fair dealing—also fails at the summary judgment stage. Massachusetts law provides that “[e]very contract implies good faith and fair dealing between the parties to it.” Anthony‘s Pier Four, Inc. v. HBC Assocs., 411 Mass. 451, 583 N.E.2d 806, 820 (1991) (quoting Warner Ins. Co. v. Comm‘r of Ins., 406 Mass. 354, 548 N.E.2d 188, 193 n. 9 (1990)). Under that implied duty, neither party may “do anything that will have the effect of destroying or injuring the right of the other party to receive the fruits of the contract.” Id. (quoting Druker v. Roland Wm. Jutras Assocs., 370 Mass. 383, 348 N.E.2d 763, 765 (1976)). It is therefore a breach of the implied duty for a party to exercise its own contractual right as a “tool engineered to serve th[e] illicit purpose” of undermining his counterparty‘s contractual rights. Id. at 820-21 (alteration in original) (quoting N. Heel Corp. v. Compo Indus., Inc., 851 F.2d 456, 471 (1st Cir.1988)).
In an effort to show that New York Life breached this duty—and thus that he should be аble to affiliate with New York Life as an active Retired Agent and receive SSNI payments—Santangelo asserts that New York Life terminated his contract in bad faith because it fired him in order to avoid paying him SSNI payments. But Santangelo offers no evidentiary support for that claim.
Nothing in the record suggests that New York Life so much as considered SSNI payments in making its termination decision. The District Court did find that
Santangelo‘s third common-law claim is for “promissory estoppel.” Massachusetts law recognizes the doctrine, although it “do[es] not use the expression ‘promissory estoppel‘” to describe it. R.I. Hosp. Trust Nat‘l Bank v. Varadian, 419 Mass. 841, 647 N.E.2d 1174, 1179 (1995) (quoting Loranger Constr. Corp. v. E.F. Hauserman Co., 376 Mass. 757, 384 N.E.2d 176, 179 (1978)). For the doctrine to apply, the dеfendant must have made a promise that the defendant would “reasonably expect to induce action or forbearance” by the plaintiff, and the plaintiff must in fact have relied on that promise. Id. at 1178-79 (quoting Restatement (Second) of Contracts § 89B(2) & illus. 6 (Tent. drafts Nos. 1-7, 1973)).
Here, Santangelo contends that New York Life promised him that he would receive SSNI payments if he completed thirty years of service, that New York Life should have expected him to rely on that promise, and that hе in fact relied on that promise. But Santangelo nowhere contends that he was promised he would be eligible for the SSNI payments even if he was terminated prior to retirement. Nor does Santangelo contend that he was told that the SSNI booklet, which contained the written terms of the SSNI program, would not apply to him. In fact, Santangelo concedes that the SSNI booklet “set forth . . . the prerequisites for SSNI.” And that is crucial, bеcause the SSNI booklet provided that Santangelo would be eligible to get SSNI payments only if he was able to “continue to operate for [New York Life] under a Retired Agent‘s Contract.” In other words, Santangelo provides no evidence that New York Life promised that he would be eligible for the SSNI payments even if he was barred from continuing to operate under an “active Retired Agent‘s Contract.” Santangelo thus hаs not shown that there is a genuine issue of triable fact about a breach of any promise regarding SSNI payments on which he could reasonably have relied.
That leaves Santangelo‘s unjust enrichment and quantum meruit claims. Santangelo alleges them separately, but as a
Here, as we have said, the SSNI booklet imposed a requirement that Santangelo elect an active Retired Agent‘s contract in order to receive SSNI pаyments. But as a consequence of the termination—which, as explained above, Santangelo cannot show breached his agent‘s contract—Santangelo could not elect the required contract type. “A plaintiff is not entitled to recovery on a theory of quantum meruit where there is a valid contract that defines the obligations of the parties.” Bos. Med. Ctr. Corp. v. Sec‘y of Exec. Office of Health & Human Servs., 463 Mass. 447, 974 N.E.2d 1114, 1132 (2012). To require New York Life to make SSNI payments when the prеconditions expressly set forth for obtaining the SSNI payments were not met “would, therefore, run counter to the reasonable expectations of the parties.” Liss, 879 N.E.2d at 682. And so as to this claim, too, Santangelo has failed to provide evidence that survives New York Life‘s summary judgment motion.
V.
Given the undisputed evidence in this case, Santangelo‘s state law age discrimination claims were time-barred, and no reasonable jury could conclude that New York Life engaged in age discrimination under federal law in terminating his agent contract. Nor could a reasonable jury conclude that the termination breached Santangelo‘s contract with New York Life or violated any of his common law rights. For those reasons, we affirm the judgment of the District Court.