Indefinite Two-Weeks-A-Month Business Travel Is Not Relocation Under An Employment Contract
VENDETTI v. COMPASS ENVIRONMENTAL, INC. (MARCH 24, 2009)
Ronald Vendetti was an accountant in Stone Mountain, Georgia. His employer was acquired by Compass Environmental, Inc. ("Compass"), which was located in Chicago. Vendetti negotiated an employment agreement that provided that: a) he could continue to be located near Stone Mountain, b) he was entitled to one year severance if Compass relocated him, c) he could terminate the agreement with one year severance on 30 days notice for a material breach, and d) he could terminate the agreement without severance on 90 days notice for no cause. Within months, Vendetti's duties necessitated occasional travel to Chicago, to which Vendetti did not object. Later, Compass asked Vendetti to be in Chicago for two weeks of every month for the "indefinite future." Vendetti sent a 30-day notice letter, asserting the position that the company's request violated the agreement’s “location clause”. When Compass refused to provide severance, Vendetti brought an action for breach of contract. The district court granted summary judgment to Vendetti, holding that Compass violated the agreement. Compass appeals.
In their opinion, Judges Bauer, Posner and Rovner reversed. The Court disagreed with the district court in many respects -- most importantly with respect to whether there was a violation of the location clause in the agreement. The Court concluded that business travel, at least to a point not reached here, did not constitute relocation as that term was used in the agreement. In reaching its conclusion, the Court noted: a) relocation was not defined in the agreement, b) it must have been obvious to Vendetti at the time he signed the agreement that travel to Chicago would be required, c) the company paid for all Vendetti’s travel expenses, and d) there were better ways to provide a party a veto over business travel. Since Vendetti did not identify any triable issues of fact, the Court not only reversed the district court's award of summary judgment to Vendetti but also reversed its denial of summary judgment to Compass.
Michael Rigney practices in the law offices of GVC Ltd. in Chicago. In this blog, he reports on select