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MacDermid, Inc. v. Leonetti

Superior Court of Connecticut, Judicial District of Waterbury, Waterbury

April 22, 2016

MacDermid, Incorporated
v.
Stephen J. Leonetti Opinion No. 133475

          MEMORANDUM OF DECISION ON DEFENDANT'S POST-VERDICT MOTIONS (#343, 345)

          ROBERT B. SHAPIRO JUDGE

         On February 26, 2016, after a ten-day trial, the jury rendered a verdict in favor of the plaintiff, MacDermid, Inc., and against the defendant, Stephen J. Leonetti, based on MacDermid's claim of unjust enrichment, in the amount of $70, 228.51.The jury found in favor of Leonetti as to other counts of MacDermid's amended complaint (#163) (complaint). Thereafter, the defendant filed a motion for judgment notwithstanding the verdict and a motion to set aside the verdict. The court heard oral argument concerning the motions on March 22, 2016. After consideration of the parties' written presentations and arguments, the court issues this memorandum of decision.

         Background

         The background of this matter, which concerns the parties' disputes about their employment termination agreement (agreement), was discussed in Leonetti v. MacDermid, Inc., 310 Conn. 195, 76A.3d 168 (2013), and MacDermid, Inc. v. Leonetti, 310 Conn. 616, 79 A.3d 60 (2013). " The defendant worked for the plaintiff for twenty-eight years until he was discharged in early November 2009. Five years earlier, in June 2004, the [defendant] sustained a lower back injury during the course of his employment. The [defendant] timely filed notice of a workers' compensation claim related to this injury on April 14, 2005. The parties stipulated to the [Workers' Compensation Commissioner (commissioner) ] that the injury suffered by the [defendant] was a compensable injury [pursuant to the Workers' Compensation Act, General Statutes § 31-275 et seq. (Act)].

         " At the time that the [plaintiff] informed the [defendant] that he would be discharged from his employment, the [plaintiff] presented the [defendant] with a proposed termination agreement [agreement]. Article II of the agreement signed by the parties provides that the [defendant] agreed to release the [plaintiff] from [ inter alia ] 'any and all . . . workers' compensation claims . . .'[1]

         " Article III of the agreement provides that, in consideration 'for the agreements and covenants made herein, the release given, the actions taken or contemplated to be taken, or to be refrained from, ' the [defendant] would be paid twenty-seven weeks 'severance pay, determined solely upon the [defendant's] current base salary, ' which amounted to $70, 228.51, within thirty days of the [plaintiff's] receipt of the properly executed agreement . . .

         " Article III of the agreement also provided that '[the defendant] understands that the payments and benefits listed above are all that [the defendant] is entitled to receive from [the plaintiff] . . . [The defendant] agrees that the payments and benefits above are more than [the plaintiff] is required to pay under its normal policies, procedures and plans.' . . .

         " Article IV of the agreement . . . contained a clause stating in part that '[the defendant] acknowledges that he has been given a reasonable period of time of at least thirty (30) days to review and consider this agreement before signing it. [The defendant] is encouraged to consult his or her attorney prior to signing this agreement.' . . .

         " The [defendant] did not want to release his preexisting workers' compensation claim relating to the 2004 injury by signing the agreement. He consulted with his attorney, who contacted the [plaintiff's] counsel and requested that the [plaintiff] remove from the agreement the language that could operate to release the [defendant's] workers' compensation claim. The [plaintiff] refused to modify the language of the agreement. The [defendant's] counsel [thereafter] wrote a letter to the [plaintiff's] counsel asserting that the release language of article II of the agreement 'really has no effect without the [c]ommissioner's approval'[2] and scheduled an informal hearing before [the] . . . commissioner for January 8, 2010. The [plaintiff's] counsel did not attend the informal hearing . . . Nothing was resolved on January 8, and on January 27, 2010, the hearing was rescheduled for March 1, 2010.

         " On January 26, 2010, the [plaintiff] sent the [defendant] a letter stating that, unless the [defendant] signed the unmodified agreement within the next ten days, [the plaintiff] would withdraw its offer of $70, 228.51 in severance pay. The [defendant] signed the agreement on February 2, 2010, and the commissioner found that the [defendant] did so because he did not wish to forfeit his severance pay. After the [plaintiff] received the signed agreement from the [defendant], it paid [him] the $70, 228.51. At that time, the commissioner had not approved the agreement as a 'voluntary agreement' or stipulation as defined in [General Statutes] § 31-296 . . .

         " A formal hearing was held several months later to determine the enforceability of the language in article II of the agreement that dealt with the release of the [defendant's] workers' compensation claim . . .

         " The commissioner . . . found that, without approval by a commissioner, the agreement did not effectively waive the parties' rights and obligations under the act . . . [and] that the agreement should not be approved as a full and final stipulation of the [defendant's] workers' compensation claim . . . The plaintiff appealed from the commissioner's decision to the Workers' Compensation Review Board (board), which affirmed the commissioner's decision . . . Thereafter, the plaintiff appealed from the decision of the board . . . and filed the present action in Superior Court alleging civil theft, fraud, unjust enrichment, and conversion, premised on the defendant's admission that he never intended to release his workers' compensation claim. In the present action, the plaintiff seeks, inter alia, rescission of the agreement, return of the $70, 228.51 it paid the defendant under the agreement, and damages." (Citations omitted; emphasis in original; footnotes omitted; internal quotation marks omitted.) MacDermid, Inc. v. Leonetti, supra, 310 Conn. 618-22.

         As the Supreme Court explained, " [e]ven if we were to assume, for the sake of argument, that the [defendant's] conduct prior to entering into the agreement was deceitful, those actions have no bearing on the commissioner's decision to approve the agreement as a voluntary agreement or stipulation pursuant to § 31-296 . . . In the present case, the conduct of which the [plaintiff] complains does not relate to the existence or severity of the [defendant's] compensable workers' compensation claim . . . Moreover, the conduct of the [defendant] related to the agreement does not affect the compensability of [his] injury. Thus, once the commissioner determined that the $70, 228.51 was not paid to the [defendant] in exchange for his release of his workers' compensation claim, the actions engaged in by the [defendant] warranted no further consideration in the workers' compensation forum. The commission is not competent to rule on the rights and obligations of the parties to a contract when those rights and obligations do not involve the issues that the legislature has authorized the commission to consider. Having concluded that no consideration was offered for the release of the claimant's workers' compensation claim, the board properly affirmed the commissioner's refusal to approve the agreement as a 'voluntary agreement' or stipulation within the meaning of § 31-296 . . . Thus, regardless of the [defendant's] intention in signing the agreement, the board properly concluded that the commissioner's refusal to approve the agreement was supported by the evidence contained within the record because of the commissioner's finding that the claimant was paid no money in consideration for the release of his workers' compensation claim. The enforceability of the remainder of the agreement is not a question for the workers' compensation forum, and the commissioner and the board properly refused to decide that aspect of the dispute between the claimant and the respondent. Of course, the respondent retains the right to seek whatever civil recourses it deems appropriate with respect to the remainder of the agreement, a matter about which we express no opinion." (Citations omitted; emphasis added.) Leonetti v. MacDermid, Inc., supra, 310 Conn. 220-21.

         Thus, the Supreme Court stated that issues stemming from the conduct which is the subject of this action remained to be resolved by the jury. The viability of the plaintiff's claims did not depend on the enforceability of the portion of the agreement concerning the defendant's release of his workers' compensation claim.

         At trial, the parties presented numerous witnesses, and an extensive series of exhibits. The evidence presented at trial involved contested issues as to liability and damages.

         The court has reviewed the evidence which was presented to the jury and refers to relevant portions below.

         II

         Discussion

         In considering the defendant's motions for judgment in his favor notwithstanding the verdict and to set aside the verdict, the court is guided by appellate authority. " Directed verdicts are disfavored because [l]itigants have a constitutional right to have factual issues resolved by the jury . . ." Landmark Investment Group, LLC v. Calco Construction and Development Co., 318 Conn. 847, 862, 124 A.3d 847 (2015). The court may " render judgment notwithstanding the verdict, . . . only if [it] find[s] that the jury could not reasonably and legally have reached their conclusion . . . The question is not whether [the court] would have arrived at the same verdict, but whether, when viewed in the light most favorable to sustaining the verdict, the evidence supports the jury's determination . . . A trial court may only grant a motion for judgment notwithstanding the verdict if the jury reasonably and legally could not have reached any other conclusion; . . . and must deny such a motion where it is apparent that there was some evidence upon which the jury might reasonably reach [its] conclusion . . ." (Citations omitted; emphasis in original; internal quotation marks omitted.) Id., 862-63.

         " In reviewing the trial court's decision to direct a verdict in favor of a defendant we must consider the evidence in the light most favorable to the plaintiff . . . While it is the jury's right to draw logical deductions and make reasonable inferences from the facts proven . . . it may not resort to mere conjecture and speculation . . . The standard of review governing a motion for judgment notwithstanding the verdict is the same because a motion for judgment notwithstanding the verdict is not a new motion, but the renewal of a motion for a directed verdict." (Internal quotation marks omitted.) Haynes v. Middletown, 314 Conn. 303, 311-12, 101 A.3d 249 (2014).

         " The trial court possesses inherent power to set aside a jury verdict [that], in the court's opinion, is against the law or the evidence . . . [The trial court] should not set aside a verdict [when] it is apparent that there was some evidence [on] which the jury might reasonably reach [its] conclusion, and should not refuse to set it aside [when] the manifest injustice of the verdict is so plain and palpable as clearly to denote that some mistake was made by the jury in the application of legal principles . . . Ultimately, [t]he decision to set aside a verdict entails the exercise of a broad legal discretion . . ." (Internal quotation marks omitted.) Auster v. Norwalk United Methodist Church, 286 Conn. 152, 159, 943 A.2d 391 (2008).

         The jury determined that Leonetti was unjustly enriched by the amount which MacDermid paid him pursuant to the parties' agreement. " Unjust enrichment applies wherever justice requires compensation to be given for property or services rendered under a contract, and no remedy is available by an action on the contract . . . A right of recovery under the doctrine of unjust enrichment is essentially equitable, its basis being that in a given situation it is contrary to equity and good conscience for one to retain a benefit which has come to him at the expense of another . . . With no other test than what, under a given set of circumstances, is just or unjust, equitable or inequitable, conscionable or unconscionable, it becomes necessary in any case where the benefit of the doctrine is claimed, to examine the circumstances and the conduct of the parties and apply this standard . . . Unjust enrichment is, consistent with the principles of equity, a broad and flexible remedy . . . Plaintiffs seeking recovery for unjust enrichment must prove (1) that the defendants were benefited, (2) that the defendants unjustly did not pay the plaintiffs for the benefits, and (3) that the failure of payment was to the plaintiffs' detriment." (Internal quotation marks omitted.) Vertex, Inc. v. Waterbury, 278 Conn. 557, 573, 898 A.2d 178 (2006).

         " This doctrine is based upon the principle that one should not be permitted unjustly to enrich himself at the expense of another but should be required to make restitution of or for property received, retained or appropriated . . . The question is: Did [the party liable], to the detriment of someone else, obtain something of value to which [the party liable] was not entitled? . . . The court's determinations of whether a particular failure to pay was unjust and whether the defendant was benefited are essentially factual findings . . . that are subject only to a limited scope of review on appeal . . . Those findings must stand, therefore, unless they are clearly erroneous or involve an abuse of discretion . . . This limited scope of review is consistent with the general proposition that equitable determinations that depend on the balancing of many factors are committed to the sound discretion of the [trier]." (Citation omitted; internal quotation marks omitted.) Town of New Hartford v. Connecticut Resources Recovery Authority, 291 Conn. 433, 452, 970 A.2d 592 (2009).

         A

         Motion For Judgment Notwithstanding The Verdict

         1. Instructions

         The defendants' arguments in support of his motion for judgment notwithstanding the verdict include several claims of error in the court's instructions to the jury. See defendant's memorandum in support of his motion (#344), pp. 7-9, 11-14. The plaintiff asserts that a judgment notwithstanding the verdict in the defendant's favor cannot be rendered on a claim of alleged error in the jury instructions.

         In this case, after the close of the plaintiff's case in chief, the defendant moved for a directed verdict on all counts, including the plaintiff's unjust enrichment claim. In that motion, the defendant referred to portions of the requests to charge which he had submitted before trial. At that stage of the proceedings, since the evidentiary presentation had not concluded, the court had not yet held a charging conference with counsel. Obviously, at that time, it also had not yet given the complained of instructions to the jury.

         Practice Book § 16-37 provides, in relevant part, that " Whenever a motion for a directed verdict made at any time after the close of the plaintiff's case in chief is denied or for any reason is not granted, the judicial authority is deemed to have submitted the action to the jury subject to a later determination of the legal questions raised by the motion . . . After the acceptance of a verdict and within the time stated in Section 16-35 for filing a motion to set a verdict aside, a party who has moved for a directed verdict may move to have the verdict and any judgment rendered thereon set aside and have judgment rendered in accordance with his or her motion for a directed verdict . . . If a verdict was returned, the judicial authority may allow the judgment to stand or may set the verdict aside and either order a new trial or direct the entry of judgment as if the requested verdict had been directed." (Emphasis added.)

         " The rules of practice establish a procedure pursuant to which a motion for directed verdict, if denied, is considered renewed by the motion for judgment notwithstanding the verdict . . . Practice Book § 16-37 . . . provides for a motion for judgment notwithstanding the verdict 'in accordance with [the party's] motion for a directed verdict[.]' " (Citations omitted; emphasis in original.) Salaman v. City of Waterbury, 246 Conn. 298, 309, 717 A.2d 161 (1998).

         The Appellate Court has made it clear that judgment may not be directed in favor of a party on a ground not previously stated in a motion for a directed verdict. " As has often been stated, '[a] motion for a directed verdict is a prerequisite to a motion for judgment notwithstanding the verdict. Practice Book § 321 [now § 16-37] . . .' (Citation omitted.) Frankovitch v. Burton, 185 Conn. 14, 15 n.2, 440 A.2d 254 (1981); Cruz v. Drezek, 175 Conn. 230, 232, 397 A.2d 1335 (1978)." Macchieto v. Keggi, 103 Conn.App. 769, 778, 930 A.2d 817, cert. denied, 284 Conn. 934, 935 A.2d 151 (2007). In footnote 5, the court clarified the distinction between the court's inherent power to set aside a jury verdict and its lack thereof to render judgment on a ground not set forth in a motion for a directed verdict: " [O]ur Supreme Court has indicated that the trial court possesses inherent power to set aside a jury verdict that, in the court's opinion, is against the law or the evidence . . . That inherent power to set aside a jury verdict may be exercised without the filing of a motion for a directed verdict . . . We also note, however, that the court's inherent power does not extend to rendering judgment in the absence of a motion requesting such an action." (Citations omitted.) Id., 778 n.5.

         " A trial court's decision to set aside a jury verdict can implicate a party's constitutional right to a trial by jury . . . A motion for judgment notwithstanding the verdict may not be granted on any ground not previously raised by a motion for a directed verdict . . . The specific grounds stated in a motion for directed verdict must be renewed in a motion for judgment notwithstanding the verdict. The motion for judgment notwithstanding the verdict is not a new motion, but the renewal of a motion for a directed verdict . . .'The purpose of this rule of specificity is to prohibit reconsideration of the factual basis of a jury's verdict unless that verdict is accepted subject to the trial court's reserved ruling on a particular claim of legal sufficiency. This reserved ruling on a specific claim satisfies the constitutional prohibition that would otherwise preclude judicial reexamination of factual matters decided by the jury." (Citations omitted; internal quotation marks omitted.) Salaman v. City of Waterbury, 44 Conn.App. 211, 215-16, 687 A.2d 1318 (1997), reversed on other grounds, supra, 246 Conn. 298.

         Review of the decisional law cited by the defendant in support of his argument that errors in the jury charge must be considered in determining whether to grant his motion for judgment notwithstanding the verdict reflects that none involved entering judgment notwithstanding the verdict based on error in the jury instructions. See defendant's reply memorandum, pp. 3-4. See, for example, Hudson United Bank v. Cinnamon Ridge Corp., 81 Conn.App. 557, 564 n.9, 845 A.2d 417 (2004) (motion to set aside the verdict).

         Since the court's instructions had not been given to the jury at the time when the defendant moved for a directed verdict, they were not raised as grounds for the motion for a directed verdict. As a matter of law, they may not be the basis of a judgment in favor of the defendant notwithstanding the verdict. As discussed below, the court has considered the ...


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