Omori v. Brandeis Univ.

635 F.Supp.3d 47

Alan Thomas OMORI and Linfei Yang,individually and on behalf of all others similarly situated, Plaintiffs, v. BRANDEIS UNIVERSITY, Defendant.

Civil Action No. 20-11021-NMG

United States District Court, D. Massachusetts

Signed October 18, 2022

Daniel J. Kurowski, Pro Hac Vice, Whitney K. Siehl, Pro Hac Vice, Hagens Berman Sobol Shapiro LLP, Chicago, IL, Kristie A. LaSalle, Hagens Berman Sobol Shapiro LLP, Boston, MA, Steve W. Berman, Pro Hac Vice, Hagens Berman Sobol Shapiro LLP, Seattle, WA, for Plaintiff John Doe.

Blake G. Abbott, Pro Hac Vice, Eric M. Poulin, Roy T. Willey, IV, Pro Hac Vice, Anastopoulo Law Firm LLC, Charleston, SC, Richard E. Levine, Stanzler Levine, LLC, Wellesley, MA, Daniel J. Kurowski, Whitney K. Siehl, Hagens Berman Sobol Shapiro LLP, Chicago, IL, Kristie A. LaSalle, Hagens Berman Sobol Shapiro LLP, Boston, MA, for Plaintiff Alan T. Omoro.

Blake G. Abbott, Anastopoulo Law Firm LLC, Charleston, SC, Daniel J. Kurowski, Hagens Berman Sobol Shapiro LLP, Chicago, IL, Kristie A. LaSalle, Hagens Berman Sobol Shapiro LLP, Boston, MA, for Plaintiff Linfei Yang.

Harvey J. Wolkoff, Alexander H. Loomis, Quinn Emanuel Trial Lawyers, Boston, MA, Crystal Nix-Hines, Pro Hac Vice, Marina Lev, Pro Hac Vice, Shon Morgan, Pro Hac Vice, Quinn Emanuel Urquhart & Sullivan LLP, Los Angeles, CA, Kathleen M. Sullivan, Quinn Emanuel, Los Angeles, CA, for Defendant.

MEMORANDUM & ORDER

GORTON, United States District Judge

This putative class action arises out of the decision by Brandeis University ("Brandeis", "the University" or "defendant") to retain the full tuition and fees collected from students for the Spring, 2020 semester despite closing its on-campus facilities and transitioning from in-person to online learning in response to the COVID-19 pandemic. Plaintiffs Alan T. Omori ("Omori") and Linfei Yang ("Yang") (collectively, "plaintiffs" or "the students") assert that the failure of Brandeis to reimburse students for a purported tuition differential between in-person and online education, as well as for certain fees, constitutes breach of contract and unjust enrichment.

Pending before the Court is defendant's motion for summary judgment on all claims (Docket No. 73). For the reasons set forth below, that motion will be allowed, in part, and denied, in part.

I. Background

At the beginning of the Spring, 2020 academic term, plaintiffs were enrolled as full-time undergraduate students at Brandeis University, a private educational institution in Waltham, Massachusetts. The students had registered and paid for in-person courses, purportedly expecting to receive access to on-campus instruction, facilities and experience.

Prior to the COVID-19 pandemic, Brandeis provided its students with such an on-campus, in-person educational experience and offered only a few online graduate courses. On March 11, 2020, however, Brandeis announced that all of its classes would be conducted in an online format due to the spread of the novel coronavirus. Thereafter, Brandeis closed its library and other campus facilities, cancelled all in-person meetings and events, required all non-exempt students to move off campus and declared that remote-only instruction would continue for the remainder of the semester. It offered students prorated refunds of room and board but declined to refund any tuition or other fees.

In response, plaintiffs, on their own behalf and on behalf of other students, brought this four-count complaint, alleging breach of contract, both express and implied (Counts I & II), unjust enrichment (Count III) and conversion (Count IV). They seek to recover from Brandeis tuition and fees allegedly paid in consideration for "in-person instruction and use of campus facilities" which were denied to the students during the second half of the Spring, 2020 academic term.

In November, 2020, Brandeis moved to dismiss the complaint for failure to state a claim. That motion was allowed with respect to Count IV but otherwise denied. Brandeis now moves for summary judgment on the remaining claims. Defendants oppose the motion.

II. Motion for Summary Judgment

A. Legal Standard

The role of summary judgment is "to pierce the pleadings and to assess the proof in order to see whether there is a genuine need for trial." Mesnick v. Gen. Elec. Co., 950 F.2d 816, 822 (1st Cir. 1991) (quoting Garside v. Osco Drug, Inc., 895 F.2d 46, 50 (1st Cir. 1990)). The burden is on the moving party to show, through the pleadings, discovery and affidavits, "that there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law." Fed. R. Civ. P. 56(a).

A fact is material if it "might affect the outcome of the suit under the governing law . . . ." Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986). A genuine issue of material fact exists where the evidence with respect to the material fact in dispute "is such that a reasonable jury could return a verdict for the nonmoving party." Id.

If the moving party satisfies its burden, the burden shifts to the nonmoving party to set forth specific facts showing that there is a genuine, triable issue. Celotex Corp. v. Catrett, 477 U.S. 317, 324, 106 S.Ct. 2548, 91 L.Ed.2d 265 (1986). The Court must view the entire record in the light most favorable to the non-moving party and make all reasonable inferences in that party's favor. O'Connor v. Steeves, 994 F.2d 905, 907 (1st Cir. 1993). Summary judgment is appropriate if, after viewing the record in the non-moving party's favor, the Court determines that no genuine issue of material fact exists and that the moving party is entitled to judgment as a matter of law. Celotex Corp., 477 U.S. at 322-23, 106 S.Ct. 2548.

B. Application

Brandeis moves for summary judgment on plaintiffs' claims for breach of contract and unjust enrichment. The Court will divide its consideration of the breach of contract claims between tuition refunds and the fees that plaintiffs seek to have reimbursed and then will address plaintiffs' claim for unjust enrichment.

i. Breach of Contract - Tuition

Breach of contract under Massachusetts law requires that

(1) a valid contract between the parties existed, (2) the plaintiff was ready, willing, and able to perform, (3) the defendant was in breach of the contract, and (4) the plaintiff sustained damages as a result.

In re Bos. Univ. COVID-19 Refund Litig., 511 F. Supp. 3d 20, 23 (D. Mass. 2021) ["In re Boston I"] (quoting Bose Corp. v. Ejaz, 732 F.3d 17, 21 (1st Cir. 2013)).

In the private education context, Massachusetts law has long recognized "a contractual relationship between the school and the student," DMP v. Fay School ex rel. Bd. of Trustees, 933 F. Supp. 2d 214, 223 (D. Mass. 2013), the governing terms of which are often set forth in a combination of handbooks, policy manuals, brochures and promotional material. Guckenberger v. Boston Univ., 974 F. Supp. 106, 150 (D. Mass. 1997); see also Barkhordar v. President & Fellows of Harvard College, 544 F. Supp. 3d 203, 211 (D. Mass. 2021). Courts interpreting such terms

employ the standard of reasonable expectation—what meaning the party making the manifestation, the university, should reasonably expect the other party to give it.

Bleiler v. Coll. of Holy Cross, No. 11-CV-11541, 2013 WL 4714340, at *15 (D. Mass. Aug. 26, 2013) (quoting Schaer v. Brandeis Univ., 432 Mass. 474, 478, 735 N.E.2d 373, 378 (Mass. 2000)).

Plaintiffs' complaint alleges two claims for breach of contract: for breach of an express contract and for breach of an implied contract. Each pertains to the same conduct, i.e., Brandeis' transition to online instruction, and both survived Brandeis' motion to dismiss. Plaintiffs have not, however, opposed summary judgment as to the claim for breach of express contract. The Court considers that claim abandoned and, discerning no plausible grounds for such breach, will enter summary judgment in favor of Brandeis on it. Cordi-Allen v. Halloran, 470 F.3d 25, 28 (1st Cir. 2006). Accordingly, the Court will address only whether a reasonable jury could find breach of an implied contract for an in-person education.

1. Preclusion of Implied Contract

The law in many states, Massachusetts included, recognizes that the terms of education contracts may be implied in fact. See, e.g., Durbeck v. Suffolk Univ., 547 F. Supp. 3d 133, 145 (D. Mass. 2021) (explaining that an implied-in-fact contract can derive from representations viewed in context with plaintiffs' payment of fees and tuition); Ninivaggi v. Univ. of Delaware, 555 F. Supp. 3d 44, 47 (D. Del. 2021) (observing that "[h]igher education involves lots of money but surprisingly few express contracts"). A contractual term will not be implied, however, where there is "an existing express contract covering the same subject matter." CSX Transp., Inc. v. Mass. Bay Transp. Auth., 697 F. Supp. 2d 213, 224 (D. Mass. 2010) (quoting Zarum v. Brass Mill Materials Corp., 334 Mass. 81, 85, 134 N.E.2d 141, 143 (Mass. 1956)).

Brandeis contends that it entered into express contracts with each of the plaintiff students that govern tuition refunds and preclude implied rights or obligations as to in-person instruction and campus access. To that end, it directs the Court to a financial responsibility agreement ("the FRA") and the university's tuition refund schedule ("the Schedule") incorporated by reference therein.

The FRA provides, in relevant part, that the signatory students

understand that when [they] register for any class at Brandeis University or receive any service from Brandeis University [they] accept full responsibility to pay all tuition, fees and other associated costs assessed as a result of [their] registration and/or receipt of services.

Docket No. 75, ¶ 35. The FRA further provides that the students

understand and agree that if [they] drop or withdraw from some or all of the classes for which [they] register, [they] will be responsible for paying all or a portion

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