Clark v. Deere & Company

UNITED STATES DISTRICT COURT

CENTRAL DISTRICT OF ILLINOIS

ROCK ISLAND DIVISION

GLENDA CLARK, )

)

Plaintiff, )

)

v. ) Case No. 4:23-cv-04065-SLD-JEH

)

INTERNATIONAL UNION UNITED )

AUTOMOBILE, AEROSPACE & )

AGRICULTURAL IMPLEMENT )

WORKERS OF AMERICA, LOCAL 865, )

and DEERE & COMPANY, )

)

Defendants. )

ORDER

Before the Court are motions to dismiss filed by Defendants International Union United

Automobile, Aerospace & Agricultural Implement Workers of America, Local 865 (“UAW

Local 865” or “the Union”), ECF No. 19, and Deere & Company (“Deere”), ECF No. 21. For

the following reasons, the motions are GRANTED.

BACKGROUND1

Plaintiff Glenda Clark worked as an assembler for Deere for a little over ten years. While

employed there, Clark was a member of UAW Local 865, which served as the bargaining

representative pursuant to the Collective Bargaining Agreement (“CBA”) between itself and

Deere. In June 2019, the Union requested to Deere that Clark be disqualified from her assembler

position, and on June 27, 2019, Deere disqualified her. Deere’s stated reason for disqualifying

1 When reviewing a motion to dismiss, the Court “accept[s] all facts alleged in the complaint as true and draw[s] all

reasonable inferences from those facts in favor of the plaintiff.” Smith v. Dart, 803 F.3d 304, 309 (7th Cir. 2015).

The factual background is therefore drawn from the First Amended Complaint, ECF No. 18.

Clark was that she was over tag time by one minute. Clark is Black, and similarly situated non-

Black assemblers were also over tag time but were not disqualified from their positions.

During testing, Clark was given a heavier workload resulting in a much more difficult

test than that which was given to similarly situated non-Black assembly workers. For example,

if other assemblers were absent, Clark was expected to pick up the slack and would be blamed

and penalized for not meeting the required numbers. This was not the case for similarly situated

non-Black assembly workers. Deere also tested Clark on machines for which she was not fully

and thoroughly trained but did not do the same to non-Black assemblers.

On June 27, 2019, after being disqualified, Clark filed a Step One grievance requesting to

be reinstated to her assembly position. The grievance was filed at Step Two on July 31, 2019.

On December 7, 2019, the Union’s Human Rights Committee issued a written opinion finding

that Clark had been treated unfairly by Deere and recommending that she be returned to her

department and job classification and be made whole.

The grievance was filed at Step Three on June 24, 2020, and alleged racial

discrimination. At Step Three, Deere agreed to remove Clark’s disqualification and allow her to

bid on another assembly job. Despite this agreement, Clark’s supervisor refused to allow Clark

to bid on another assembly job.

The Union referred Clark’s grievance to the Joint Appeal Board on March 4, 2021. The

Union elected not to arbitrate the grievance. On December 6, 2022, the Union informed Clark

that it had settled the grievance on her behalf, and that she would be allowed to bid on any K-8

assembly job at the factory except those in her former department.

Clark filed a hybrid suit under § 301 of the Labor Management Relations Act (“LMRA”),

29 U.S.C. § 185(a), against Deere and the Union on April 26, 2023, Compl., ECF No. 1, alleging

the Union breached it duty of fair representation and Deere breached the CBA.2 Clark amended

her complaint on August 2, 2023, First Am. Compl., ECF No. 18. Defendants both filed motions

to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(6) for failure to state a claim: the

Union, on August 4, 2023, see generally UAW Local 865 Mot. Dismiss; and Deere, on August

16, 2023, see generally Deere Mot. Dismiss.

DISCUSSION

I. Legal Standard

A complaint must contain “a short and plain statement of the claim showing that the

pleader is entitled to relief.” Fed. R. Civ. P. 8(a)(2). At the motion to dismiss stage, the key

inquiry is whether the complaint is “sufficient to provide the defendant with ‘fair notice’ of the

plaintiff’s claim and its basis.” Indep. Tr. Corp. v. Stewart Info. Servs. Corp., 665 F.3d 930, 934

(7th Cir. 2012) (quoting Erickson v. Pardus, 551 U.S. 89, 93 (2007)). A Rule 12(b)(6) motion

challenges the legal sufficiency of a complaint’s allegations and provides for dismissal when a

complaint “fail[s] to state a claim upon which relief can be granted.” Fed. R. Civ. P. 12(b)(6).

“[D]etailed factual allegations are unnecessary,” Pierce v. Zoetis, Inc., 818 F.3d 274, 277 (7th

Cir. 2016), but the complaint must contain “enough facts to state a claim to relief that is plausible

on its face,” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007).

When deciding on a motion to dismiss, a court accepts as true all well-pleaded factual

allegations and draws all reasonable inferences from those factual allegations in favor of the

nonmoving party. Vesely v. Armslist LLC, 762 F.3d 661, 664 (7th Cir. 2014). “[L]egal

conclusions and conclusory allegations merely reciting the elements of the claim,” however, “are

2 A suit in which an employee sues both her employer for breach of the CBA and her union for breach of the duty of

fair representation is known as a “hybrid” action under § 301 of the LMRA. Wince v. CBRE, Inc., No. 19-CV-

01546, 2020 WL 6273479, at *7 (N.D. Ill. Oct. 26, 2020), aff’d, 66 F.4th 1033 (7th Cir. 2023).

not entitled to [the] presumption of truth.” McCauley v. City of Chi., 671 F.3d 611, 616 (7th Cir.

2011). “A claim has facial plausibility when the plaintiff pleads factual content that allows the

court to draw the reasonable inference that the defendant is liable for the misconduct alleged.”

Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009). A complaint must contain more than “labels and

conclusions” or “naked assertions devoid of further factual enhancement” — in other words, it

must go beyond a simple “unadorned, the-defendant-unlawfully-harmed-me accusation.” Id.

(alterations omitted) (quotation marks omitted).

II. Analysis

Both Deere and the Union argue Clark’s suit is time-barred by a six-month statute of

limitations that started running in June 2019 when the Union requested that Deere disqualify

Clark from her assembler job. Deere Mem. Law Supp. Mot. Dismiss 2, 4–5, ECF No. 22;3

UAW Local 865 Mot. Dismiss ¶¶ 16–19. Additionally, both Defendants argue that the Amended

Complaint fails on the merits because Clark presented conclusory allegations but no specific

facts showing how the Union breached its duty of fair representation. Deere Mem. Law Supp.

Mot. Dismiss 5–8; UAW Local 865 Mot. Dismiss ¶¶ 20–41. Defendants further aver that

because Clark’s two claims are “inextricably interdependent,” without a viable claim against the

Union, her claim against Deere fails as a matter of law. Deere Mem. Law Supp. Mot. Dismiss 2,

8 (quotation marks omitted); UAW Local 865 Mot. Dismiss ¶ 39 (quotation marks omitted).

Clark argues her claim is not time-barred because she filed suit within six months after

exhausting her administrative remedies which occurred on December 6, 2022, when the Union

provided written notice of the final determination regarding her grievance. Pl.’s Resp. UAW

Local 865 Mot. Dismiss 2–4, ECF No. 23; Pl.’s Resp. Deere Mot. Dismiss 2–4, ECF No. 24.

3 The Court uses the page numbers generated by CM/ECF because Deere’s motion to dismiss is not paginated.

Additionally, she contends that she adequately alleged facts from which the Court could infer

that the Union acted in bad faith and, accordingly, breached its duty of fair representation. Pl.’s

Resp. UAW Local 865 Mot. Dismiss 4–6; Pl.’s Resp. Deere Mot. Dismiss 4–6.

A. Statute of Limitations

A six-month statute of limitations applies to hybrid § 301/duty of fair representation

claims like the one here. DelCostello v. Int’l Bhd. of Teamsters, 462 U.S. 151, 172 (1983)

(holding that the statute of limitations applicable to hybrid § 301 claims is the six-month period

borrowed from § 10(b) of National Labor Relations Act, 29 U.S.C. § 160(b)). “[A §] 301 cause

of action accrues from the time a final decision on a plaintiff’s grievance has been made or from

the time the plaintiff discovers, or in the exercise of reasonable diligence should have discovered,

that no further action would be taken on his grievance.” Chapple v. Nat’l Starch & Chem. Co. &

Oil, 178 F.3d 501, 505 (7th Cir. 1999).

The parties disagree on when the statute of limitations began to run, that is, when Clark’s

cause of action accrued. Defendants assert that Clark’s cause of action accrued in June 2019

when the Union recommended her disqualification, UAW Local 865 Mot. Dismiss ¶ 18; Deere

Mem. Law Supp. Mot. Dismiss 5, while Clark asserts that her cause of action accrued on

December 6, 2022 when she received notice of the final determination of her grievance, Pl.’s

Resp. UAW Local 865 Mot. Dismiss 3; Pl.’s Resp. Deere Mot. Dismiss 3. Clark filed suit on

April 26, 2023. Therefore, if Defendants are correct, Clark’s suit is time-barred, but if Clark is

correct, her suit is timely.

Clark states she was “obviously” unaware the Union had recommended her

disqualification when she filed her grievance, Pl.’s Resp. UAW Local 865 Mot. Dismiss 5; Pl.’s

Resp. Deere Mot. Dismiss 5, and does not disclose when she learned of the Union’s

recommendation to Deere. From the face of the complaint, it is impossible to determine with

certainty at what point Clark, exercising reasonable diligence, could have discovered the Union’s

wrongful act of requesting her disqualification. “As long as there is a conceivable set of facts,

consistent with the complaint, that would defeat a statute-of-limitations defense, questions of

timeliness are left for summary judgment (or ultimately trial), at which point the district court

may determine compliance with the statute of limitations based on a more complete factual

record.” Sidney Hillman Health Ctr. of Rochester v. Abbott Lab’ys, Inc., 782 F.3d 922, 928 (7th

Cir. 2015). The Court cannot conclusively say when Clark’s cause of action accrued, and

therefore Defendants’ statute of limitations defense is denied without prejudice.

B. The Union’s Breach of Its Duty of Fair Representation

Clark’s two claims — breach of the duty of fair representation against the Union and

breach of contract against Deere — are “inextricably interdependent,” DelCostello, 462 U.S. at

164 (quotation marks omitted), and Clark therefore must first meet the burden of showing that

the Union breached its duty of fair representation, Adams v. Budd Co., 846 F.2d 428, 432 (7th

Cir. 1988). If Clark is unable to show such a breach, her § 301 claim is barred. Huffman v.

Westinghouse Elec. Corp., 752 F.2d 1221, 1223 (7th Cir. 1985). Accordingly, the Court will

address the threshold question of whether Clark alleged sufficient factual detail to demonstrate

the Union breached its duty.

To succeed on a § 301 claim, an employee must allege that “the union’s representation

was grossly inadequate – so inadequate that the employee, as a practical matter, had no

opportunity to pursue the grievance process at all.” Wince v. CBRE, Inc., No. 19-CV-01546,

2020 WL 6273479, at *7 (N.D. Ill. Oct. 26, 2020) (citing Vaca v. Sipes, 386 U.S. 171, 186–87

(1967); Yeftich v. Navistar, Inc., 722 F.3d 911, 914 (7th Cir. 2013)), aff’d, 66 F.4th 1033 (7th

Cir. 2023). The union is responsible for representing the employee’s interests fairly and

addressing grievances pursuant to the CBA. Yeftich, 722 F.3d at 913–14. Unions have

significant discretion in deciding to what extent a grievance should be pursued, Rupe v. Spector

Freight Sys., Inc., 679 F.2d 685, 691 (7th Cir. 1982), and “only an egregious disregard for union

members’ rights constitutes a breach of the union’s duty,” Garcia v. Zenith Elecs. Corp., 58 F.3d

1171, 1176 (7th Cir. 1995) (quotation marks omitted).

A union enjoys “wide latitude” in performing its obligation to represents its members

fairly, Yeftich, 722 F.3d at 916, and breaches its duty of fair representation only when its conduct

is “arbitrary, discriminatory, or in bad faith.” Id. (quoting Vaca, 386 U.S. at 190). “Bad faith is

a subjective inquiry (involving state of mind), and arbitrariness is an objective inquiry (involving

unreasonableness to the point of irrationality).” Wince, 2020 WL 6273479, at *7 (citing Yeftich,

722 F.3d at 916–17). The Seventh Circuit has held that a complaint could survive a motion to

dismiss if it “offer[ed] facts that suggest a motive for the union’s alleged bad-faith conduct.”

Bishop v. Air Line Pilots Ass’n, Int’l, 900 F.3d 388, 397 (7th Cir. 2018) (quotation marks

omitted).

When determining whether a union acted arbitrarily, courts are required to afford

substantial deference to the union’s decisions and conduct. Air Line Pilots Ass’n, Int’l v.

O’Neill, 499 U.S. 65, 78 (1991) (“Any substantive examination of a union’s performance . . .

must be highly deferential, recognizing the wide latitude that negotiators need for the effective

performance of their bargaining responsibilities.”). A union’s conduct is impermissibly arbitrary

only when its “actions are so far outside a wide range of reasonableness, that the actions rise to

the level of irrational.” Ooley v. Schwitzer Div., Household Mfg. Inc., 961 F.2d 1293, 1302 (7th

Cir. 1992) (quotation marks omitted). “Under this extremely deferential standard, courts should

not substitute their judgment for that of the union, even if, with the benefit of hindsight, it

appears that the union could have made a better call.” Id.; see also Dupree v. Nat’l Ass’n of

Letter Carriers, No. 12-cv-576-JPG-DGW, 2013 WL 2597511, at *4 (S.D. Ill. June 11, 2013)

(“Even if it is clear in hindsight that the union should have done things differently, there is no

breach of the duty of fair representation unless the union’s conduct was irrational.”).

To show that the Union breached its duty, “[t]he plaintiff must . . . establish both that the

union acted at least arbitrarily and that the plaintiff was actually harmed by the union’s actions.”

Garcia, 58 F.3d at 1176. Accordingly, a plaintiff must show that the outcome of the grievance

process would have been better but for the union’s breach of its duty. Id. at 1177; Conn v. GATX

Terminals Corp., 18 F.3d 417, 420 (7th Cir. 1994) (finding that a plaintiff cannot recover for

harmless breach of duty of fair representation).

Clark alleges that the Union breached its duty of fair representation by (1) failing to refer

her grievance to arbitration, (2) failing to adequately consult with her prior to reaching the

settlement agreement, and (3) recommending her disqualification in June 2019.4 First Am.

Compl. 5; Pl.’s Resp. UAW Local 865 Mot. Dismiss 5; Pl.’s Resp. Deere Mot. Dismiss 5. The

Court addresses each allegation in turn.

i. The Union’s Failure to Consult with Clark and Failure to Arbitrate

The first and second allegations can be dispensed with easily. It is well established that

an “employee has no absolute right to have [her] grievance arbitrated under the collective

4 Clark also mentions in passing that the “length of time” it took to resolve her grievance is evidence the Union

breached its duty, but she provides no explanation or authority for this contention. See Pl.’s Resp. UAW Local 865

Mot. Dismiss 5 (“Plaintiff’s other allegations support her claim that [the Union] breached its duty of fair

representation to Plaintiff, including . . . the length of time to resolve the Grievance.”); Pl.’s Resp. Deere Mot.

Dismiss 5 (same). An unsupported cursory comment is not a well-developed argument and the Court declines to

consider it. See Thakore v. Universal Mach. Co. of Pottstown, 670 F. Supp. 2d 705, 716 (N.D. Ill. 2009) (“The

Seventh Circuit has repeatedly stressed that it is not the obligation of the court to research and construct the legal

arguments available to parties, and that perfunctory and undeveloped arguments, and arguments that are

unsupported by pertinent authority, are waived . . . .”).

bargaining agreement.” Vaca, 386 U.S. at 194–95. “An employee may disagree with many of

the union decisions but is bound by them” because the employee chose the union to be its

“exclusive bargaining representative.” Rupcich v. United Food & Com. Workers Int’l Union,

Local 881, 833 F.3d 847, 853 (7th Cir. 2016) (quotation marks omitted). An employee cannot

compel arbitration of her grievance but instead must accept the union’s decision-making

regarding how to pursue the employee’s grievance. Rogers v. Jewel Food Stores, Inc., No. 13 C

6761, 2014 WL 4913673, at *4 (N.D. Ill. Sept. 30, 2014). “[A] union may not arbitrarily ignore

a meritorious grievance or process it in perfunctory fashion,” Vaca, 386 U.S. at 191, but just

because a union’s strategy is not the employee’s preferred approach does not prove an

“egregious disregard for union members’ rights.” Garcia, 58 F.3d at 1179 (quotation marks

omitted).

Here, the Union pursued Clark’s grievance through the three steps of the grievance

process. The Union’s Human Rights Committee issued an opinion supporting Clark,

recommending that she “be treated equally and fairly, returned to her job classification, returned

to her department and be made whole.” First Am. Compl. ¶ 17. The Union agreed with Clark

that she was being treated unfairly and singled out by Deere based on her race. Id. When

Clark’s supervisor at Deere refused to implement the agreed-upon resolution at Step Three of the

grievance process, i.e., removing the disqualification and allowing Clark to bid on another

assembly job, the Union referred Clark’s grievance to the Joint Appeal Board. Id. ¶¶ 18–20.

The Union then settled Clark’s grievance without resorting to arbitration thereby allowing Clark

to bid on any K-8 assembly job posted at the Deere factory except those with her previous

department. Id. ¶ 22. The law is clear that “a union does not breach its duty of fair

representation . . . merely because it settled the grievance short of arbitration.” Vaca, 386 U.S. at

192. Accordingly, Clark’s first and second allegations fail to support a breach of the duty of fair

representation claim.

ii. The Union’s Recommendation That Clark Be Disqualified From Her

Position

Clark alleges that the Union’s act of recommending her disqualification was committed

with “malice,” was “fraudulent and dishonest,” “[was] the epitome of bad faith,” and “[was] so

outside the range of reasonableness that it [was] irrational.” Pl.’s Resp. UAW Local 865 Mot.

Dismiss 5–6; Pl.’s Resp. Deere Mot. Dismiss 5–6. Defendants contend that there is an “utter

lack of factual detail” supporting Clark’s allegation that the Union recommended she be

disqualified from her assembler position. UAW Local 865 Mot. Dismiss ¶¶ 7–8; see also Deere

Mot. Dismiss 6 (“Even crediting Plaintiff’s allegation that the Union requested her

disqualification, there are no facts alleged from which the Court can infer that any such request

constituted ‘fraud, deceitful action or dishonest conduct.’”).

Clark asserts that the Union acted dishonestly, maliciously, irrationally, and in bad faith,

Pl.’s Resp. UAW Local 865 Mot. Dismiss 5; Pl.’s Resp. Deere Mot. Dismiss 5, but she has

provided no factual details that would support such a conclusion. See Bishop, 900 F.3d at 397

(“Plaintiffs fail to state a claim of bad faith when their complaint contains nothing but

‘conclusory labels,’ such as that union officials had acted ‘invidiously’ or ‘intentionally,

willfully, wantonly, and maliciously.’” (alterations omitted) (quoting Yeftich, 722 F.3d at 916)).

At the motion to dismiss stage, Clark must specifically plead facts showing that the

Union acted with a discriminatory intent or bad faith motive or how its actions were otherwise

completely irrational — but she has failed to do so. See Holloway v. Shambaugh & Son, Inc.,

988 F. Supp. 2d 901, 910 (N.D. Ind. 2013) (“[T]he Seventh Circuit requires that supporting facts

showing discriminatory intent by the union must be specifically pled.”); English v. Serv. Emps.

Int’l Union, Loc. 73, 458 F. Supp. 3d 948, 954–55 (N.D. Ill. 2020) (“[P]laintiffs did not meet

their pleading burden because their allegations that [their union] did not adequately pursue

plaintiffs’ grievances were merely conclusory.”); Yeftich, 722 F.3d at 917 (affirming dismissal of

the plaintiffs’ breach of duty of fair representation claims for failure to make non-conclusory

allegations).

Here, “the complaint’s skeletal allegations simply mirroring the elements of a [§] 301

bad-faith claim are not enough to take [Clark’s] complaint over the line from a ‘possible’ to a

plausible claim of entitlement to relief.” Yeftich, 722 F.3d at 917 (citing Iqbal, 556 U.S. at 678;

Twombly, 550 U.S. at 570). Because Clark has not adequately alleged that the Union breached

its duty of fair representation, her breach of contract claim against Deere also fails.

CONCLUSION

For the foregoing reasons, Defendant International Union United Automobile, Aerospace

& Agricultural Implement Workers of America, Local 865’s motion to dismiss, ECF No. 19, and

Defendant Deere & Company’s motion to dismiss, ECF No. 21, are GRANTED. Plaintiff’s First

Amended Complaint, ECF No. 18, is DISMISSED WITHOUT PREJUDICE. Plaintiff is granted

leave to file an amended complaint, if she so desires, to address the deficiencies identified in this

Order by April 5, 2024.

Entered this 15th day of March, 2024.

s/ Sara Darrow

SARA DARROW

CHIEF UNITED STATES DISTRICT JUDGE