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Enslin v. The Coca-Cola Co.

United States District Court, E.D. Pennsylvania

August 29, 2017

SHANE K. ENSLIN, on behalf of himself and all others similarly situated, Plaintiff,


          Joseph F. Leeson, Jr. United States District Judge.

         I. Introduction

         Shane Enslin claims that he was the victim of identity theft, and he blames it on a theft of laptop computers from his former employer, Coca-Cola, [1] which were later found to have contained the personal information of him and other Coca-Cola employees. Enslin claims that the company promised him-either expressly or implicitly-that it would secure the personal information he provided about himself during the hiring process and that the company breached that promise. He brought this suit on behalf of himself and approximately 74, 000 current and former Coca-Cola employees whose information was stored on those laptops.

         In a previous opinion, the Court granted summary judgment in Coca-Cola's favor after concluding that Coca-Cola owed him no general contractual duty to safeguard his personal information. 2017 WL 1190979 (E.D. Pa. Mar. 31, 2017). Enslin now moves for reconsideration of that decision, citing to a number of errors he believes the Court made. He also asks the Court to consider two new pieces of evidence he did not submit at summary judgment, which he claims did not come to light until after the Court had ruled against him. His motion is denied in both respects.

         II. Background

         The full background of this case can be found in the opinion granting summary judgment to Coca-Cola. 2017 WL 1190979. What follows is a brief overview of the case to provide context for Enslin's motion for reconsideration.

         Enslin was employed by the Coca-Cola organization from 1996 to 2007. He was originally hired by an independent Coca-Cola bottler, which, in 2001, was acquired by an affiliate of the parent Coca-Cola Company called Coca-Cola Enterprises. As part of that acquisition, Enslin had to complete new employment paperwork, which required him to provide various pieces of personal information. He also received a company handbook, which Coca-Cola Enterprises called its “Code of Business Conduct.” During discovery, neither side was able to locate a copy of the handbook in effect at the time Enslin joined Coca-Cola Enterprises in 2001, but Coca-Cola did produce one from the 1990s, which Enslin believes to be substantially similar to the one he received in 2001.

         Enslin left the company in 2007. Five years later, Coca-Cola discovered that one of its information technology employees had been taking home old laptop computers that the company was no longer using. Once it learned of the theft, Coca-Cola attempted to recover all of the missing laptops, and “while it has ‘a very good feeling' that it has been able to recover [them] all, it cannot say for sure.” 2017 WL 1190979, at *2. When it examined the laptops it was able to recover, the company discovered that some of them had been used by its human resources department and still contained bits and pieces of personal information from some of its current and former employees, including Enslin.

         Enslin claims that around that same time, he and his spouse were the victims of identity theft. He believes that the theft of the laptops was to blame. On behalf of himself and a putative class of current and former Coca-Cola employees, he brought this suit against Coca-Cola. His theory is that Coca-Cola contractually obligated itself to safeguard their personal information and did not hold up its end of the bargain.[2] At summary judgment, the Court concluded that Coca-Cola had made no such promise and therefore entered judgment in Coca-Cola's favor.

         The Court first considered whether Coca-Cola had formed an express contract with him to safeguard his personal information. As a threshold matter, the Court agreed with Enslin that certain promises the company made in the “Code of Conduct”-the Coca-Cola Enterprises handbook-had the force of a legally binding contract. 2017 WL 1190979, at *8-11. But those promises that the company made stopped far short of assuming a general contractual duty to safeguard his personal data. The relevant provisions of the handbook were quite clear on this point. The company agreed to “safeguard the confidentiality of employee records” in three, specifically enumerated ways: it would “advis[e] employees of all personnel files maintained on them, ” it would “collect[] only data related to the purpose for which the files were established, ” and finally, it would “allow[] those authorized to use a file to do so only for legitimate Company purposes.” Id. at *8 (quoting from the handbook). Nothing more. Enslin relied heavily on the fact that other parts of the handbook (and various Coca-Cola information security policies) imposed many obligations on Coca-Cola employees with respect to the handling of sensitive information, and he argued that if the company had made sure that its employees had been following those policies to the letter, it would not have been possible for old laptops with sensitive information to be pilfered from the company. But the obligation to ensure that those policies were followed was an obligation the employees owed to the company, not the other way around. By promulgating detailed information security policies and requiring its employees to follow them, the company was not assuming a contractual obligation to ensure that those policies were followed by its employees for their benefit.

         Enslin then suggested that if an express promise to safeguard his information could not be found somewhere in the handbook or in the company's other policies, a contract term to that effect could be implied. But having concluded that Coca-Cola's obligations to its employees were clearly spelled out in those three specific promises it made in the handbook, there was no room to imply some other, additional duty. As the Court explained at the time, “[t]he law will not imply a different contract than that which the parties have expressly adopted, ” so “[t]o imply covenants on matters specifically addressed in the contract itself would violate this doctrine.” Id. at *13 (quoting Hutchison v. Sunbeam Coal Corp., 519 A.2d 385, 388 (Pa. 1986)).

         Finally, Enslin contended that Coca-Cola should be viewed as having formed an implied contract with him to safeguard his personal information at the moment he handed over his employment paperwork. But that argument failed for essentially the same reason as his argument that the Court should imply a promise of that nature into the express terms of the handbook: once it was clear that the company's duties in this area were clearly spelled out in a section of the handbook, there could be no implied contract to a different effect. Id. (“There cannot be an implied-in-fact contract if there is an express contract that covers the same subject matter.” (quoting Baer v. Chase, 392 F.3d 609, 616-17 (3d Cir. 2004))).

         Enslin's implied contract argument also failed for a second, more fundamental reason. Contractual promises are not implied whenever one party thinks that it would be proper. The law implies a contract only when an interaction between two parties “can be explained only by the understanding that they are acting contractually.” Id. So while contract law has no trouble implying a contract when the existence of a contract is “necessary to account for . . . relations found to have existed between the parties, ” id. (quoting Hertzog v. Hertzog, 29 Pa. 465, 465 (1857)), a contract will not be implied simply because one party believes that it would have been prudent, or proper, or fair for a contract to exist. The question is whether, drawing from the experience of “the ordinary course of dealing and the common understanding of men, ” the two sides “show[ed] a mutual intention to contract.” Id. (quoting Hertzog, 29 Pa. at 465)). Enslin may have believed that it was fair and proper for Coca-Cola to be contractually bound to safeguard the personal information that he turned over on his employment paperwork, but there is no “common understanding” that when a prospective employee fills out an employment application, the intent of both sides is that the employer has undertaken a general contractual duty to safeguard that information against unauthorized access and can be sued for breach if the employee believes that the employer did not do enough to protect it. See Longenecker-Wells v. Benecard Servs. Inc., 658 F. App'x 659, 662 (3d Cir. 2016) (“[The employees] have failed to plead any facts supporting their contention that an implied contract arose . . . other than that [their employer] required [their] personal information as a prerequisite to employment. This requirement alone did not create a contractual promise to safeguard that information . . . .”).[3]

         For those reasons, the Court concluded that there was no contract, express or implied, between Coca-Cola and Enslin that imposed a general contractual duty on Coca-Cola to safeguard his personal information.

         III. Standard of Review - Motion for Reconsideration

         “The purpose of a motion for reconsideration is to correct manifest errors of law or fact or to present newly discovered evidence.” Harsco Corp. v. Zlotnicki, 779 F.2d 906, 909 (3d Cir. 1985). It is not, however, to “be used to relitigate old matters, or to raise arguments or present evidence that could have been raised prior to the entry of judgment.” Exxon Shipping Co. v. Baker, 554 U.S. 471, 485 n.5 (2008) (quoting 11 Charles Alan Wright & Arthur R. Miller, Federal Practice and Procedure § 2801.1, at 127-28 (2d ed. 1995)).

         IV. The Court did not make any manifest errors of law.

         Enslin believes that the Court made two errors of law in its previous opinion. First, he contends that the Court neglected to determine, as a threshold matter, whether the language in the handbook, which laid out the scope of Coca-Cola's duties to its employees with respect to their records, was ambiguous. He believes it is and that the Court should have therefore allowed a jury to determine the meaning of that language as a question of fact (with the aid of extrinsic evidence) instead of construing the language itself as a question of law. Second, Enslin contends that the Court neglected to consider “the extent of [Coca-Cola's] obligations under the covenant of good faith and fair dealing.” Mem. Supp. Mot. 11, ECF No. 194-1. Neither of these contentions has merit.

         A. The relevant language in the handbook was not ambiguous, and the Court made that clear in its previous opinion.

         Whether contractual language is ambiguous can have a significant impact on the outcome of a case because it has the effect of shifting the job of determining its meaning from the court, as a question of law, to a jury, as a question of fact. Kripp v. Kripp, 849 A.2d 1159, 1163 (Pa. 2004). It also opens the door to the admission of evidence extrinsic to the contract, ...

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