Appeals from Montgomery Circuit Court (CV-16-900153)
MITCHELL, JUSTICE.
This
dispute centers on whether Keith Michael Arnold must
reimburse his former employer, Hyundai Motor Manufacturing
Alabama, LLC ("HMMA"), for expenses HMMA incurred
in moving Arnold from Kentucky to Alabama to begin employment
at HMMA's manufacturing facility in Montgomery. When he
started his employment, Arnold signed an agreement obligating
him to reimburse HMMA for his relocation expenses if he
voluntarily left his employment with HMMA within 24 months.
Just 16 months after beginning his employment, Arnold
resigned his position with HMMA. After Arnold refused to
reimburse HMMA for the relocation expenses it had paid on his
behalf, HMMA sued him in the Montgomery Circuit Court,
asserting a breach-of-contract claim. HMMA obtained a summary
judgment against Arnold for $67, 534 in damages, but the
trial court denied HMMA's request for prejudgment
interest, attorney fees, and expenses.
Arnold
appeals the summary judgment in favor of HMMA. HMMA
cross-appeals and argues that, under the terms of the
reimbursement agreement, it was entitled to $11, 710 for
prejudgment interest and $20, 293 for attorney fees and
expenses. We affirm the summary judgment entered by the trial
court to the extent it held that Arnold was liable for breach
of contract and awarded HMMA $67, 534. Because HMMA has
established that it had a contractual right to additional
sums beyond the $67, 534 awarded by the trial court, we
reverse that portion of the judgment denying HMMA's
request for those additional sums and remand the cause for
the trial court to enter a final judgment in favor of HMMA
for $99, 537, an amount that fully compensates HMMA under the
reimbursement agreement.
Facts
and Procedural History
In late
2012, a third-party recruiter approached Arnold, who had
approximately 15 years of experience working in the
automotive industry, to gauge his interest in a possible job
with HMMA. At the time, Arnold was working at a manufacturing
facility in Kentucky, but Arnold previously had a favorable
experience working for Kia Motors Manufacturing Georgia, a
sister company of HMMA, and was interested in returning to
the automotive industry. Arnold decided to pursue the
opportunity with HMMA, and, in January 2013, he was offered a
position as a manager in HMMA's production-control
department.
As part
of the offer made to Arnold, HMMA agreed to pay certain
expenses associated with his relocation from Kentucky to
Alabama. Those expenses included not only Arnold's actual
moving costs, but also a general relocation allowance, the
cost of Arnold's temporary housing in Montgomery,
expenses for travel and house hunting, and other incidental
costs. Arnold accepted HMMA's offer of employment, and
HMMA ultimately expended a total of $67, 534 in connection
with Arnold's relocation.[1] Arnold began work for HMMA on
March 11, 2013.
On
March 13, 2013, Arnold executed HMMA's standard
relocation-reimbursement agreement, which provides, in
pertinent part:
"[Arnold] understands and agrees that if [he]
voluntarily terminates his ... employment with HMMA ...
within the first twenty-four (24) months of [his] start date,
then [he] shall reimburse HMMA for all relocation costs paid
by HMMA on behalf of [him] pursuant to the relocation policy,
plus a gross up amount for taxes as determined by HMMA.
[Arnold] hereby gives HMMA a lien on [his] wages and
authorizes HMMA to deduct said relocation expenses from [his]
wages. If [Arnold's] wages are insufficient to cover all
costs he ... owes to HMMA, [he] shall make payment to HMMA
for all relocation expenses within thirty (30) days after the
termination of [his] employment with HMMA."
The
agreement also obligated Arnold to pay "all collection
costs, charges and expenses incurred by HMMA, including but
not limited to all collection agency fees, interest and
attorneys' fees" that resulted from Arnold's
failure to timely reimburse HMMA any amounts that became due
under the agreement.
Arnold
states that, upon beginning his new employment, he had a
positive relationship with his coworkers, including his
immediate supervisor, Angela James, and her supervisor,
Wongyun Park. But the relationship between James and Park
began deteriorating, and Arnold was allegedly drawn into the
conflict and also began having problems with Park. Arnold
states that Park began bypassing James and communicating
directly with Arnold and that, during their interactions,
Park was often angry and aggressive, frequently berating and
humiliating him in front of other employees. According to
Arnold, Park continually criticized him for matters that were
outside Arnold's control, and Park repeatedly tried to
force him to take actions that were contrary to HMMA policy.
Arnold specifically alleges that Park asked him: (1) to
falsify the repair orders for forklifts so that the forklifts
might qualify for warranty service; (2) to hire fewer women
into the production-control department; and (3) to install
cameras in certain areas of the HMMA facility without
obtaining approval from HMMA's legal department. Arnold
states that his refusal to take these actions further angered
Park.
On
February 20, 2014, Arnold filed a complaint with HMMA's
human-resources department about the way Park treated him and
the hostile work environment Arnold alleged existed in the
production-control department because of Park's behavior.
Arnold explained in the complaint that the conflict with Park
was impacting his health and that he could not "continue
to be expected to take verbal abuse and unrealistic requests
on an ongoing basis." Arnold states that HMMA's
legal department subsequently conducted an investigation but
that he was unsure of the ultimate findings of the
investigation.
Arnold
states that, after he filed his complaint with human
resources, Park's treatment of him became even worse.
Arnold claims that Park continually required him to spend
much of his shift observing in "the weld shop,"
after which he would have to return to his desk and complete
his regularly assigned work duties. Arnold states that he had
to work 24- hour days on multiple occasions as a result of
the extra assignments Park gave him and that Park told him
that Korean managers often worked 24 hours a day. Arnold
further asserts that the other managers had a running joke
that his assignment to the weld shop was punishment from Park
and that he was humiliated by the assignment and the jokes.
Eventually, Arnold concluded that he could not continue
working at HMMA, and, on June 30, 2014, he submitted a
resignation letter to James, stating, in relevant part:
"This letter is to inform you that I will be resigning
my position as materials manager with HMMA effective July 11,
2014. ... My decision to leave is based on a work environment
that continues to be retaliatory in nature and has negatively
affected my health as well as the significant imbalance
between work and life. This was not an easy decision, yet one
that is necessary. It is apparent that the organization is
displeased with my performance and I as well have been
displeased with the treatment and often demeaning behavior
directed towards me. My expectations are that HMMA can
mutually agree to a separation without further repercussions
both professionally and legally by either party."
Before
leaving HMMA, Arnold had an exit interview with Scott Gordy,
a manager in HMMA's human-resources department. The
meeting lasted approximately 30-40 minutes, and, during the
meeting, Arnold told Gordy that he felt like HMMA was forcing
him out and retaliating against him for making the complaint
about Park's behavior. Arnold states that he also
reiterated to Gordy what he wrote in his resignation letter
-- that he expected there to be a mutual separation without
any further professional or legal repercussions. Arnold
asserts that, in response, Gordy "nodded his head and
told me, 'Sorry things ended up the way they did,'
and wished me the best of luck, shook my hand, and I walked
out the door." It is undisputed that HMMA thereafter
paid Arnold all the funds to which he was entitled, including
his salary and employer retirement contributions for the days
he worked, a payout for his accrued vacation days, and
reimbursement for certain job-related expenses he had
incurred.
Arnold
left HMMA in July 2014 and apparently had no further contact
with his former employer until March 2015, when he received a
letter from HMMA stating that he owed HMMA $67, 534 under the
terms of the reimbursement agreement. Arnold responded with a
letter denying that he owed HMMA any reimbursement and
requesting that HMMA withdraw its demand. It is not clear
from the record if there were any other communications
between the parties, but, in any event, Arnold refused to
make any reimbursement to HMMA. On February 4, 2016, HMMA
sued Arnold alleging breach of contract. Arnold filed an
answer denying that he owed HMMA any money and asserting a
breach-of-contract counterclaim.[2] On December 5, 2017, HMMA
moved for a summary judgment on the claims asserted by both
parties and an award of $67, 534 on its breach-of-contract
claim, with an additional amount to be determined for
interest, attorney fees, and expenses. HMMA supported its
summary-judgment motion with, among other things, a copy of
the reimbursement agreement executed by Arnold, a copy of
Arnold's resignation letter, excerpts from Arnold's
deposition, and an affidavit from Gordy detailing the $67,
534 that HMMA claimed Arnold owed.
In his
response to HMMA's summary-judgment motion, Arnold
claimed that he had not breached the terms of the
reimbursement agreement because, he said, he had not
voluntarily terminated his employment but had
instead been forced to resign. In addition, Arnold alleged
that he and Gordy had agreed at his exit interview that
neither he nor HMMA would take any legal action against the
other. The trial court conducted a hearing on HMMA's
summary-judgment motion and, on February 21, 2018, entered a
summary judgment in favor of HMMA and against Arnold,
awarding HMMA $67, 534. The trial court also dismissed
Arnold's counterclaims.
On
February 27, 2018, HMMA filed a postjudgment motion asking
the trial court to amend the summary-judgment order and to
award it an additional $11, 710 for prejudgment interest, as
well as $20, 293 for attorney fees and expenses, all of which
it asserted the reimbursement agreement obligated Arnold to
pay. HMMA noted that it had requested such an award in its
summary-judgment motion but that it had been unable to state
at that time the exact sum being claimed because the case was
ongoing and interest and attorney fees continued to accrue.
HMMA supported its request with an affidavit from its
attorney detailing the claimed attorney fees and expenses.
On
March 9, 2018, Arnold filed his own postjudgment motion
asking the trial court to vacate the summary judgment entered
in favor of HMMA and to deny HMMA's postjudgment motion.
On June 14, 2018, the trial court purported to enter an
amended summary-judgment order awarding HMMA a total of $99,
537 -- $67, 534 on its breach-of-contract claim, $11, 710 for
prejudgment interest, and $20, 293 for attorney fees and
expenses. But under Rule 59.1, Ala. R. Civ. P., both
HMMA's and Arnold's postjudgment motions had already
been denied by operation of law because the trial court had
not ruled on them within 90 days of their filing. The trial
court's amended order was therefore void. See,
e.g., Ex parte Jackson Hosp. & Clinic,
Inc., 49 So.3d 1210, 1212 (Ala. 2010) ("The trial
court's order was void because it lost jurisdiction after
the running of the 90-day period prescribed by Rule
59.1."). On July 18, 2018, ...