United States District Court, E.D. Kentucky, Central Division, Lexington
MEMORANDUM OPINION & ORDER
M. Hood, Senior U.S. District Judge.
matter is before the Court upon Defendant's Motion to
Dismiss and/or Motion for Summary Judgment [DE 7], which has
been fully briefed [DE 10, 11] and is ripe for
consideration.With respect to Plaintiff's three
employment-related retaliation claims raised in this action
against Aichi Forge USA, Inc. (“Aichi”),
Defendant argues that they are barred by a settlement and
release agreement (the "Agreement") that Plaintiff
voluntarily signed more than a year after the termination of
her employment. She objects on the grounds that the
settlement agreement was intended solely to resolve her
workers' compensation claim. After careful consideration
of the facts before this Court, the Court concludes that her
claims should be dismissed in light of the Agreement, and
Defendant's Motion will be granted.
worked for Aichi for approximately 15 years. (Complaint,
¶ 8). She filed a Charge of Discrimination with the
Kentucky Commission on Human Rights in May 2013, which was
settled around July 22, 2013. (Complaint, ¶ 26). Then,
she suffered an injury to her shoulder while at work, on
October 4, 2013. (Complaint, ¶ 11). She filed a
workers' compensation claim, (Complaint, ¶ 14), and
took leave under the Family and Medical Leave Act
("FMLA") until she exhausted her allotted leave in
May 2014, at which time Aichi terminated her employment.
(Complaint, ¶¶ 20-22).
year later, on, July 22, 2015, Plaintiff signed an Agreement,
settling her workers' compensation claim and other
potential claims, as follows:
In exchange for this consideration, the plaintiff agrees to
waive and release the defendant/employer from any and all
claims for liability arising out of the October 4, 2013 work
injury. The plaintiff's waiver and release includes, but
is not limited to, claims for additional income/indemnity
benefits, vocational rehabilitation benefits, additional
medical benefits for any and all treatment, and the right to
reopen. Plaintiff waives all claims, known or otherwise.
entered an Order approving the Agreement on July 27, 2015.
2017, Plaintiff filed the three-count Complaint in this
matter, alleging retaliation under Title VII and the Kentucky
Civil Rights Act ("KCRA"), FMLA retaliation, and
workers' compensation retaliation in violation of KRS
342.197. (Complaint, ¶¶ 25-37). She avers that
Aichi wrongfully terminated her employment in retaliation
against her for engaging in protected activity under Title
VII and the KCRA when she filed a Charge of Discrimination
with the Kentucky Commission on Human Rights in May 2013.
(Complaint, ¶ 26, 27). Plaintiff also avers that she was
prohibited from returning to work and subsequently terminated
and wrongfully retaliated against after using FMLA time in
light of her October 4, 2013 shoulder injury. (Complaint,
¶¶ 12, 20, 21, 30, 31). Finally, Plaintiff claims
she engaged in protected activity when she filed her
workers' compensation claim following her October 2013
injury and was subsequently terminated in retaliation for her
filing. (Complaint, ¶¶ 35-36).
[a]n agreement to settle legal claims is essentially a
contract subject to the rules of contract interpretation. It
is valid if it satisfies the requirements associated with
contracts generally, i.e., offer and acceptance,
full and complete terms, and consideration. See, e.g.,
Hines v. Thomas Jefferson Fire Ins. Co., Ky., 267 S.W.2d
709 (1953); Huff Contracting v. Sark, Ky.App., 12
S.W.3d 704 (2000)(involving settlement of claim to future
medical benefits under workers' compensation law);
Old Republic Ins. Co. v. Ashley, Ky.App., 722 S.W.2d
55 (1986)(same). The primary object in construing a contract
or compromise settlement agreement is to effectuate the
intentions of the parties. See Withers v. Commonwealth,
Department of Transportation, Ky.App., 656 S.W.2d 747,
749 (1983); Wilcox v. Wilcox, Ky., 406 S.W.2d 152,
153 (1966). “Any contract or agreement must be
construed as a whole, giving effect to all parts and every
word in it if possible.” City of Louisa v.
Newland, Ky., 705 S.W.2d 916, 919 (1986).
Cantrell Supply, Inc. v. Liberty Mut. Ins. Co., 94
S.W.3d 381, 384-85 (Ky. Ct. App. 2002)
[Only w]here a contract is ambiguous or silent on a vital
matter, a court may consider parol and extrinsic evidence
involving the circumstances surrounding execution of the
contract, the subject matter of the contract, the objects to
be accomplished, and the conduct of the parties. See,
e.g., Reynolds Metals Co. v. Barker, Ky., 256 S.W.2d 17,
18 (1953); Dennis v. Watson, Ky., 264 S.W.2d 858,
860 (1953); L.K. Comstock & Co., Inc. v. Becon Const.
Co.,932 F.Supp. 948, 965 (E.D.Ky.1993). Absent an
ambiguity in the contract, the parties' intentions must
be discerned from the four corners of the instrument without
resort to extrinsic evidence. Hoheimer v. Hoheimer,
Ky., 30 S.W.3d 176, 178 (2000); L.K. Comstock, 932
F.Supp. at 964. A contract is ambiguous if a reasonable
person would find it susceptible to different or inconsistent
interpretations. Transport Ins. Co. v. Ford,
Ky.App., 886 S.W.2d 901, 905 (1994); Luttrell v. Cooper
Industries, Inc.,60 F.Supp.2d 629, 631 (E.D.Ky. 1998).
The fact that one party may have intended different results,
however, is insufficient to construe a contract at variance
with its plain and unambiguous terms. Green v.
McGrath,662 F.Supp. 337, 342 (E.D.Ky. 1986). Generally,
the interpretation of a contract, including determining
whether a contract is ambiguous, is a question of law for the
courts and is subject to de novo review. First
Commonwealth Bank of Prestonsburg v. West, Ky.App., 55
S.W.3d 829, 835 (2000); Morganfield Nat'l Bank v.
Damien Elder & Sons, Ky., 836 S.W.2d 893, 895
(1992); Fay E. Sams Money Purchase Pension Plan v.
Jansen, Ky.App., 3 ...