United States District Court, D. New Jersey
MEMORANDUM AND ORDER
G. SHERIDAN, U.S.D.J.
matter comes before the Court on Defendants Computer Sciences
Corporation and Scott Warkentin's Motion for Summary
Judgment (ECF No. 34). In his Complaint, Plaintiff John
Petronzi alleges that Defendants wrongfully terminated him
due to his age, disability, and filing a grievance, in
violation of the New Jersey Law Against Discrimination (LAD),
N.J.S.A. § 10:5-1. He also claims that Warkentin
violated the LAD by aiding and abetting this unlawful
conduct. Lastly, Plaintiffs Complaint alleges claims of
breach of contract and breach of the covenant of good faith
and fair dealing, based on an incentive program initiated by
Computer Sciences. For the reasons discussed herein,
Defendants' Motion for Summary Judgment is granted in
part and denied in part.
Sciences is a global provider of information technology and
offers professional services and solutions to corporate
clients. (Defs' Statement of Material Facts [DSOMF] at
¶ 2). In July 2007, Plaintiff, who is now 68 years old,
was hired as an at-will employee by Computer Sciences.
(Id. at ¶¶ 9-10). For the bulk of his
tenure at Computer Sciences, Plaintiff served as a Client
Relationship Executive (hereinafter, "CRE") in the
Financial Services Group, which later became the Banking
& Capital Markets Industry Group. (Id. at ¶
11). As a CRE, Plaintiff was responsible for managing and
growing the revenue and profits of various client accounts.
Essentially, Plaintiff was a sales person. (Id. at
¶¶ 12-13). In order to generate revenue, Computer
Sciences assigned Plaintiff, as well as other CREs, a certain
quota for account revenue and new contract signings, which
the company referred to as Total Contract Value (hereinafter,
"Sales Quota"). (Id. at ¶ 13).
sales professional, Plaintiff was eligible to participate in
Computer Science's "Sales Incentive Compensation
Plan" (hereinafter, "Incentive Plan"), which
awarded bonuses to sales employees who exceeded certain
goals. (Id. at ¶ 103). Under the Incentive
Plan, each participant had an individual Plan Assignment
Agreement which described the participant's
"territory" and "services", and the
credit that each participant would receive towards his or her
bonus. (Id. at ¶ 107). If an account was not
identified in the participant's Plan Assignment
Agreement, he or she would not receive credit for work
performed on it. (Id. at ¶ 109). Under Sections
7.1 and 7.2 of the Incentive Plan, Computer Sciences reserved
itself with discretion on how to interpret and execute the
7.1 [Computer Sciences] has complete discretion and final
authority to administer and interpret this Plan and to
resolve any disputes concerning its administration or
7.2 [Computer Sciences] reserves the right to assign or
reassign Opportunities at any time among [Incentive Plan]
Participants as business conditions warrant. In the event the
[Incentive Plan] Participant is reassigned from an
Opportunity prior to a Contract Award, [Computer Sciences]
may, in its discretion, grant partial or total quota credit
to the [Incentive Plan] Participants to reflect his/her
contribution to such Contract Award.
(ECF No. 34-19, "Incentive Plan" at 6).
August 2013, Computer Sciences rolled out a new incentive
program, the Million Dollar Challenge, that offered bonuses
for employees that surpassed certain goals on accounts listed
in the Plan Assignment Agreement. (Id. at ¶
114). Later that month, Computer Sciences emailed all
eligible participants about this new incentive, which stated
that eligible employees who "achieve $1M (million) in
[fiscal year 2014] revenue above the full-year forecast"
are eligible for $15, 000 for the first $1 million in revenue
and an additional 1.5% bonus for every additional dollar
above the initial million. (ECF No. 34-24, "Million
Dollar Challenge Email").
this period, UBS, one of Plaintiff s accounts, exceeded
forecasted revenues for that Fiscal Year, which would have
entitled participants in the account, such as Plaintiff, to a
potential bonus. (Id. at ¶ 115). However,
because the UBS account was "seriously underperforming,
" no CRE received the Million Dollar Challenge incentive
on the UBS account. (Id. at ¶ 116). According
to Computer Sciences, executive leadership cited the UBS
account team's history of underperforming, the
account's substantial net negative revenue, and major
customer satisfaction issues, as reasons for declining to
award the incentive. (Id. at ¶¶ 116-18).
January 19, 2014, Plaintiff suffered a heart attack and did
not attend work for about seven business days. (Id.
at ¶¶ 85-86). However, Plaintiff did not experience
any lingering health issues or restrictions as a result, nor
did he apply for disability benefits thereafter.
(Id. at ¶¶ 86, 88). This being said, at 65
years old, Plaintiff claims that Computer Sciences made a
series of employment decisions and account reassignments to
Plaintiffs detriment, to ultimately justify his termination
the following year.
April 2014, Plaintiff was removed from the UBS account and
reassigned four "New Logo" accounts, which are new
accounts with companies that had not previously conducted
business with Computer Sciences. (Pi's Statement of
Material Facts [PSOMF] at ¶¶ 39, 47-48). According
to Computer Sciences, Plaintiff was removed from the UBS
account due to a "lack of results, " despite the
fact that the account had surpassed revenue projections the
year before. (Id. at ¶ 40). Rather than appoint
another CRE to the UBS account, Computer Sciences eliminated
the CRE role altogether and, instead, assigned Tamara Kostova
to serve as the global manager of the account. (DSMOF at
¶ 33). At the time, Kostova was 38 years old, 27 years
younger than Plaintiff. (PSMOF at ¶45).
same month, Defendant Scott Warkentin was hired by Computer
Sciences to oversee operation the Banking & Capital
Markets Group. (Id. at ¶¶ 44-45). As part
of his hiring, Warkentin was responsible for reorganizing the
group, improving the overall performance of the firm, and
increasing sales and revenue. (Id. at ¶ 46).
Specifically, Warkentin assessed the performances of Computer
Sciences' sales employees, including Plaintiff.
(Id. at ¶¶ 47-48).
parties disagree about Plaintiffs performance. According to
Defendants, Plaintiff was not performing up to expectations;
with the exception of UBS, Plaintiff failed to generate
revenue on any of his other accounts. (Id. at ¶
25). As such, John Wallace, Plaintiffs former supervisor,
noted in his assessment of Plaintiff that "[he] needed
to prove himself within 90 days." (Id. at
¶ 49). Plaintiff, however, relies on Wallace's
Fiscal Year 2014 Performance Appraisal of Plaintiff, which
purportedly expressed positive views of Plaintiff s
performance. (ECF No. 45-5 at 36-43, "FY 2014
Appraisal"). In this appraisal, Wallace noted that,
"[Plaintiff] worked diligently and effectively to
sustain the relationship with UBS despite significant
headwinds caused by [Computer Science's] delivery
performance issues and with underlying contract issues."
(Id. at 3). However, in his overall appraisal
comments, Wallace also acknowledged that Plaintiff did not
generate much revenue besides his UBS account; as such,
[Plaintiffs] #1 objective in FY2015 is to leverage the
foundation of executive relationships he built and
strengthened in FY2014. He must executive [sic] against a
series of well thought out account plans and opportunity
development and close plans to deliver substantial new
business results to meet or exceed his targets and make
material contributions to the Banking and Capital Markets
(Id. at 8).
as part of the Banking & Capital Markets Groups'
reorganization, Warkentin began reassigning CRE employees to
new account teams. (DSOMF at ¶¶ 51-52). In August
2014, Plaintiff was placed on Warkentin's team, where he
was seven years older than the next oldest CRE. (PSOMF at
¶ 52). As a member of Warkentin's team, Plaintiff
was assigned 70 new logo accounts; the remaining CREs,
however, were assigned significantly fewer accounts, the next
closest being 38 new logo accounts. (Id. at
¶¶ 52, 57). In an August 6, 2014 email, Warkentin
addressed his new team and explained that the new account
assignments had a retroactive start of the second quarter,
July 1, 2014. (Id. at¶ 51; ECFNo 34-33,
"August 6, 2014 Email"). The email also noted that
Plaintiff and Tim Tolls, another CRE, would be assigned the
majority of new logo clients. (Id.). According to
Computer Sciences, Plaintiff was assigned these new logo
accounts since he was removed from UBS and, therefore,
"had the bandwidth to take on the new assignment."
(Id. at ¶¶ 57-58). In deposition, Wallace
explained why he believed Plaintiff would be suited for new
The new logo accounts, many of the new logo accounts
[Plaintiff] was assigned have businesses that are very
similar and in some cases almost the same, as the businesses
that UBS is in or the business that RBS Citizens is in or the
business that Credit Suisse is in. So, he has the requisite
domain expertise and experience.
In addition, the quote/unquote Wall Street client is one
whereby, for example, a CTO that he knew well from UBS moved
and became the infrastructure CIO at Morgan Stanley and he
had other relationships, for example, at Morgan Stanley which
is why we made the decision to assign Morgan Stanley to him.
That's the logic and decision-making Scott and I went
(ECF No. 34-31, "Wallace Deposition" at 99-100).
Computer Sciences also viewed this reassignment as an
opportunity for Plaintiff to generate greater sales revenue,
since these new accounts each had "potential."
(Id. at ¶ 61).
however, viewed the new assignment as a demotion. (PSOMF at
¶¶ 55-56). From his perspective, "despite his
track record of success handling established accounts, he was
now being assigned the time-consuming task of developing 70
different [n]ew [l]ogo accounts." (Id. at
¶ 55). Moreover, according to Plaintiff, he was the only
CRE on Warkentin's team to be assigned exclusively new
logo accounts. (Id. at ¶ 56).
this reassignment, Computer Sciences claims Plaintiffs work
performance continued to decline. (DSOMF at ¶¶
64-65). By late November 2014, Plaintiff had only achieved
$2.57 million, or 9%, of his annual Sales Quota for the 2015
Fiscal Year; as such, Warkentin scheduled a meeting with
Plaintiff, to discuss his mid-year review and performance
concerns. (Id. at ¶¶ 64-67). Dissatisfied
with his performance, Warkentin explained to Plaintiff that
he would need to reach a Sales Quota of at least $ 10 million
by the end of the third quarter or risk termination.
(Id. at ¶¶ 68-69). Put another way,
Warkentin expected Plaintiff to realize earnings of $7.5
million in less than one month. According to Plaintiff, to
develop a new logo account takes anywhere from twelve to
eighteen months; so for Warkentin to impose a quota that
quadrupled his revenue in a single quarter was simply
impossible. (PSOMF at ¶¶ 57, 61, 67). In addition,
Plaintiff was told that his FY 2015 Sales Quota had increased
from $12 million to $36 million. (Id. at ¶ 74).
No other CRE's Sales Quota tripled during that time.
(Id. at ¶ 76).
weeks, later, on December 4, 2014, Plaintiff emailed
Warkentin, regarding his midyear review. (Id. at
¶ 70). In this email, Plaintiff expressed to Warkentin
that he felt the negative review was unfair and that
"[t]he only explanation that makes any sense is that
[Computer Sciences] is trying to force me out of the Company
because of my age (65) and recent health condition to make
room for younger employees." (Id.). In
response, Warkentin directed Plaintiff to bring these
allegations to the Employee Relations (ER) Department's
attention. (Id. at ¶ 71). The following day,
December 5, 2014, Plaintiff forwarded his email
communications with Warkentin to the ER Department, which
initiated an internal investigation of the complaint.
(Id. at ¶¶ 72-73). Following the
investigation, an ER Specialist concluded that Plaintiffs
claims were unsubstantiated. (Id. at ¶ 74).
After speaking with management and other witnesses, the
Specialist prepared a Summary Report of Investigation
(hereinafter, "SRI"), which concluded:
Regarding Age Discrimination: [the Specialist] has found that
the actions taken by Mr. Warkentin as well as other members
of management ... to be fair and consistent regarding the
ages, the gender, and the documented production of each
member of their sales team....
Mr. Petronzi claimed he was being replaced by a "38 year
old woman with no experience." [The Specialist] found
that an account Mr. Petronzi was previously on was given to a
female employee, 38 years old, but with substantial
experience. [The Specialist] has concluded that the hiring of
this employee was o[f] merit and not related to her age or
Regarding Health Discrimination: At no point during any of
the conversations with Mr. Warkintin [sic] or any other
management was Mr. Petronzi's health mentioned as being a
factor in their decision-making. The focus of the decisions
were strictly numbers (past production and sales that were in
the pipeline.) When [the Specialist] mentioned the idea of
Mr. Petronzi's heart condition playing a role in their
decisionmaking process, the reactions by Mr. Warkentin and
other management were of confusion and shock. [The
Specialist] felt their reactions were genuine.
Additionally, Mr. Petronzi did not produce any documentation
to back up this claim.
(ECF No. 45-6 at 28, "SRI"). A week after
submitting this grievance, Warkentin requested permission
from ER to terminate Plaintiffs employment. ...