United States District Court, S.D. Ohio, Western Division, Dayton
M. Rose District Judge.
REPORT AND RECOMMENDATIONS 
L. Ovington United States Magistrate Judge.
Pressley Ridge School for the Deaf provides special education
and other services to students with special needs. It is
located in Pittsburgh, Pennsylvania. The Graham Local School
District is a public school district in Champaign County,
this Court's diversity jurisdiction, Pressley Ridge
claims that Defendant Graham Local School District Board of
Education (the Board or Defendant) breached a valid,
enforceable contract by failing to pay Pressley Ridge for
educational, residential, and related services it provided to
a special-needs student, J.D., during the 2016-2017 extended
school year. The parties have filed cross motions for
judgment on the pleadings under Fed.R.Civ.P. 12(c), debating
(in part) whether an enforceable contract existed between
them during the 2016-2017 extended school year.
The Pleadings and Attached Documents
purposes of a motion for judgment on the pleadings, all
well-pleaded material allegations of the pleadings of the
opposing party must be taken as true....” Tucker v.
Middleburg-Legacy Place, 539 F.3d 545, 549 (6th Cir.
2008). Doing so reveals the following.
Pressley Ridge's First Amended
Ridge's Amended Complaint and attached documents describe
events during two extended school years. In the first school
year-2015-2016-all went well between the parties; in the
second-2016-2017-things turned sour.
May 2015, J.D. and his parents lived within the boundaries of
the Graham Local School District. The parties acknowledge
that J.D. is a “child with a disability” as
defined by the Individual with Disabilities in Education Act
(IDEA), 20 U.S.C. §1401(3). (Doc. #21, PageID
#185, ¶8; Doc. #22, PageID #216, ¶6).
Pressley Ridge alleges that J.D.'s disability required
one-on-one attention during all waking hours.
the 2015-2016 extended school year, J.D. attended Pressley
Ridge where he received educational, residential, and related
services. His placement at Pressley Ridge was the result of a
settlement agreement between J.D.'s parents and the Board
that identified Pressley Ridge as the “least
restrictive environment” for J.D. under the IDEA. (Doc.
#21, PageID #186 and Exhibit B).
furtherance of J.D.'s placement at Pressley Ridge, the
Board and Pressley Ridge entered into a written, signed
“Agreement for Provision of Special Education and
Certain Related Services.” Id. at 186, Exh. D.
This Agreement covered J.D.'s placement at Pressley Ridge
during the 2015-2016 extended school year and spelled out the
costs of educational and residential services and other
matters. Id. at Exh. D. Pressley Ridge notes,
“Defendant paid for all educational and related
services provided by Pressley Ridge on Defendant's behalf
to J.D. pursuant to J.D. IEP [Individualized Educational
Program] and pursuant to the agreement between Pressley Ridge
and Defendant for the extended school year 2015-2016.”
Id. at 187, ¶22.
August 3, 2016, an annual review of J.D.'s IEP was
conducted to plan for the next-2016-2017-school year. During
the review, J.D.'s parents “raised concerns
regarding a then-contemplated mission trip to Nicaragua, thus
notifying Defendant of the upcoming trip and of their leaving
the country.” Id. at 187 (citing Exh. C). The
Amended Complaint does not specifically state whether
J.D.'s parents went on the mission trip during any part
of the 2016-2017 extended school.
worth pausing to note that under the IDEA, “J.D. is
required to receive a ‘free and appropriate public
education' (‘FAPE') pursuant to a placement
determined by an ‘IEP team' and reflected in a
valid individualized education Program….”
Id., PageID #185, ¶10; see
Doc. #22, PageID #216, ¶8; see also F.H. ex
rel. Hall v. Memphis City Schools, 764 F.3d 638, 641
(6th Cir. 2014) (“The IDEA guarantees these [disabled]
children a Free Appropriate Public Education … in
conformity with the IEP.”). “Crafted by a
child's ‘IEP Team'-a group of school officials,
teachers, and parents-the IEP spells out a personalized plan
to meet all of the child's ‘educational
needs.'” Fry v. Napoleon Community
Schools, 137 S.Ct. 743, 749 (2017) (citations omitted).
to the Amended Complaint, Pressley Ridge's key
allegations place its breach-of-contract claim in the
29. On or about August 3, 2016, J.D.'s IEP was formalized
by and agreed to by the entire IEP Team.
30. According to the IEP, [t]he IEP team agreed and
determined to continue J.D.'s placement at Pressley Ridge
for the 2016-2017 extended school year.
31. Defendant supported J.D.'s continued placement at
Pressley Ridge for the extended 2016-2017 school year as part
of J.D.'s IEP team as J.D.'s district of residence.
32. The IEP presently in effect for J.D. reflects a
continuation of J.D.'s prior placement with Pressley
33. Following the August 3, 2016 IEP Team meeting, Pressley
Ridge engaged in correspondence with Defendant regarding the
re-enrollment of J.D. for the upcoming extended school year
and annual costs.
34. As a result of the IEP Team meeting, the approval of the
IEP, and as a result of these correspondences, Defendant
entered into an agreement with Pressley Ridge for the
2016-2017 school year (the “Agreement”).
35. Pursuant to the Agreement, Pressley Ridge began providing
educational and residential services to J.D. on behalf of
Defendant as requested and required by Defendant and pursuant
to J.D.'s IEP.
36. In recognition of the execution of the joint IEP,
Pressley Ridge sent written confirmation of the Agreement to
Defendant in September, 2016 to carry out the terms of the
37. In accordance with the Agreement, Defendant is required
to remit fees for educational services either in full in
advance, or in three equal installments during the course of
38. In accordance with the Agreement, Defendant is required
to remit fees for residential and related services at least
Id. at 187-88 (citations omitted).
parties' present dispute began rumbling in the fall of
2016 when Defendant did not timely pay for educational and
residential services. Pressley Ridge began sending invoices
to Defendant in August 2016, including an invoice for
educational services and monthly invoices for residential
services for the 2016-2017 extended school year. When
Defendant did not timely pay for those services, id.
at 189, ¶s 40-41, Pressley Ridge sent correspondence to
Defendant in late November 2016 regarding the outstanding
balance. “After correspondence from Pressley Ridge
regarding Defendant's outstanding balance, on …
November 28, 2016, Defendant remitted payment in the amount
of $77, 910.45 to Pressley Ridge for services provided by
Pressley Ridge pursuant to the 2016-2017 Agreement for the
period August 3, 2016 through and including September 30,
2016.” Id. at ¶42 (citing Exh. F,
Popovich affidavit). Yet, “Defendant failed to remit
any other or further payments to Pressley Ridge pursuant to
the Agreement.” Id. at ¶43 (citing Exh.
F, Popovich affidavit).
explanation for its non-payment began to emerge in a letter
to Pressley Ridge in February 2017. This letter is referred
to in, and attached to, the Amended Complaint. In the letter,
Defendant's Superintendent explained that the Board
“no longer believes it has an obligation to provide a
free education to [J.D.] under the presently existing
circumstances as neither he nor his parents are residents of
the Graham Local School District.” Id., Exh.
G, PageID #204. The Superintendent stated that
J.D.'s parents had moved out of the Graham Local School
District on or about September 22, 2016. The Amended
Complaint suggests, “Upon information and belief,
… in contemplation of their disclosed mission trip,
[J.D.'s parents] executed a Grandparent Power of Attorney
on September 22, 2016 with J.D.'s grandmother…,
pursuant to O.R.C. § 3109.52 et seq.”
Id. at 190, ¶48. The Board believed the power
or attorney was void and consequently failed to establish the
residency of J.D.'s parents in the Graham Local School
Superintendent's letter also advised Pressley Ridge that
the Board had filed declaratory-judgment action in the
Champaign County Court of Common Pleas, Juvenile Division,
contesting the validity of the power of attorney. The
Superintendent does not state in the letter whether Juvenile
Court found the grandparent power of attorney to be void or
valid. The record in the instant case does not presently
contain further information about the status of the case in
response to the Board's act of filing a
declaratory-judgment case in state court, J.D.'s parents
and grandmother sought a “stay-put” Order from
the Ohio Department of Education. In late March 2017, a state
hearing officer issued a stay-put order requiring J.D.'s
placement to remain at Pressley Ridge. Id., Exh. I.
at PageID #110. The stay-put order noted, “The
parents' move out of the country … has placed the
question of financial responsibility at issue.”
Id. But, because the Juvenile Court-not the hearing
officer-had jurisdiction to resolve the validity of the power
of attorney concerning J.D.'s care, the hearing officer
declined to resolve the issue of financial responsibility for
J.D.'s placement and care at Pressley Ridge. Id.
Amended Complaint asserts that between September 22, 2016 and
February 21, 2017, Defendant “continued to accept
Pressley Ridge's provision of educational and residential
services to J.D. pursuant to the Agreement, and pursuant to
J.D.'s IEP.” Id. at ¶50. Defendant
also continued to discuss with Pressley Ridge “the
provision of services to J.D. pursuant to J.D.'s IEP Team
as a member of the IEP Team as J.D.'s district of
residence.” Id. at ¶53. During that time
period, Defendant also continued to correspond with Pressley
Ridge about J.D.'s progress in meeting his IEP goals.
And, “Between September 22, 2016 and at least February
21, 2017, Defendant continued to correspond ...