from the Franklin County Court of Common Pleas C.P.C. No.
Groedel & Associates, Co., LPA, Matthew S. Grimsley, and
Caryn M. Groedel, for appellant.
Bricker & Eckler LLP, Quintin F. Lindsmith, and Ali I.
Haque, for appellee.
Matthew S. Grimsley.
1} Plaintiff-appellant, Samir Sourial, appeals from
a judgment of the Franklin County Court of Common Pleas in
favor of defendant-appellee, Nationwide Mutual Insurance
Company ("Nationwide"). For the reasons that
follow, we affirm.
FACTS AND PROCEDURAL HISTORY
2} In June 2008, Sourial was employed as an
insurance agent for AAA Insurance when he was approached by
Nationwide with an opportunity to join one of its agency
programs. Sourial met with Nationwide Sales Manager Brad Bohn
who encouraged Sourial to participate in Nationwide's
Agency Capital Builder ("ACB") program, where he
would receive training necessary for him to successfully
operate a Nationwide Insurance Agency. According to Sourial,
Bohn told him that when he successfully completed the ACB
program, Nationwide would sell him an established book of
business which would generate approximately $350, 000 per
year in revenue. Sourial left his position with AAA to join
Nationwide's ACB program.
3} Sourial consistently met the ACB program
production requirements as measured by Direct Written Premium
("DWP"). Sourial eventually became one of the top
producing employees in the ACB program for the region and the
first to graduate the program. On his graduation, Nationwide
paid Sourial compensation in the amount of $75, 000. Sourial
intended to purchase a book of business and become a member
of Nationwide's Replacement Agency Executive
("RAE") program. Sourial claims he repeatedly
inquired of Bohn and his successor sales manager, Diana
Graovac, about an available book of business to purchase.
According to Sourial, Bohn falsely represented to him that no
existing book of business was available for purchase and that
Sourial would have to join the Account Executive
("AE") program, rather than the RAE program.
4} Sourial claims various Nationwide vice presidents
and sales managers induced him to join the AE program by
making false representations regarding his potential for
success. In Sourial's affidavit filed in connection with
his Civ.R. 56(F) motion, Sourial claims Nationwide management
falsely represented the following:
[M]isrepresentations about the amount of money I would earn,
that my pro forma and business plan were legitimate and
accurate representations of what Nationwide expected my
agency to earn, that Agency Executive Program agents easily
meet their production requirements and complete the Program,
that I would easily meet my Agency Executive Program
production requirements, that if I acquired an existing book
of business Nationwide would transfer me into the Replacement
Agency Executive Program, that I would own my book of
business and the books of business I acquired, and that if I
ever left Nationwide, it would offer to purchase my book of
business and the books of business I acquired.
(Aug. 30, 2017 Sourial Aff. at ¶ 7.)
5} Sourial executed the AE agreement in June 2010.
Prior to signing the agreement, Sourial had spent several
months reviewing the draft agreement as well as developing a
pro forma business plan. The AE agreement required Sourial to
meet a minimum production plan ("MPP"), as measured
by DWP. The AE agreement also contained the
It is agreed that no action, suit, proceeding at law or in
equity shall be brought under this contract unless it is
commenced and process is served within three years after the
cause of action for which suit is brought.
(AE Agreement at ¶ 35.)
6} In addition to the contractual limitations
period, the AE agreement contained an integration clause as
follows: "The terms and conditions contained in this
Agreement supersede all prior oral or written understandings
between Agent and Nationwide and constitute the entire
agreement between them concerning the subject matter of this
Agreement." (AE Agreement at ¶ 38.)
7} On April 5, 2011, Sourial executed an amended AE
agreement containing the following language: "By signing
this Amendment, [Sourial] * * * waives all claims that he/she
has or may have against Nationwide * * * as of the date of
his/her execution of this Amendment." (Amendment to AE
Agreement at 1.) The stated consideration for the release was
an enhanced bonus schedule as set forth in the amendment.
8} On May 3, 2011, Sourial received a loan from
Nationwide Bank, the proceeds of which Sourial used to
purchase an existing book of business. According to Sourial,
Graovac subsequently informed him the book of business he
purchased was too small to allow him to transition into the
RAE program, and the renewal DWP from the newly purchased
book of business could not be counted towards his MPP for
purposes of the AE program. Sourial claims he was falsely
informed that there was not another existing book of business
available for purchase.
9} In May 2012, Nationwide put Sourial on the
production shortfall list because he had not met his MPP.
According to Sourial, in the subsequent months, Nationwide
transferred some of his existing book of business to another
agent, which caused Sourial to fall further behind his MPP.
Realizing his contract was subject to cancellation, on
December 3, 2012, Sourial resigned his position with
Nationwide. There is no dispute Nationwide subsequently made
an early cancellation payment to Sourial of more than $130,
000. According to Sourial, however, Nationwide took over his
existing book of business worth approximately $1, 300, 000.
10} On June 24, 2016, Sourial filed a complaint
alleging the following claims for relief against Nationwide:
fraudulent inducement in relation to the Career Builder
Contract; fraudulent inducement in relation to the Executive
Contract; intentional misrepresentation in relation to the
Career Builder Contract and the Executive Contract; breach of
the Career Builder Contract; breach of the Executive
Contract; breach of the implied covenant of good faith and
fair dealing; promissory estoppel; unjust enrichment;
national origin based discrimination; and national origin
11} On January 10, 2017, the trial court granted
Nationwide's motion for judgment on the pleadings as to
the claims for discrimination based on national origin and
harassment. In so doing, the trial court noted in its
decision that "in relation to all of [Sourial's]
claims, except that for breach of the Executive Contract,
Indiana substantive law shall apply. As to procedural law,
Ohio law still applies to this matter." (Jan. 10, 2017
Decision at 3.) No appeal was taken from the trial court
decision granting Nationwide's motion for judgment on the
12} On June 19, 2017, Sourial filed a motion to
compel discovery wherein Sourial sought, among other things,
production of unredacted copies of the following documents:
New Agent Program Scorecards; Production Shortfall Reports;
Program Agent Management Reports; and Program Agent
Production Status Reports. Sourial claimed the information in
these documents provided evidentiary support for his fraud
claims. On July 19, 2017, Sourial filed a motion to vacate
the case schedule or, in the alternative, enlarge the case
schedule 60 days from the date the trial court ruled on
Sourial's motion to compel.
13} On July 28, 2017, Nationwide filed a motion for
summary judgment as to Sourial's remaining claims. In
support of the motion, Nationwide filed excerpts from the
transcript of Sourial's deposition along with a large
number of documents identified as exhibits
therein. On August 4, 2017, the trial court issued
a decision denying Sourial's motion to compel and denying
Sourial's motion to enlarge the case schedule. The trial
court decision provides, in relevant part, as follows:
There is not much to say in regards to [Sourial's]
motion. In it, [Sourial] asks the Court to issue an order
compelling [Nationwide] to supplement numerous discovery
responses. After reviewing this matter thoroughly, the Court
is not inclined to grant [Sourial's] request. First, it
is clear that [Nationwide] has rectified many of the issues
that [Sourial] had since the filing of this motion. Second,
[Sourial] has stated inadequate grounds upon which the Court
would base an order compelling discovery. Since this is so,
the Court finds [Sourial's] Motion to Compel to be not
well-taken, and is hereby DENIED.
(Emphasis sic.) (Aug. 4, 2017 Decision at 1.)
14} On August 11, 2017, Sourial filed a combined
motion to reconsider the trial court's August 4, 2017
decision denying Sourial's motion to compel and motion
for an in camera inspection of the documents Nationwide had
either refused to produce or redacted. On that same date,
Sourial filed a Civ.R. 56(F) motion for a continuance to
permit further discovery essential to Sourial's
opposition to Nationwide's motion for summary judgment.
Sourial did not, however, file a response to the motion for
15} On September 6, 2017, the trial court denied
Sourial's Civ.R. 56(F) motion:
Once again [Sourial] asks the Court for more time due to a
discovery dispute. In this motion, however, [Sourial] asks
for more time due to a discovery dispute that [Sourial]
previously lost. The Court is not going to grant [Sourial]
any additional time to file a response to [Nationwide's]
Motion for Summary Judgment. Due to the fact that [Sourial]
has not filed a response to [Nationwide's] Motion for
Summary Judgment within the time limit prescribed by rule,
the Court will rule upon said motion sans response.
(Sept. 6, 2017 Decision at 2.)
16} On September 14, 2017, the trial court issued a
decision and judgment entry granting Nationwide's motion
for summary judgment as to Sourial's remaining claims.
The trial court determined Sourial's claims for breach of
contract were barred both by the contractual limitations
period and the release. The trial court also determined the
existence of a written agreement containing an integration
clause and the release barred Sourial's quasi-contract
claims for promissory estoppel and unjust enrichment.
Finally, the trial court found the release barred
Sourial's fraud claims. Accordingly, the trial court
determined Nationwide was entitled to a judgment on these
claims as a matter of law.
17} Sourial timely appealed to this court from the
following trial court judgments: August 4, 2017 decision and
entry denying Sourial's motion to compel and motion to
vacate or enlarge the case schedule; September 6, 2017
decision and entry denying Sourial's motion for
reconsideration, request for in camera inspection, and Civ.R.
56(F) motion; and the judgment entry issued September 14,
2017 granting Nationwide's motion for summary judgment.
ASSIGNMENTS OF ERROR
18} Sourial sets forth the following eleven
assignments of error:
[1.] The trial court erred and abused its discretion by
denying Sourial's motion to compel in its entirety and
effectively condoning Nationwide's impermissible
[2.] The trial court abused its discretion by failing to
compel Nationwide to un-redact and produce vital statistical
data reflecting the failure rate of its AE Program agents.
[3.] The trial court erred by failing to compel Nationwide to
Answer Interrogatory 1, which seeks the identity of person(s)
responding to Interrogatories.
[4.] The trial court abused its discretion by failing to
compel Nationwide to respond to Interrogatories seeking
information pertaining to other program agents.
[5.] The trial court abused its discretion by failing to
compel Nationwide to provide information pertaining to