from the Franklin County Court of Common Pleas (C.P.C. No.
Ambrose Moses, III, for appellant.
Kegler, Brown, Hill & Ritter Co., L.PA. and Robert G.
Cohen, for appellee.
Ambrose Moses, III.
1} Plaintiff-appellant, Nana Watson, appeals from a
decision of the Franklin County Court of Common Pleas entered
on January 20, 2018. In its decision, the trial court granted
the motion for summary judgment filed by defendant-appellee,
Franklin University ("university"), as to
Watson's claim for promissory estoppel. For the reasons
that follow, we affirm the decision of the trial court.
FACTS AND PROCEDURAL BACKGROUND
2} This matter commenced on October 5, 2016 through
the refiling of an earlier case, Franklin C.P. No. 15CV-1316.
See generally Oct. 5, 2016 Compl. In her complaint,
Watson asserted three claims against the university: breach
of contract, breach of implied covenant of good faith and
contract, and promissory estoppel. On March 30, 2017, the
university filed its first motion for summary judgment,
seeking dismissal of all three of Watson's causes of
action. By decision and entry filed July 31, 2017, the trial
court granted the university's motion as to Watson's
claims for breach of contract and breach of implied covenant
of good faith and contract, leaving only the claim for
promissory estoppel before the trial court.
3} On December 14, 2017, after discovery had
commenced, the university filed a motion for summary judgment
regarding Watson's claim for promissory estoppel. Watson
filed a memorandum in opposition on January 8, 2018. The
university filed a reply on January 16, 2018. On January 30,
2018, the trial court issued and filed in the record a
16-page decision and entry granting the university's
motion for summary judgment and dismissing Watson's claim
for promissory estoppel. Watson timely appealed the trial
4} On January 3, 2011, Watson was hired as the
university's director of development. On November 13,
2013, she received a letter from Christi Cabungcal, the
university's Chief of Staff and Senior Vice President,
Administration, notifying Watson that her position was
eliminated effective November 13, 2013 (the same day), which
also would be her last date of employment. Numbered
paragraphs one and six of the letter included an offer to
continue Watson's salary for up to six months from that
date, subject to certain conditions, as follows:
1. The University will continue your normal, full-time
compensation, unless you obtain full-time employment as
discussed below, through May 13, 2014. * * *
* * *
6. If you obtain full-time employment prior to May 13, 2014
your compensation will cease as of the date you begin your
full-time employment. If you obtain part-time employment
prior to May 13, 2014, your compensation will be reduced by
the amount received as a result of the part-time employment.
You agree to provide us evidence of such employment
(Ex. 1 at 1, Compl.) The final paragraph of the
university's letter stated:
There are no conditions, agreements or understandings between
the University and you other than those set forth in this
letter. You are entitled to a period of twenty-one (21)
calendar days in which to review and consider signing this
document before signing it. You may use as much, or as
little, of this time as you desire; however, as I am sure you
can understand, no payments or other consideration can be
made until our agreement is signed and becomes effective. In
addition, if you should change your mind for any reason, you
may rescind the agreement anytime within seven (7) days after
the date of your signature by delivering written notice of
revocation to Christi Cabungcal, Chief of Staff and Senior
Vice President, Administration. We encourage you to consult
your own attorney before signing this document.
(Emphasis sic.) Id. at 2. Printed on the letter,
below Cabungcal's signature block, was a place for Watson
to sign to signify her acceptance of the university's
5} By letter dated November 27, 2013, Watson
rejected the university's proposed severance package and
countered with her own proposed agreement. Watson's
proposal included provisions requiring the university to
extend her normal compensation and health insurance benefits
for an additional year, through May 13, 2015, without regard
to any employment she might obtain elsewhere before that
6} Watson discussed her counteroffer with Cabungcal
by telephone the morning of December 3, 2013. At 10:24 a.m.
that day, Cabungcal e-mailed Watson a summary of their
telephone conversation, which included the bullet points from
Watson's counteroffer letter, including the bullet point
that noted continuation of full-time compensation and
insurance benefits through May 13, 2015. Sometime between
10:24 a.m. and 3:38 p.m. on December 3, Cabungcal advised
Watson by telephone that the end date for the severance
package was 2014, not 2015. At 3:48 p.m. on December 3, 2018,
Cabungcal e-mailed the following correction to Watson:
This email serves as a correction to the email below [sent at
10:24 a.m.]. As I stated in our phone call this afternoon, I
misread the first bullet point to be 2014 as opposed to 2015
which is why I put 2014 in the revised agreement I gave you
today. [The university] is agreeable to May of 2014.
(Ex. 1 at 6, Compl.)
7} Forty-four minutes later, at 4:32 p.m., Watson
e-mailed her response to Cabungcal, stating she hoped the
university would honor the 2015 date and acknowledging that
an agreement would need ...