English homework help

English homework help. Peter v. Louvers, Inc.
The following facts were determined by a judge, after listening to witnesses and reviewing
documents at a bench trial:
Peter is an employee of Louvers, Inc. Louvers has been in business since 1940, manufacturing
and installing doors.
Peter started working for the company in 1980. At the time he was terminated in 2003, he was
the head of the manufacturing division. He earned $200,000, plus retirement benefits of $1,000
for each year that he worked for the company. He also had a comprehensive health care package
worth $10,000 per year.
In addition, Peter had ability to buy stock options. A written contract established that all
employees, including Peter, could buy company stock. However, if those employees decided to
leave the company, then the company had the right to buy the stock back. Unfortunately, the
contract was not specific about the rates at which Louver would repurchase the stock. Peter
owned 500 shares of company stock.
The company also had by-laws that applied to senior management (similar to statements in
employee handbooks). Peter was a senior manager. One relevant by-law stated:
The company may remove any officer/employee with or without cause, at any time, by
majority vote of the board of directors. If the termination is with cause, the officer must
be given reasonable notice and an opportunity to be heard.
In 1999, trouble began. Louvers suffered from an internal power struggle between two other
employees, Dan and Doug. Dan was the president of the company, and Doug was its leading
salesperson as well as a large stockholder.
Both Dan and Doug wanted Peter to help their respective causes. Dan did not want any changes
at Louvers, and wanted Peter to help him influence other managers to maintain the status quo.
Dan even asked Peter to move to a different divisions in order to “groom” Peter to be president
when Dan retired, if Peter helped him. Peter said no.
Doug, on the other hand, was trying to challenge the valuation of the stock options. He asked
Peter to join him in suing the company management to revalue the stock. Peter joined in the
lawsuit.
The next year, Peter’s formerly profitable manufacturing division began to suffer losses. These
declines could be attributed to Dan, who was actively undermining Peter’s ability to manage the
division. Dan did things such as halting projects that could increase productivity and limiting
necessary travel budgets.
In 2003, independent consultants were brought in by Dan to evaluate the manufacturing division,
and they suggested new leadership was needed. They proposed terminating Peter. They clearly
told the board of directors that this recommendation was not based on anything Peter did, but
rather because a shake-up was needed.
On December 15, 2003, the board of directors voted to terminate Peter. The board voted this
way based on the consultants’ recommendation.
The next day, Dan communicated the board’s recommendation and officially terminated Peter.
Peter filed a lawsuit. In its response, the company noted that Dan believed that Peter would not
have been fired if he had not sued the company years before.
At trial, Dan testified that he thought the company had legitimate business reasons for firing
Peter, because Peter caused the manufacturing division to lose money. However, the judge did
not accept this justification. The judge took into account Dan’s malevolent actions that created
the problem. But he also found that the consultants never faulted Peter in any way; they just
recommended that Peter be terminated to restore order to the business.
Peter lost his salary and health care, but he kept his retirement package. He cashed out his stock
at $10 per share for a total of $5000.
In 2005 the company was sold. The stock increased in value to $100 per share. Had Peter still
be working there, his stock would have been worth $50,000.
Peter testified that he would have retired in December 2007 at age 65 had he not been fired.
1. Did Louvers wrongfully terminate Peter on the basis that Louvers, acting through its board
of directors, violate an implied contract? Explain your answer, including what the terms of
the implied contract are, and how it was or was not breached.
A. What are the terms of the implied contract, and where do they come from?
B. Was the implied contract violated? To determine this, you need to first determine whether
Peter fired with or without cause. Consider, if he was fired without cause, is the company
allowed to do so, as it would under employment at will? Alternatively, if he was fired with
cause, if the company would be allowed to simply fire him, as it would if he were an
employee at will, or did it need to give him additional due process?
2. Did Louvers wrongfully terminate Peter on the basis of violation of public policy, based on
Dan’s actions? Explain your answer.
3. Did Louvers wrongfully deny Peter some of his employment benefits on the basis of violation
of the covenant of good faith and fair dealing? Was he ensured of a job, or compensation, or
stock options, which were wrongfully denied? Why or why not?

English homework help