Midwest Psychological Center, Inc., Appellant-Plaintiff v. Atterbury Job Corps, Management & Training Corporation, and IndyPendence Job Corps Center, Appellees-Defendants (2025)

MEMORANDUM DECISION

Case Summary

[1] Midwest Psychological Center, Inc. (“Midwest”) sued Management & Training Corporation (“MTC”), Atterbury Job Corps (“Atterbury”), and IndyPendence Job Corps Center (“IndyPendence”) (collectively, “Defendants”), for breach of contract, promissory estoppel, and tortious interference with a business relationship. The trial court granted MTC's motion for summary judgment. Midwest appeals, raising one consolidated issue: Did the trial court err in granting summary judgment to MTC? We affirm.

Facts and Procedural History

[2] MTC is a for-profit organization that provides “training and education for disadvantaged populations” and operates United States Job Corps centers across the country as a contractor for the U.S. Department of Labor (“DOL”). Appellant's App. Vol. 2 at 80. Beginning August 1, 2019, MTC became the operator of Atterbury and IndyPendence (collectively, the “Job Corps Centers”).¹ Appellee's App. Vol. 2 at 10. The Job Corps Centers provide “academic and vocational training to at-risk youths between the ages of 16 and 24.” Appellant's App. Vol. 2 at 179. MTC uses independent contractors to provide some services. Midwest is an independent contractor providing mental health services at the Job Corps Centers.

[3] Under a Purchase Order dated November 6, 2019 (“2019 PO”), MTC requested Midwest provide 48 hours of mental health services per week at the Job Corps Centers beginning December 1, 2019.² In spring 2021, the DOL issued a directive requiring an increase in the mental health hours provided at the Job Corps Centers. MTC offered Midwest the first opportunity to provide the increased hours and sent a revised PO to Midwest reflecting a total of 102 mental health hours to be provided at the Job Corps Centers effective June 15.³ Midwest agreed to provide the additional hours but ultimately failed to staff the increased hours with personnel who were qualified under DOL standards. MTC had conversations with Midwest about not meeting the hours requirement and informed Midwest if it did not fill the increased hours by August 9, MTC would solicit bids from other providers for the additional hours. Midwest proposed a candidate to fill the hours, but she did not meet the DOL's requirements. Because Midwest was “unable to meet hours,” MTC sent a second revised PO to Midwest in September reducing the total hours Midwest was requested to provide to 62. Id. at 120. MTC then solicited bids to secure a provider for the remaining hours. Midwest submitted a bid but did not secure the contract for the additional 40 hours.

[4] Midwest filed a complaint alleging three counts: the Defendants breached their contracts with Midwest, Midwest relied to its detriment on promises made by Atterbury about hours, and MTC tortiously interfered with Midwest's business relationship with Atterbury. Midwest attached to its complaint a December 2017 Subcontracting Agreement between Midwest and Atterbury and the second revised PO. MTC filed an answer and requested discovery from Midwest. In particular, MTC sent Requests for Admissions to Midwest on October 26, 2023, requesting a response within thirty days. Midwest acknowledged receipt of the discovery requests but did not reply within thirty days.

[5] On May 14, 2024, MTC moved for summary judgment, and filed a designation of evidence and memorandum in support. The designated evidence included the pleadings, an affidavit from an MTC employee and accompanying documents, and the Requests for Admissions. In its memorandum, MTC noted Midwest had failed to timely respond to the Requests for Admissions and relied on those admissions in seeking summary judgment.

[6] On June 6, Midwest served MTC with “supplemented” responses to the Requests for Admissions. Appellant's Br. at 16. On June 14, Midwest filed a “Brief in Opposition to [MTC's] Motion for Summary Judgment” (“Brief”). The content of this Brief was largely directed to Midwest's alleged “excusable neglect” in failing to respond promptly to the Requests for Admissions—asserting MTC is “not entitled to summary judgment as a matter of law because Midwest's lapse in communication qualifies as excusable neglect” and asking the trial court to “grant Plaintiff's Motion for Relief from Judgment Order Pursuant to Rule 60(B).” Appellee's App. Vol. 3 at 7, 11.⁴ Midwest asserted in its Brief that “[o]f course, Midwest possesses evidence to support its claims of alleged breach of contract, promissory estoppel, and tortious interference with contractual relationships.” Id. at 14. Midwest did not file a specific designation of evidence, but did attach to its Brief several email communications between Midwest's counsel and local counsel about discovery. MTC moved to strike Midwest's Brief because it was filed 31 days after MTC's motion for summary judgment was filed. MTC also requested entry of summary judgment in its favor because Midwest failed to designate any evidence showing a genuine issue of material fact.

[7] The trial court granted MTC's motion to strike and entered summary judgment in its favor on all claims.

Summary Judgment Standard of Review

[8] We review a trial court's summary judgment decision de novo, applying the same standard as the trial court. U.S. Automatic Sprinkler Corp. v. Erie Ins. Exch., 204 N.E.3d 215, 220 (Ind. 2023). In doing so, we consider only the evidence properly designated to the trial court and draw all reasonable inferences in the nonmovant's favor. Ebert v. Ill. Cas. Co., 188 N.E.3d 858, 863 (Ind. 2022). A party seeking summary judgment must establish “the designated evidentiary matter shows ․ there is no genuine issue as to any material fact and ․ the moving party is entitled to a judgment as a matter of law.” Ind. Trial Rule 56(C). “A fact is ‘material’ if its resolution would affect the outcome of the case, and an issue is ‘genuine’ if a trier of fact is required to resolve the parties’ differing accounts of the truth, or if the undisputed material facts support conflicting reasonable inferences.” Hughley v. State, 15 N.E.3d 1000, 1003 (Ind. 2014) (quoting Williams v. Tharp, 914 N.E.2d 756, 761 (Ind. 2009)).

[9] If the movant demonstrates the absence of a genuine issue of fact as to a determinative issue, the nonmovant must “come forward with contrary evidence showing an issue for the trier of fact.” Id. (internal quotation omitted). The nonmovant cannot “rest upon the mere allegations or denials of his pleading.” T.R. 56(E). Instead, the party opposing summary judgment must, by affidavit or other evidence, “set forth specific facts showing that there is a genuine issue for trial.” Id. Summary judgment cannot be “reversed on the ground that there is a genuine issue of material fact unless the material fact and the evidence relevant thereto shall have been specifically designated to the trial court.” T.R. 56(H).

[10] Midwest does not allege the trial court erred in striking its response to summary judgment. And indeed, it would not succeed if it had made such an allegation because the response was filed more than 30 days after MTC filed its motion:

When a nonmoving party fails to respond to a motion for summary judgment within 30 days by either filing a response, requesting a continuance under Trial Rule 56(I), or filing an affidavit under Trial Rule 56(F), the trial court cannot consider summary judgment filings of that party subsequent to the 30-day period.

Borsuk v. Town of St. John, 820 N.E.2d 118, 124 n.5 (Ind. 2005); see Mitchell v. 10th & The Bypass, LLC, 3 N.E.3d 967, 972 (Ind. 2014) (describing this as a “bright-line rule” precluding the late filing of responses in opposition to a motion for summary judgment). But a trial court is not required to grant even an unopposed motion for summary judgment; summary judgment is awarded on the merits of the motion. Murphy v. Curtis, 930 N.E.2d 1228, 1233 (Ind. Ct. App. 2010), trans. denied; see also T.R. 56(C) (“Summary judgment shall not be granted as of course because the opposing party fails to offer opposing affidavits or evidence, but the court shall make its determination from the evidentiary matter designated to the court.”). A party who does not respond to a motion for summary judgment is limited to the facts established by the movant's submissions but may argue the relevant law on appeal. Murphy, 930 N.E.2d at 1234.

The matters addressed by the Requests for Admissions are conclusively established for purposes of summary judgment.

[11] We begin by addressing Midwest's argument about the Requests for Admissions. Midwest claims its counsel “timely complet[ed]” the discovery requests on January 23, 2024, but local counsel failed to forward them to MTC. Appellant's Br. at 17. Midwest claims that rather than viewing its failure to respond to MTC's discovery requests as admissions under Trial Rule 36(A) when reviewing whether summary judgment was appropriate, we should “view Midwest's pause in communication as excusable neglect[.]” Id. at 16.

[12] As noted above, Midwest did not answer MTC's Requests for Admissions within thirty days.⁵ Under Trial Rule 36, “failure to respond in a timely manner to a request for admissions causes those matters to be admitted and conclusively established by operation of law.” In re Marriage of Perez, 7 N.E.3d 1009, 1011 (Ind. Ct. App. 2014). Pursuant to Trial Rule 36(B), the court may permit withdrawal or amendment of the admissions, but the burden is on the party from whom the admissions have been obtained to make a motion to do so. Corby v. Swank, 670 N.E.2d 1322, 1325 (Ind. Ct. App. 1996).

T[rial Rule] 36 is neither difficult to understand nor unduly onerous, as a party in [Midwest's] position has both the opportunity to obtain an extension of time prior to the expiration of time within which he has been requested to answer, and an opportunity to petition the trial court for relief from answers inadvertently or improvidently made.

Id. at 1327.

[13] Here, Midwest did not ask for an extension of time to respond to the requests for admissions or move to amend or withdraw its admissions after they were obtained. Instead, it “supplemented” its non-existent responses and asked for relief from judgment under Trial Rule 60(B) by claiming excusable neglect.⁶ Appellant's Br. at 16. Neither of these actions was the appropriate mechanism for seeking relief in this situation. MTC's reliance on the admissions on summary judgment is not, as Midwest alleges, a “misguided attempt to succeed ․ through a procedural loophole.” Id. at 11. Rather, it is a straightforward application of Trial Rule 36. The matters on which admissions were requested are conclusively established.⁷

The trial court properly granted summary judgment to MTC.

[14] With respect to summary judgment on each count of its complaint, Midwest alleges “absent the miscommunication with Discovery Requests,” there would be a genuine issue of material fact precluding summary judgment. Id. at 13 (referencing the tortious interference claim); see also id. at 11 (stating but for the admissions, “the instant matter would be proceeding to a factfinder to determine” whether there had been a breach of contract); and id. at 13 (stating but for “a procedural rule allowing for admissions when discovery responses are left unanswered,” “[e]very element of promissory estoppel is ripe for determination” by a factfinder). Midwest does not argue there is a genuine issue under the relevant law that precludes summary judgment on the admitted material facts. Instead, it essentially concedes if the admissions are considered, it cannot show a genuine issue of material fact. That said, we will consider the merits of MTC's motion based on the evidence properly designated to the court, including the admissions.

Breach of Contract

[15] Midwest's breach of contract claim alleges:

29. Midwest entered into a Subcontracting Agreement with Atterbury and Indypendence so that Midwest could render certain services to assist the entities in conducting their business.

30. Additionally, MTC, in its capacity as the operator of Atterbury, issued a Purchase Order to Midwest to provide forty-eight (48) total hours of mental health services at Atterbury.

31. Defendants violated the Agreements with Midwest as outlined above and are in breach.

Appellant's App. Vol. 2 at 21.

[16] The essential elements of a breach of contract claim are (1) the existence of a contract, (2) the defendant's breach of the contract, and (3) damages to the plaintiff as a result. Correct Roofing, Inc. v. Vasquez, 246 N.E.3d 328, 338 (Ind. Ct. App. 2024). As the party moving for summary judgment, MTC must establish a prima facie case negating at least one of those elements. Schmidt v. Indiana Ins. Co., 45 N.E.3d 781, 788 (Ind. 2015).

[17] As for the claim of breach of contract by Atterbury/IndyPendence, Midwest admitted the Subcontracting Agreement attached to its complaint was not the contract governing this dispute. The term of the Subcontracting Agreement expired on February 28, 2018, and there is no evidence the agreement was extended beyond that date. Therefore, the undisputed evidence shows there was no contract between Midwest and Atterbury/IndyPendence when the alleged breach occurred in 2021.

[18] And as for the claim against MTC, a purchase order that is reasonably definite in its terms can be a valid enforceable contract. Berkel & Co. Contractors v. Palm & Assocs., Inc., 814 N.E.2d 649, 656 (Ind. Ct. App. 2004); see Mueller v. Karns, 873 N.E.2d 652, 657 (Ind. Ct. App. 2007) (“The basic requirements for a contract are offer, acceptance, consideration, and a meeting of the minds of the contracting parties.”). Even so, the designated evidence shows there is no genuine issue as to the material fact of breach. Midwest alleged the 2019 PO requested Midwest provide 48 total hours of mental health services per week. The designated evidence shows MTC always employed Midwest to provide at least 48 hours of services.⁸ As for the additional hours MTC requested Midwest provide in the first revised PO, the undisputed evidence shows Midwest was obligated to fill those hours with qualified personnel. Midwest admitted that: in July 2021, it was not meeting all 102 hours the revised PO requested; MTC told Midwest it must fill the required hours with qualified personnel or MTC would solicit bids for the additional hours; and the candidate Midwest proposed to fill the additional hours did not meet DOL minimum requirements. If there was a breach of the revised PO, it was by Midwest, not MTC.

[19] MTC negated at least one element of Midwest's breach of contract claims against the Defendants and so the trial court did not err in granting summary judgment to MTC on these claims.

Promissory Estoppel

[20] Midwest's claim for promissory estoppel alleges “Atterbury promised Midwest that it could fulfill the required ․ additional hours of mental health services” and Midwest reasonably relied on that promise when it “hire[d] additional staff, rearrange[d] existing staff, and attempt[ed] to hire [a candidate] in order to provide the additional hours of mental health services.” Appellant's App. Vol. 2 at 21.

[21] The doctrine of promissory estoppel permits recovery where no contract between the parties exists. SWL, L.L.C. v. NextGear Cap., Inc., 131 N.E.3d 746, 754 (Ind. Ct. App. 2019). It is based on the underlying principle that “a person whose conduct has induced another to act in a certain manner should not be permitted to adopt a position inconsistent with such conduct so as to cause injury to the other.” Huber v. Hamilton, 33 N.E.3d 1116, 1123 (Ind. Ct. App. 2015), trans. denied. A party asserting promissory estoppel must establish five elements: “(1) a promise by the promisor; (2) made with the expectation that the promisee will rely thereon; (3) which induces reasonable reliance by the promisee; (4) of a definite and substantial nature; and (5) injustice can be avoided only by enforcement of the promise.” Brown v. Branch, 758 N.E.2d 48, 52 (Ind. 2001). The party asserting promissory estoppel “carries a heavy burden” to show it applies. Id.

[22] There is no genuine issue of material fact as to whether promissory estoppel applies here. The designated evidence shows Atterbury made no promises to Midwest. Nor did MTC promise Midwest that Midwest and only Midwest could provide 102 hours of mental health services. MTC offered Midwest the first opportunity to fill the additional required hours and Midwest accepted the opportunity but was then unable to fill the hours. Rather than cancel the contract, MTC lowered the hours Midwest was required to provide and encouraged Midwest to continue to look for qualified personnel and bid for the remaining hours. MTC negated at least one element of Midwest's promissory estoppel claim and the trial court did not err in granting summary judgment to MTC.

Tortious Interference with a Business Relationship 9

[23] Finally, Midwest alleged “MTC intentionally interfered with the business relationship between Midwest and Atterbury” without justification. Appellant's App. Vol. 2 at 22. The elements of Midwest's tortious interference with a business relationship claim are: (1) the existence of a valid relationship between Midwest and Atterbury; (2) MTC's knowledge of the existence of the relationship; (3) MTC's intentional interference with that relationship; (4) the absence of justification; and (5) damages resulting from MTC's wrongful interference with the relationship. Felsher, 755 N.E.2d at 598 n.21. Additionally, our Supreme Court has held that “this tort requires some independent illegal action.” Brazauskas v. Fort Wayne–South Bend Diocese, Inc., 796 N.E.2d 286, 291 (Ind. 2003), cert. denied; see Watson Rural Water Co., Inc. v. Indiana Cities Water Corp., 540 N.E.2d 131, 139 (Ind. Ct. App. 1989) (stating a necessary element for proving tortious interference with a business relationship “is that a defendant acted illegally in achieving his end”), trans. denied.

[24] For purposes of this discussion, we assume Atterbury and MTC are discrete entities and Midwest and Atterbury had a separate business relationship with which MTC could interfere. Midwest did not allege any independent illegal action on MTC's part ¹⁰ and the designated evidence shows none. Consequently, Midwest cannot recover under a theory of tortious interference with a business relationship as a matter of law. The trial court did not err in granting summary judgment to MTC on this claim.

Conclusion

[25] MTC's unopposed designated evidence showed there was no genuine issue of material fact as to any of Midwest's claims. The trial court properly entered summary judgment in MTC's favor.

[26] Affirmed.

FOOTNOTES

1.   In its answer to Midwest's complaint, MTC stated “Atterbury Job Corps is an assumed business name of [MTC],” “Indypendence is a branch or satellite of [Atterbury],” and “neither Atterbury [n]or Indypendence are corporate entities.” Appellant's App. Vol. 2 at 179–80. MTC styled itself as “Management & Training Corporation d/b/a Atterbury Job Corps” in pleadings to the trial court. See, e.g., id. at 178.

2.   The 2019 PO shows MTC requested Midwest provide 39 hours per week of mental health services at Atterbury and 9 hours per week at IndyPendence for an initial term ending July 31, 2021. Id. at 84.

3.   The parties repeatedly and consistently state 53 additional hours were requested, but the revised PO shows MTC requested Midwest provide 82 hours per week at Atterbury and 20 hours per week at IndyPendence, an increase of 54 hours over the initial request.

4.   Presumably, this Brief was intended to serve as the motion for relief, as no separate motion was filed.

5.   Even if the discovery responses had been served in January when Midwest alleges they were completed, they would not have been timely. Midwest's response was due by November 25, 2023.

6.   It is unclear from what “judgment” Midwest was seeking relief, as no judgment had yet been entered.

7.   In focusing on the alleged procedural loophole regarding the admissions, Midwest fails to acknowledge MTC also designated the affidavit of an MTC employee who averred most of the same facts.

8.   The first revised PO increased the mental health hours to 102, the number required by the Department of Labor initiative. The second revised PO reduced them to 62.

10.   Midwest's allegation in its complaint that MTC “may have” considered “inappropriate and unauthorized factors” in selecting a provider for the 40 remaining hours does not suffice to allege an illegal act. Appellant's App. Vol. 2 at 20.

Kenworthy, Judge.

Judges Mathias and Brown concur. Mathias, J., and Brown, J., concur.