Citations
- 94 Ill. App. 3d 863
Full opinion text
Mr. JUSTICE BARRY
delivered the opinion of the court:
On April 29,1978, defendant, Georgetown Life Insurance Company (hereinafter referred to as Georgetown), terminated the employment of plaintiff, James Ray, who was then serving as Georgetown’s vice-president in charge of sales under a one-year personal service contract. Subsequently, Ray brought this instant breach of contract action against Georgetown. Following a jury trial in the circuit court of Peoria County, a verdict was rendered for plaintiff and judgment entered thereon. It is from this judgment that defendant appeals.
We reverse.
The personal service contract that lies at the center of this controversy was executed by Ray and Georgetown, by its president, Rudolph J. Westphal, on April 24,1978, only 5 days prior to the termination. As stated above, under the terms of this contract Ray was to serve in the capacity of Georgetown’s vice-president of sales and/or sales manager for a period of not less than one year. Paragraph 8 of the contract provides, inter alia, that the employee (Ray) shall be in a fiduciary position with the employer, and that the employee shall have 30 days’ notice “[i]n the event that EMPLOYEE fails to perform satisfactorily in the judgment of EMPLOYER, ° 0 The employer/promisor’s performance, then, was conditioned upon its satisfaction with the employee/promisee’s performance.
Contracts wherein the promisor’s performance is conditioned upon its satisfaction with the promisee’s performance have traditionally been divided into two groups, depending upon whether the nature of the promisor’s satisfaction is objective or subjective. In contracts involving matters of fancy, taste, sensibility and judgment, the nature of the promisor’s satisfaction is subjective. Hence, “[i]n contracts involving matters of fancy, taste, or judgment, when one party agrees to perform to the satisfaction of the other, he renders the other party the sole judge of his satisfaction without regard to the justice or reasonableness of his decision, and a court or jury cannot say that such party should have been satisfied when he asserts that he is not.” (12 Ill. L. & Prac. Contracts §392 (1955); Bishop v. Bloomington Canning Co. (1923), 307 Ill. 179, 138 N.E. 597; L. Simpson, Handbook of the Law of Contracts §149 (2d ed. 1965).) In contracts involving operative fitness or mechanical utility, the nature of the promisor’s satisfaction is objective, i.e., that of a reasonable man. (12 Ill. L. & Prac. Contracts §392 (1955); 17 Am. Jur. 2d Contracts §367 (1964); 17A C.J.S. Contracts §495(1) (1963); L. Simpson, Handbook of the Law of Contracts §149 (2d ed. 1965).) Personal service contracts such as the one in the instant case wherein performance of the promisor/employer is conditioned upon its satisfaction with the promisee/employee’s performance have generally fallen into the first abovementioned category. (Bishop v. Bloomington Canning Co. (1923), 307 Ill. 179, 138 N.E. 597; Kendall v. West (1902), 196 Ill. 221, 63 N.E. 683.) Accordingly, the personal service contract executed in the case at bar must be construed as allowing termination of the promisee’s employment upon the subjective dissatisfaction of the defendant promisor with the plaintiff’s performance.
The plaintiff’s breach of contract action is based upon the theory that his discharge after one week of work was not due to defendant’s alleged dissatisfaction with his performance