Defining Just Cause: An Examination of Jun Ma Ph.D. v. Cincinnati Children’s Hospital Medical Center
Ohio’s First District Court of Appeals recently decided the case of Jun Ma, Ph.D. v. Cincinnati Children’s Hospital Medical Center. The First District hears appeals from the trial courts in Cincinnati and the rest of Hamilton County.
Dr. Jun Ma appealed the trial court’s grant of summary judgment in favor of Children’s. The central issue was the meaning of “just cause” for termination in the context of an employment agreement. The case demonstrates the need for well-drafted employment agreements. Below, our Ohio appellate lawyers discuss how the case began and analyze the opinion issued by the First District Court of Appeals.
Background of the Case
The case of Jun Ma, Ph.D. v. Cincinnati Children’s Hospital Medical Center arose from a long-standing dispute regarding the employment contract between Dr. Ma and CCHMC. Specifically, the disagreement centers on the definition of “just cause.” Dr. Ma was a biomedical researcher and tenured professor jointly employed by CCHMC and the University of Cincinnati College of Medicine. Per his employment contract, CCHMC expected him to obtain external funding to sustain his research program. Beginning in 2010, Dr. Ma’s performance reviews began recording a consistent failure to meet funding expectations. Then, in mid-2016, CCHMC notified Dr. Ma that he was being terminated, giving him eight months to find other employment.
Dr. Ma believed his tenure protected him from termination absent just cause. He filed a complaint against CCHMC and U.C. College of Medicine in December 2016, asserting claims for promissory estoppel and fraudulent inducement. He also sought declaratory and injunctive relief. U.C. College of Medicine filed a motion to dismiss it from the case, which the trial court granted, and Dr. Ma never appealed. In particular, Dr. Ma asked the trial court to affirm that his tenured status at CCHMC prevented it from terminating him without just cause and without an opportunity to challenge the grounds for his termination. In August 2017, the trial court denied Dr. Ma injunctive relief, and CCHMC terminated him. However, in October 2018, the trial court granted summary judgment in favor of Dr. Ma on his declaratory relief claim:
{¶8} The trial court held that he enjoyed certain contractual tenure rights, including just cause termination protection and a pretermination hearing before an independent panel. The Court of Appeals declined to rule on whether the grounds for Dr. Ma’s employment termination were justified, however, leaving that issue to the independent panel. The Court of Appeals also ordered Dr. Ma’s reinstatement to his faculty position and lab as well as restoration of back-pay and employee benefits to which he would have been entitled in the absence of his termination.
CCHMC appealed the trial court’s judgment to the First District Court of Appeals. In April 2020, the First District concluded that tenure entitled Dr. Ma to continued employment at CCHMC absent just cause for termination. However, it reversed the determination that Dr. Ma was entitled to procedural due process protections. The Court of Appeals concluded that Dr. Ma had not established an absence of just cause.
Then, in December 2020, Dr. Ma filed an amended complaint against CCHMC. He asserted claims for declaratory judgment, injunctive relief, and breach of contract. The trial court dismissed Dr. Ma’s claim for injunctive relief.
In August 2021, CCHMC filed a motion for summary judgment on Dr. Ma’s remaining claims. It requested “that the trial court find, as a matter of law, that it possessed just cause to terminate” Dr. Ma’s employment.
In August 2022, the trial court ruled in favor of CCHMC, granting summary judgment on the grounds that Dr. Ma’s failure to maintain external funding constituted just cause for termination. The trial court never ruled on Dr. Ma’s motion to file documents under seal.
Jun Ma Ph.D. v. Cincinnati CCHMC Hospital Medical Center
Dr. Ma appealed the trial court’s judgment concerning his breach of contract claim. He raised two assignments of error, and the Court of Appeals ruled on the first one. First Assignment of Error:
{¶13} In his first assignment of error, Dr. Ma claims that the trial court erred in finding that no genuine issue of material fact exists with respect to whether CCHMC had just cause to terminate his employment. According to Dr. Ma, the trial court should not have resolved this issue on summary judgment.
Ohio Rule of Civil Procedure 56(C) governs summary judgment. In order to determine whether summary judgment was appropriate, the Court of Appeals had to look at the root of the dispute between Dr. Ma and CCHMC – the meaning of “just cause” in the context of Dr. Ma’s tenure agreement.
Just Cause and the Issue of Material Fact
This case stresses the importance of using explicit and unambiguous language in contracts to avoid legal disputes, especially in the employment context. Ohio law does not provide a precise definition of “just cause.” Ohio case law offers various definitions. Therefore, a specific legal definition of “just cause” within the contract is ideal. In 19, the First District explained:
While no consistent definition of “just cause” exists in Ohio law, various Ohio cases have emphasized the fact-dependent nature of the inquiry: “[t]he determination of whether just cause [for termination of employment] exists necessarily depends on the unique factual considerations of the particular case.” Irvine v. Unemp. Comp. Bd. of Rev., 19 Ohio St.3d 15, 17, 482 N.E.2d 587 (1985); see DS Express Carriers Inc. v. Dixie, 6th Dist. Erie No. E-12-034, 2013-Ohio-4829, 4 (“Whether just cause for termination of employment exists depends on the unique facts of the case.”); Bellevue City Sch. Dist. Bd. of Edn. v. Martin, 6th Dist. Huron No. H-12-009, 2013-Ohio-2801, 11; Gen. Die Casters, Inc. v. Dir., Ohio Dept. of Job and Family Servs., 9th Dist. Summit No. 27701, 2015-Ohio-4033, 9. We see no indication in the existing record that the parties intended to borrow any specific legal definition of “just cause” to govern their relationship, and so the inquiry in this case remains necessarily a fact-dependent one.
Differing Interpretations and the Role of Extrinsic Evidence
This case also highlights the significance of extrinsic evidence when contractual language is ambiguous. If contract ambiguity exists, courts may consider extrinsic evidence to establish the parties’ intentions.
Both parties provided evidence to support their interpretations of “just cause.” Dr. Ma relied on testimony from Dr. Sandra Degen, a retired employee of CCHMC. She was on the CCHMC tenure committee that recommended Dr. Ma.
Dr. Degen testified that a lack of funding is insufficient grounds for termination as long as the professor documents efforts to apply for grants. According to Dr. Degen, unprofessional behavior, academic misconduct, plagiarism, falsification of data, or mistreatment of colleagues would justify the termination of a tenured employee – but not lack of funding.
CCHMC maintained that Dr. Ma’s failure to secure sufficient funding, costing it hundreds of thousands of dollars, was “just cause” for termination. CCHMC cited prior case law, Hosking, 114 Ohio App. at 72, 175 N.E.2d 201, which held that “it is sufficient for the employer to show that the employee was guilty of a default in duty whose natural tendency was to injure his business.” CCHMC also cited the 1992 employment offer letter, which emphasized a funding obligation. CCHMC explained that it expected Dr. Ma to sustain 70 percent of his research and salary through external funding. This figure began appearing in Dr. Ma’s performance reviews in 2010. It was also included in a provision for more recently hired employees of CCHMC. According to CCHMC, “just cause” for termination of employment existed as a matter of law.
The First District’s Decision
The Court of Appeals found CCHMC’s arguments insufficient to establish entitlement to judgment as a matter of law. It stated in ¶23 that “CCHMC simply failed to engage in any drafting precision in its agreement with Dr. Ma.”
The Court of Appeals concluded that given the material disputes of fact and ambiguity in the contract, a jury would need to resolve this alleged breach of contract issue. The First District ultimately sustained Dr. Ma’s first assignment of error, reversing the grant of summary judgment in favor of CCHMC and remanding the case for further proceedings. In ¶24, the Court of Appeals ruled:
Given the material disputes of fact and the inherent ambiguity in the contractual documents, a jury will ultimately have to do that. Taking all inferences in favor of Dr. Ma as the nonmoving party, because the definition of “just cause” is highly fact-dependent and bears on the propriety of his termination—underpinning his breach of contract claim—this issue is genuine and material. And “[i]t is generally the role of the fact finder to resolve ambiguity.” Kaiser v. Goff, 2022-Ohio-4725, 204 N.E.3d 1203, ¶ 38 (1st Dist.), quoting Westfield Ins. Co. v. Galatis, 100 Ohio St.3d 216, 2003-Ohio-5849, 797 N.E.2d 1256, ¶ 13.
The Court of Appeals did not address Dr. Ma’s second assignment of error because it upheld his first assignment of error, rendering the second one moot. Dr. Ma’s second assignment concerned the trial court’s failure to rule on his motion to file documents under seal.
About Durst Kerridge
Durst Kerridge represents physicians, executives and other high-level employees, as well as employers, in employment law matters including contractual disputes, non-compete disputes, trade secret issues and employment discrimination matters, in state and federal court litigation and arbitration across Ohio.
We also have an extensive appellate practice and have achieved appellate victory at the highest level, including in the United States Supreme Court. Our Appellate Practice is led by partner Paul R. Kerridge, former law clerk to Justice Patrick Fischer of the Supreme Court of Ohio and Judge Chad Readler of the U.S. Court of Appeals for the Sixth Circuit. To schedule a consultation, call Durst Kerridge today at (513) 621-4999 or reach out to Alex J. Durst or Paul R. Kerridge.
