IN THE UNITED STATES DISTRICT COURT

FOR THE NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

ALIGHT SOLUTIONS, )

)

Plaintiff, ) No. 20 C 3043

)

v. ) Magistrate Judge Jeffrey Cole

)

SUSAN THOMSON, et al., )

)

Defendants. )

MEMORANDUM OPINION AND ORDER

The defendant (“Thomson”) has filed a motion to compel the plaintiff (“Alight”) to “to fully

and completely comply with its discovery obligations by answering InterrogatoryNos. 2, 13 and 14,

or specifically responding to Topics for Investigation Nos. 5, 6 and 14. For the following reasons,

the motion [Dkt. # 81] is granted in part as follows.

The parties have struggled a bit to articulate what they are fighting about. In a year and a half,

there have been two versions of the Complaint, and four versions of the counterclaim. That’s rarely

a good omen. And discovery has not been smooth either. It has been extended multiple times [Dkt.

##44, 70, 78, 80] for a total of six additional months past the original deadline of April 30, 2021,

which the parties, themselves, selected. [Dkt. ##21, at 5; 25; 80].Inexplicably, the discovery dispute

addressed in the current motion to compel has dragged on for about a year.1 The interrogatories at

1 As the resolution of discovery disputes is committed to the court's broad discretion, Kuttner v.

Zaruba, 819 F.3d 970, 974 (7th Cir. 2016); James v. Hyatt Regency Chicago, 707 F.3d 775, 784 (7th Cir.

2013), it behooves parties to work things out on their own in compliance with Local Rule 37.2. Discretion

denotes the absence of hard and fast rules. Langnes v. Green, 282 U.S. 531, 541 (1931). Being a range, not

a point, discretion allows two decision-makers – on virtually identical facts – to arrive at opposite

conclusions, both of which constitute appropriate exercises of discretion. Compare United States v. Boyd,

55 F.3d 239 (7th Cir. 1995) with United States v. Williams, 81 F.3d 1434 (7th Cir. 1996); see also Mejia v.

(continued...)

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 1 of 9 PageID #:1103
issue were served on October 19, 2020 [Dkt. #81-1, Page 10/20], and the responses were provided

on November 18, 2020. [Dkt. #81-2, Page 5/9]. When Ms. Thomson filed her motion to compel on

September 28th, there were just two weeks left in the fact discovery schedule of October 12th. That’s

cutting it close; but it is not nearly as bad as what Alight would bring to court two weeks later, with

no more than a couple of hours left before the discovery deadline.

From Alight’s perspective, this case is about Thomson leaving the fold for another company,

Embold, and allegedly taking certain purported trade secrets with her. According to the Alight’s

Complaint, Embold directly competes with Alight in the “healthcare navigation” business

throughout the United States and in other countries. Alight further alleges that Thomson agreed to

a two-year covenant not to compete, which bound her not to: (a) call upon or solicit (I) clients 

of Alight with respect to which Thomson provided services, had a business relationship, or

on whose accounts she worked or became familiar, or (ii) prospective clients of Alight which

Thomson participated in soliciting during the last six months of her employment and to

which a proposal was made; (b) solicit or attempt to induce any person employed with Alight to

terminate their employment or association with Alight. [Dkt. #53]. 

1

(...continued)

Cook Cty., Ill., 650 F.3d 631, 635 (7th Cir. 2011)(“it is possible for two judges, confronted with the identical

record, to come to opposite conclusions and for the appellate court to affirmboth.”); United States v. Bullion,

466 F.3d 574, 577 (7th Cir. 2006)(“The striking of a balance of uncertainties can rarely be deemed

unreasonable....”); Sanders v. Cangiolosi, 2021 WL 1121084, at *2 (N.D. Ill. 2021). A party that steadfastly

maintains its position without budging – as the parties have essentially done here – could be “right”, but find

itself on the losing side, and properly so, when the matter comes before the court and the court's discretion

leads it to accept the other side's “right” position. A negotiated outcome is more likely to give both sides at

least a somewhat satisfactory resolution. At least one that does not require judicial intervention, as the Local

Rule and the Federal Rules of Civil Procedure envision. Infowhyse GmbH v. Fleetwood Grp., 2016 WL

4063168, at *2 (N.D. Ill. 2016). As Judge Kendall has remarked, in frustration, “I shouldn't have to

hand-hold lawyers that are of this caliber to do something like that.” Williams v. Ests. of Hyde Park, LLC,

2020 WL 5702297, at *1 (N.D. Ill. 2020). The “something like that” involved a mundane discovery matter.

2

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 2 of 9 PageID #:1104
It’s not as compelling as Kurosawa’s Rashomon, but the story is completely different in

Thomson’s counterclaim. Thomson charges Alight with discrimination. After 22 years with Alight,

she was terminated and replaced with a male who was 15 years her junior. Thomson also says

Embold doesn’t compete with Alight, and that Alight defaulted on the severance payments it agreed

to make to her in exchange for her covenant not to compete. [Dkt. #69]. 

Given what this case seems to be about, the discovery at issue is basic. Interrogatory #2 asked

Alight to “list every instance where [Alight] competed against Embold for a customer or client.” 

Alight objected to Interrogatory No. 2 as “vague, overly broad, and unduly burdensome.” And it

referred Thomson to its answer to Interrogatory #5. [Dkt. #84-4]. Interrogatory #5 asked Alight to

“describe the products and services offered by [Alight] and the geographic region containing its

customers and how those products or services compete against Embold.” In response, Alight stated

that:

its Healthcare Navigation Solutions products are designed to connect individuals

with high quality, cost effective healthcare. These products are offered nationwide 

and enable clients, such as employers and health plans, to empower employees

and participants to make simpler, smarter healthcare decisions and to improve the 

overall employee benefits experience. Alight’s Navigation Solutions enable 

individuals to maximize their benefits, improve outcomes and lower overall

health plan costs for clients’ organizations, by, among other things: providing 

unbiased guidance in selecting a health plan and support for medical, dental, 

and vision benefits; finding highly-rated doctors, dentists, and eye care

professionals in a specific area and network who meet individuals’ preferences and

healthcare needs; helping individuals understand and use their health benefits; and

compare costs for care. Embold’s products likewise identify and connect clients’

employees with top-performing physicians in clients’ health plans; improve quality,

decrease unnecessary care and reduce cost. In further response, Alight incorporates

herein paragraphs 2 and 4 of plaintiff’s Complaint.

[Dkt. # ]. In those two paragraphs of what was, at the time Alight’s original Complaint, Alight

alleged:

3

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 3 of 9 PageID #:1105
Alight is a leading provider of integrated benefits, payroll, and cloud solutions. 

A significant part of Alight’s business is its Healthcare Navigation Solutions 

(“Healthcare Navigation”), which enables clients, such as employers and health 

plans, to empower employees and participants to make simpler, smarter 

healthcare decisions and to improve the overall employee benefits experience.

Like Alight’s Healthcare Navigation business, Embold’s products help clients’ 

employees and plan participants to identify and connect with top-quality

healthcare providers. To provide these services, like Alight, Embold combs 

through reams of data from public and private insurance plans to help 

employers and health plans identify top-performing healthcare providers in 

terms of cost-effectiveness and patient outcomes.

[Dkt. #1]. 

Now, inAlight’sAmendedComplaint, filed six months after Alight answered Interrogatories

Nos. 2 and 5, Alight claims:

A significant and growing part of Alight’s business is its Healthcare Navigation 

Solutions (“Healthcare Navigation”), which enables clients, such as employers 

and health plans, to empower employees and participants to make simpler, 

smarter healthcare decisions and to improve the overall employee benefits

experience. Alight studies cost and quality patterns of healthcare providers, and 

based upon that information, offers its clients technological solutions to help

steer people to the right doctors.

Like Alight’s Healthcare Navigation business, Embold’s products, including its

“provider guide,” help clients’ employees and plan participants to identify and 

connect with top-quality healthcare providers. To provide these services, like 

Alight, Embold obtains and analyzes insurance claims data to help employers and

health plans identify top-performing doctors in terms of appropriateness,

effectiveness, and cost.

[Dkt. #53]. 

First of all, it has to be said that the objections “vague, overly broad, and unduly

burdensome” are the type of unacceptable “boilerplate” objections that are tantamount to making no

objections at all. See, e.g., Fed.R.Civ.P. 33(b)(4)(“The grounds for objecting to an interrogatorymust

be stated with specificity. Any ground not stated in a timely objection is waived unless the court, for

4

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 4 of 9 PageID #:1106
good cause, excuses the failure.”); Curtis v. Costco Wholesale Corp., 807 F.3d 215, 219 (7th Cir.

2015)(court did not abuse its discretion in deeming facts admitted where plaintiff “provided only

boilerplate objections, such as ‘relevance’ and ‘vague and ambiguous.’”); Extended Care Clinical

v. Scottsdale Ins., 2021 WL 2894163, at *2 (N.D. Ill. 2021)(collecting cases); Zambrano v.

Sparkplug Capital, LLC, 2020 WL 1847396, at *1 (N.D. Ill. 2020). 

So, those objections from Alight were unacceptable, and Alight does not attempt to argue

otherwise. The only possible reason that they were lodged was to frustrate discovery as all of the

cases throughout the nation hold, they are pointless and waste judicial resources.

But, at least, Alight did refer Thomson to its response to Interrogatory #5 and two paragraphs

in its Complaint. Apparently, both Alight and Embold somehow provide guidance in selecting

a health plan and finding highly-rated doctors, dentists, and eye care professionals who meet

employee preferences and needs, help employees understand and use their health benefits; and

compare costs for care. It’s vague in the way the court sees many businesses describe and promote

what they do. Neither Alight nor Embold make anything, so describing what they do is necessarily

fuzzy. Basically, they seem to identify good healthcare providers that don’t cost employer insurance

plans too much money. Thomson, who has worked in the industry for years can’t quite put her

finger on why this doesn’t describe what the companies do, other than to say all companies would

assert their services reduce costs. [Dkt. #81, at 4]. Arguably, the answer says a bit more than that,

though.

What’s missing from the answer, however, is any reference to a geographic region of

customers or any mention of an instance where Alight competed against Embold for a customer or

client. In these respects the answers are non-responsive and vague. If Alight thinks Embold is its

5

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 5 of 9 PageID #:1107
competitor, it can surely tell Alight where and for whom, specifically. And it can’t point to

deposition testimony in order to shirk its responsibilities as a litigant. Geography can be important

in cases like these. Liautaud v. Liautaud, 221 F.3d 981, 987 (7th Cir. 2000); Freund v. E.D. & F.

Man Int'l, Inc., 199 F.3d 382, 385 (7th Cir. 1999).

Alight points out that, about a year after its interrogatory answers were due, it supplemented

its answer to Interrogatory No. 2 on September 13, 2021. [Dkt. ##81-7].

2

It lodged the same

unacceptable objections, of course, but added that it “refers to and incorporates herein the April 

29, 2021 deposition testimony of Alight Rule 30(b)(6) deponent, Adam Johnson.” [Dkt. #81-7]. 

But, that’s unacceptable as well. 

With the limited exception of business records, under Fed.R.Civ.P. 33(d), and other

documents in far more limited circumstances,3an interrogatory response has to be complete in and

of itself and stand on its own. Beijing Choice Elec. Tech. Co. v. Contec Med. Sys. USA Inc., 2020

WL 1701861, at *6 (N.D. Ill. 2020); Ropak Corp. v. Plastican, Inc., 2006 WL 1005406, at *4 (N.D.

Ill. 2006). That means the response should not refer to “pleadings, depositions, other documents, or

other interrogatories, especially when such references make it impracticable to determine whether

an adequate answer has been given without [a] cross-checking comparison of answers.” Ropak

Corp., 2006 WL 1005406, at *4. Accordingly, court after court has found it improper for a party to

answer an interrogatory by incorporating by reference to deposition testimony. See, e.g., Beijing

2 Much of Alight’s response brief reads as a summary judgment motion, dedicated to arguing that

the “evidence establishing competition between Alight and Embold.” [Dkt. # 83, at 4-10]. But that’s a matter

for another time and well beyond the purview of a discovery referral.

3

See, e.g., Howard v. Urb. Inv. Tr., Inc., 2011 WL 976767, at *1 (N.D. Ill. 2011) and cases cited

therein.

6

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 6 of 9 PageID #:1108
Choice, 2020 WL 1701861, at *6; Ropak Corp., 2006 WL 1005406, at *4; Hill v. City of Harvey,

2019 WL 6173415, at *1 (N.D. Ill. 2019); Menotti v. Metro. Life Ins. Co., 2010 WL 375619, at *4

(N.D. Ill. 2010); see also Mulero-Abreu v. Puerto Rico Police Dep't, 675 F.3d 88, 93 (1st Cir. 2012);

Roman v. City of Reading, 121 F. App'x 955, 959 (3d Cir. 2005); Trueman v. N.Y. State Canal Corp.,

2010 WL 681341, at *3 (N.D.N.Y. 2010); see also Bell v. Woodward Governor Co., 2005 WL

289963, at *4 (N.D. Ill. 2005)(finding that reference to deposition testimony was unacceptable as

testimony could often be interpreted in different ways). And it is certainly improper, categorically,

to answer an interrogatory by reference to an entire deposition, without any citation to specific pages. 

Moreover, a little common sense will demonstrate whyAlight is wrong on this point entirely. 

Federal Rule of Civil Procedure 26(e)(1)(A) provides that a party who has made a disclosure or

responded to an interrogatory must supplement or correct his disclosure or response “in a timely

manner if the party learns that in some material respect the disclosure or response is incomplete or

incorrect, and if the additional or corrective information has not otherwise been made known to the

other parties during the discovery process or in writing.” See also Saathoff v. Davis, 826 F.3d 925,

931 (7th Cir. 2016). Here, Alight purported to supplement its deficient interrogatory response by

point to the deposition of one of its corporate officers.4 But that deponent didn’t suddenly “learn”

whether and how Embold competed with Alight in April 2021. If he knew in April 2021, he knew

back in November 2020, and that means Alight knew. Alight did not happen upon the answer

through some investigation months after it served its responses.

4 Alight never informs the court what, exactly, Mr. Johnson’s position is. [Dkt. #83, at 3, 4, 5, 6, 7,

8, 10].

7

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 7 of 9 PageID #:1109
Additionally, Thomson was entitled to an answer to the interrogatories within 30 days. 

Fed.R.Civ.P. 33(b)(2). Now, it’s true that discovery deadlines are seldom met. Thus, counsel’s

failure in this case to have met deadlines was unfortunately not unusual. But having to wait a year

for a response is unacceptable, by any standard. After all, the lawyers in this very case were unable

to meet any of the discovery deadlines that they were allowed to select for themselves. [Dkt. ##44,

70, 78, 80]. And while depositions are often left until late in the discovery process to allow answers

to interrogatories to be completed by referencing deposition testimony virtually guarantees the

response will not come until the eve of the close of discovery.

Accordingly this portion of Thomson’s motion is granted, and Alight has to supplement its

answer, which was due last November, in seven days. The court understands, however, the burden

and difficulty of detailing every instance of competition – if, in fact, there are any – but, Alight

should be able to provide at least ten specific examples since it brought the lawsuit and made the

allegations regarding Embold. If it is unable to, it must say so. 

Interrogatory Nos. 13 and 14, served back in November 2020, asked:

13. Please identify all members of Alight’s senior leadership or “XLT” team that Alight terminated

between November 1, 2019, and November 1, 2020. In your response, please provide each

individual’s initials, age, and gender. 

14. Please identify all members of Alight’s senior leadership or “XLT” team that Alight hired

between November 1, 2019, and November 1, 2020. In your response, please provide each

individual’s, initials, age, and gender. 

[Dkt. #81-1, Page 16/20]. Alight first responded with more unamplified boilerplate objections:

“vague, overly broad, unduly burdensome, and on the grounds that [they seek] information

that is not relevant and not calculated to lead to the discovery of admissible evidence.” [Dkt. #81-8]. 

Alight then later supplemented its answers only a couple of months ago in August 2021, and

8

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 8 of 9 PageID #:1110
provided a chart of the “individuals who were removed from (No. 13) or added to (No. 14) Alight’s

“XLT” distribution list between December 2019 and December 2020.” [Dkt. #81-8]. Obviously, that

doesn’t answer the interrogatory. A distribution list isn’t necessarily who was hired and fired, the

timeframe is wrong, and the chart does not show initials. 

By the same token, however, the interrogatory is poorly drafted. That much is conceded by

Thomson’s counsel in the motion to compel. It is global in scope, a flaw that is only addressed in

a footnote in Thomson’s motion to compel. [Dkt. #81, at 8 n.4]. That ought have been corrected

long ago. Second, confusingly, defendant’s motion asksthat itsinterrogatorysomehow be interpreted

to cover three years, rather than the one year the interrogatory clearly asks for. [Dkt. #81, at 8]. 

Thomson provides no case law to support this request until its reply brief [Dkt. #88, at 10] which,

of course, is too late. Arguments not raised or fully developed until a reply brief are waived. 

Clothier v. GoJet Airlines, LLC, 996 F.3d 426, 451 (7th Cir. 2021); Bodenstab v. County of Cook,

569 F.3d 651, 658 (7th Cir. 2009). Accordingly, this portion of Thomson’s motion is granted in part

and denied in part. Alight is ordered to provide the exact information requested for the timeframe

in the interrogatory, albeit limited to the United States,5in seven days. 

ENTERED: 

UNITED STATES MAGISTRATE JUDGE

DATE: 10/29/21

5 Alight claims its principal place of business is Lincolnshire, Illinois; that Thomson lives in

Connecticut, and that Embold’s principal place of business is in Nashville, Tennessee. Accordingly, while

the answers need note be global, they need to cover far more territory than Alight would like. 

9

Case: 1:20-cv-03043 Document #: 93 Filed: 10/29/21 Page 9 of 9 PageID #:1111