IN THE UNITED STATES DISTRICT COURT 

FOR THE NORTHERN DISTRICT OF ILLINOIS 

EASTERN DIVISION 

NATHANIEL POLLEY, NANCY QUIROZ, 

SURYA VEERAVALLI, and DANIEL 

GREENWALD, on behalf of 

themselves and all others 

similarly situated,

 Plaintiffs, 

 v. 

NORTHWESTERN UNIVERSITY, 

 Defendant. 

 Case No. 20 C 4798 

Judge Harry D. Leinenweber 

ORDER 

Northwestern University brings this Motion to Dismiss Plaintiffs’ 

First Amended Complaint, which was filed in response to this Court’s 

September 15, 2021, Order dismissing the original Complaint. 

Northwestern University argues that Plaintiffs again fail to state a 

claim upon which relief may be granted and ask for dismissal under 

Federal Rule of Civil Procedure 12(b)(6). For the reasons stated herein, 

the Court denies the Motion to Dismiss. 

DISCUSSION

The Court refers generally to the facts established in its earlier 

Opinion and Order and from the Amended Complaint. (Dkt. Nos. 53, 55.) 

In response to the COVID-19 pandemic in March of 2020, Northwestern 

University informed current students that the 2020 Spring semester would 

be suspended for several weeks and then classes would resume entirely 

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remotely on April 4, 2020. (Am. Compl. ¶ 71, Dkt. No. 55.) At the end 

of the semester, on June 16, 2020, Northwestern University sent an email 

to all students announcing that the Fall 2020 classes would be primarily 

online. (Id. ¶ 76.) In response to these changes to their educational 

plans, Plaintiffs sued under the theory that Northwestern breached its 

contract to students by not providing an in-person education. 

After this Court dismissed the claims, Plaintiffs filed their First 

Amended Complaint, and Northwestern responded with a Motion to Dismiss. 

(Dkt. Nos. 55, 58.) Since the filing of Northwestern’s Motion, the 

Seventh Circuit has issued an opinion in a case with near-identical 

claims against Loyola University in Gociman v. Loyola University of 

Chicago, No. 21-1304, 2022 WL 2913751 (7th Cir. July 25, 2022). The 

Seventh Circuit considered whether the students’ claims should be 

converted to educational malpractice claims, whether an express or 

indirect contractual right to in-person services existed, or, in the 

alternative, whether the students state a claim for unjust enrichment. 

The Seventh Circuit first held, as the Court did in its previous 

Opinion and Order, that Plaintiffs do not plead educational malpractice, 

which is not a cognizable claim under Illinois law and would have 

required the Amended Complaint to be dismissed. Polley v. Nw. Univ., 560 

F.Supp. 3d 1197, 1207 (N.D. Ill. 2021); Gociman, 2022 WL 2913751 at *5. 

The Seventh Circuit then analyzed whether or not there existed a 

contractual right to an in-person education between Loyola University 

and its enrolled students. The Seventh Circuit considered the following 

evidence when reviewing whether an express or implied contractual promise 

existed: “catalogs, registration portal, pre-pandemic practice, and 

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different charges for Loyola’s online versus on-campus programs.” 

Gociman at *6. The Seventh Circuit found that, while these materials 

were insufficient to create an express contract, the students alleged 

“sufficient facts to plausibly state a claim that Loyola breached an 

implied contract to provide students in-person instruction in exchange 

for tuition.” Id.

Finally, the Seventh Circuit found that the unjust enrichment claim 

could proceed as an alternative claim when “the validity or the scope 

of the contract is difficult to determine, or if the claim at issue falls 

outside the contract.” Id. at *8 (citing Util. Audit, Inc. v. Horace 

Mann Serv. Corp., 383 F.3d 683, 688–89 (7th Cir. 2004); Archon Constr. 

Co., Inc. v. U.S. Shelter, LLC, 2017 IL App (1s) 153409, ¶ 39; Peddinghaus 

v. Peddinghaus, 692 N.E.2d 1221, 1225 (Ill. App. Ct. 1998).) Because the 

students in Gociman incorporated references to the alleged contract in 

their unjust enrichment claim, the Seventh Circuit found the claim 

technically deficient. The Seventh Circuit then ordered the lower court 

to allow the students to replead their unjust enrichment claim without 

reference to the contract. Id. at *9. With this recent guidance in mind, 

the Court now turns to Plaintiffs’ Amended Complaint and reviews whether 

it survives Northwestern’s Motion to Dismiss. 

In its Motion to Dismiss, Northwestern alleges that the Amended 

Complaint suffers from the same fatal defects which caused the Court to 

dismiss the initial Complaint. In response, Plaintiffs point the 

following new facts. 

First, Plaintiffs allege there is an express contract between 

Northwestern and the enrolled students through the promises made by 

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Northwestern in its course catalogs, including its online course catalog 

entitled “CAESAR.” (Am. Compl. ¶¶ 27—28.) The Court previously limited 

its express contract analysis on the Plaintiffs’ admission letters. 

Polley, 560 F.Supp. 3d at 1207—08. Plaintiffs now claim that the 

combination of the print and online course catalog created an express 

contractual obligation for an in-person education. As noted in the 

dissent in Gociman, “in the context of class registration, it would be 

off to treat every aspect of a class description as an enforceable 

contractual promise.” Gociman, 2022 WL 2913751 at *11. And, as affirmed 

by the majority, “every sentence in the catalog or registration portal 

[does not] create an independent promise.” Id. at *6 n.6. The Court, in 

line with the Seventh Circuit guidance, finds that the online course 

catalog falls outside of the definition of an express promise that any 

specific class would be held at the location indicated. 

Plaintiffs emphasize that Northwestern directed students to the 

online registration and class listings for the final information about 

the location of their classes, e.g., “[t]he class schedule for each 

quarter is posted on [the online platform] CAESAR and contains a complete 

and updated listing of classes offered each quarter. . .” (Resp. at 10, 

Dkt. No. 65.) But the Court does not think that any one class with an 

altered time and location from the online course catalog, even a time 

or location switched mid-semester, would create a breach of contract for 

the students enrolled in that class. The Court finds the information in 

the online course catalog insufficient to create an express contractual 

promise to students. 

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Plaintiffs additionally allege that the statements in 

Northwestern’s promotional materials created an express contractual 

promise as to the location of touted services. Plaintiffs point to 

sentences that promise access such as, “Biological Science majors can 

pursue research in any one of many laboratories located on or offcampus.” (Am. Compl. ¶ 99.) The Court employs a similar analysis as 

performed above. The temporary shut-down of any single laboratory would 

cause this sentence to be inaccurate. A student could no longer choose 

from any lab, and that student might be even prevented from doing the 

research of his or her choice while enrolled. The result of holding 

Northwestern to its promotional sentences as express contractual 

provisions would be a micromanagement of Northwestern’s strategic 

decisions and offering of services beyond the skills or purview of this 

Court. 

Plaintiffs next point to an “Associated Student Government (ASG) 

Activity Fee” that covers “special services and programs,” as well as 

an “Athletic Events Fee” and an “Undergraduate Student Health Fee” as 

evidence of an express contractual promise for physical access to oncampus buildings. (Id. ¶¶ 64—69.) The Court performs the same analysis 

and reaches the same result. If a student activity center, a student 

health building, or a student gymnasium were undergoing renovations and 

not open to students, even for several years, the Court would not find 

a breach of contract based on Northwestern’s failure to adjust its fees. 

Any one of these fees does not guarantee every student access to every 

building related to the fee, because the exact contour of what is 

available to students naturally varies as different programs are 

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instituted and withdrawn and various buildings are built and renovated. 

As a result, the Court does not find an express contract between the 

students and Northwestern based on its fees and fee descriptions. 

The Court next turns to Plaintiffs’ claim that an implied contract 

for in-person services and access exists. Like Gociman, students rely 

on Northwestern’s “school policies, course catalog, course schedule, 

representations, admission agreement, registration materials, course of 

past conduct, and payment of tuition and fees.” (Compare Am. Compl. ¶ 

147 with Gociman, 2202 WL 2913751 at *6 (“Loyola's catalogs, registration 

portal, pre-pandemic practice, and different charges for Loyola's online 

versus on-campus programs . . . show an implied contract to provide inperson instruction”).) The Court follows the Seventh Circuit opinion in 

Gociman and finds that the accumulation of these facts shows an implied 

contract of in-person services and physical access to the educational 

facilities. 

Finally, the Court turns to the unjust enrichment claim. As in 

Gociman, the Court originally dismissed Plaintiffs’ unjust enrichment 

claim on technical grounds because it incorrectly incorporated the claims 

of contractual obligations between the parties. Polley, 560 F.Supp. 3d 

at 1209. Plaintiffs have now corrected this error and correctly plead 

an unjust enrichment claim in the alternative. 

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Northwestern’s Motion to Dismiss (Dkt. No. 58) is denied. 

 

 Harry D. Leinenweber, Judge 

 United States District Court 

Dated: 8/4/2022 

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