Plaintiff was demoted from management, and alleged wrongful demotion in violation of an implied contract and the violation of specific promises concerning investigations and the discipline of employees.?? The trial court granted summary? judgment, ?and ?the ?Plaintiff ?appealed. The Court of Appeals affirmed.

Prior? to ?his ?demotion, ?Plaintiff? had ?not ?been subject to any disciplinary action. ?He came under suspicion of improperly using his influence to get his second cousin and his nephew hired at Boeing in violation of company rules.?? ?The lead investigator interviewed seven employees involved in the hiring or placement of the two relatives. The investigator also interviewed Quedado.?? ?The investigator reported that Quedado had improperly used his influence to obtain positions for his relatives, and when questioned he was not forthcoming about his family relationships.

The Court of Appeals reaffirmed the familiar employee at will doctrine, subject to an exception that an employer’s employment policies and procedures can alter the employment at-will relationship ?and ?form ?either ?a ?binding ?implied?employment contract or create enforceable promises regarding terms of employment.

The Court acknowledged that an employer can create an implied contract with an offer of new or different terms of employment; acceptance; and consideration.????? ?An? implied? contract ?can? be created? ?from? ?a? ?policy?? manual? ?which? ?was explained ?to ?the? employee, ?who ?signed ?the policy, ?agreed ?to ?be? bound, ?and ?continued ?to work for the employer.?? A so called handbook claim (equitable reliance) can be established by proof that (1) that a statement (or statements) in an employee manual or handbook or similar document amounts to a promise of specific treatment in specific situations, (2) that the employee justifiably relied on the promise, and (3) that the promise was breached.? ?General statements of company policy are insufficient for either claim.?? A conspicuous disclaimer in the manual defeats either claim.

In this case, the Court found that the Boeing code relied upon by the Plaintiff made no “offer” of new employment terms or entitlements. Nor does it extend any specific promises as to how employees will be treated in specific situations. Language? ?which? ?merely?? states? ?that? ?it? ?will conduct? its? business? fairly,? impartially,? and? in full compliance with all rules and regulations is only a general and unenforceable promise. Statements promising progressive discipline are likewise unenforceable where they are qualified with language allowing management to take disciplinary action without prior warning for conduct which it considers extreme and serious: ?Where an employment manual gives the employer discretion in applying the discipline procedures, ?courts have held as a matter of law that the manual does not provide a promise of specific treatment in a specific circumstance.??

The same rule applied to Boeing?s statements concerning? how ?investigations ?would ?be conducted.?The Court acknowledged that disclaimers in a handbook or manual may be negated by later, inconsistent representations by the employer, but found no such result in this case. ??Examples . . . of subsequent representations by an employer that could negate a disclaimer included employment manuals that provided ?exclusive lists of reasons for discharge?; a ?listing of detailed procedures and specific grounds for discharge?; and ?detailed disciplinary policies, including descriptions of certain conduct for which termination would be immediate and other circumstances in which warnings would be provided before discharge.??

Quedado v. The Boeing Company, 168 Wn. App.

363, 276 P.3d 365 (5/14/2012).?? (Div. I Becker, Spearman, Lau).