Emergency Care and Health Org. v. Trinity Med. Ctr.,
Nos. 3-01-0049, 3-01-0050 (Ill. App. Ct. Dec. 12, 2001)

A health care organization (the "organization") sought a contract with a hospital by which the organization would staff the hospital's emergency room. A one page document was signed confirming only that the organization would begin to provide services to the hospital on August 1, 1991. The parties exchanged multiple drafts of contract language to formalize the deal which was to be for seven years, however a contract was never signed. In December, the hospital entered into an agreement with another hospital whereby neither side would enter into a contract without the consent of the other. These two hospitals eventually merged. In March of 1993, the merged hospitals rejected the organization's contract proposal and the organization sued for breach of contract and equitable estoppel. The organization alleged that the hospital misled the organization to induce the organization to provide emergency room services while the merger was negotiated.

The trial court dismissed the organization's breach of contract claims and the Illinois Court of Appeals affirmed this dismissal. The court ruled that because the alleged contract was for a term of over one year, it must be reduced to writing. An oral contract cannot last for a term of seven years and none of the negotiated drafts were specific and complete so as to constitute a written contract. Therefore, there was no contract for the hospital to have breached. The court further ruled that the one page document was not a sufficient contract to bar the organization's equitable estoppel claims.