Rollins, Inc. brought an action against Hewitt Associates, LLC, its employee benefits plan administrator, to recover administrative fees which it contends it should not have been charged by Hewitt. Hewitt filed a counterclaim seeking to recover for Rollins’s failure to sign an amended service contract with Hewitt, despite representations that it would sign the contract and acceptance of services consistent with the existence of a contract between the parties. Rollins moved for summary judgment, and the trial court granted the motion in part, finding that Hewitt “cannot recover in contract, fraud, negligent misrepresentation or promissory estoppel but is not foreclosed from recovering in quantum meruit.”1 Hewitt appeals and, for reasons that follow, we affirm. We conduct a de novo review of the trial court’s ruling on summary judgment, viewing the evidence and all reasonable inferences and conclusions drawn from it in a light favorable to the non-moving party.2 Summary judgment is appropriate when no genuine issue of material fact exists and the moving party is entitled to judgment as a matter of law.3 So viewed, the evidence shows that Northern Trust Retirement Consulting LLC was the administrator for Rollins’s employee benefits plan from 1995 until June 2003. Rollins and Northern Trust had a written agreement governing their relationship the “2001 Agreement”. In June 2003, Hewitt acquired Northern Trust’s assets and assumed the role of administrator for Rollins’s employee benefit plan.
After its purchase of Northern Trust, Hewitt informed Rollins that if it chose to remain a customer of Hewitt, Rollins would be required to change from Northern Trust’s system to Hewitt’s system for retirement plan administration and to agree to a multi-year extension of the 2001 Agreement. In a letter memorializing the parties’ intent to amend and extend the 2001 Agreement, Hewitt wrote: “in consideration of Rollins’s agreement to extend the terms of the Agreement and to the Upgrade Date, Hewitt will waive implementation fees for conversion to a Hewitt platform.” Such an extension was never signed by Rollins; however, Hewitt continued to convert Rollins’s retirement plan to Hewitt’s system. Hewitt contends that during this time “Rollins continued to represent to Hewitt that it would enter into the extension, at one point even telling Hewitt that Rollins’s management had given final approval of the contract extension.” Rollins terminated its relationship with Hewitt in November 2006. Hewitt contends that it incurred approximately $1 million in expenses in converting Rollins’s retirement plan.
