## Facts

- TRT Transportation, Inc., doing business as Chicago Trolley Company, operated trolley sightseeing tours and rentals and sued Chicago Trolley Rentals, Inc. and its president/sole shareholder, Yildirim B. Aksoy.
- TRT alleged Lanham Act trademark infringement, trade-dress infringement, and cybersquatting, plus related Illinois statutory and common-law claims, based on defendants’ use of a similar business name, similar trolley paint schemes, and the website chicagotrolleyrentals.com.
- At a magistrate-judge settlement conference, the parties stated material settlement terms on the record, including: (1) redirecting defendants’ website and transferring the original website to TRT; (2) allowing defendants to buy “Chicago trolley” as a keyword; (3) enjoining defendants from using “Chicago” and “trolley” together “in any form” or anything confusingly similar; (4) barring defendants from using TRT’s color scheme; and (5) exchanging documents related to a Groupon sale occurring the settlement day.
- TRT’s counsel noted the terms would be “subject to” negotiating a formal settlement agreement and agreed injunction; the magistrate judge stated the injunction would include the recited terms and that “these terms are enforceable,” and the parties agreed.
- Drafting later broke down over defendants’ proposed use of the phrase “trolley rentals in Chicago,” and Aksoy argued no enforceable settlement existed; TRT moved to enforce.

## Issues

1. Whether Illinois contract law permitted enforcement of an oral settlement stated on the record when the parties contemplated negotiating a later written agreement.
2. Whether the on-the-record terms—especially the ban on using “Chicago” and “trolley” together “in any form” or anything confusingly similar—were too indefinite to support enforcement and an injunction.

## Decision

- The Seventh Circuit affirmed the district court’s order enforcing the settlement and entering an injunction implementing the recited terms.
- The court held the record supported a finding of offer, acceptance, and a meeting of the minds on essential terms, notwithstanding contemplation of a later writing.
- The court rejected the vagueness challenge, concluding the material terms were sufficiently definite to administer, and later disagreement about specific wording did not negate the agreement.

## Legal Principles

- Under Illinois law, an oral settlement agreement is enforceable when there is offer, acceptance, and mutual assent on essential terms.
- A contemplated later written settlement does not prevent enforcement if the parties intended to be bound immediately and the writing would merely memorialize agreed terms.
- Settlement enforcement is reviewed for abuse of discretion; underlying factual findings on the existence and terms of the settlement are reviewed for clear error.
- A settlement is not rendered unenforceable solely because parties later dispute how agreed restrictions apply to particular proposed conduct, so long as the core obligations are sufficiently definite.

## Conclusion

The court enforced the parties’ on-the-record oral settlement and upheld an injunction tracking its terms because the parties objectively manifested assent to immediately enforceable, definite obligations, and subsequent drafting disputes did not undo the contract.


TRT Transportation, Inc. v. Aksoy, 506 F. App’x 511 (7th Cir. 2013)