United States District Court, D. South Dakota, Southern Division
ORDER DENYING MOTION FOR SUMMARY JUDGMENT
E. SCHREIER UNITED STATES DISTRICT JUDGE
Black Hills Truck & Trailer, Inc., brought this action
naming MAC Trailer Manufacturing, Inc. and Siouxland Trailer
Sales, Inc., as defendants. Black Hills alleges tortious
interference with a present and prospective business
advantage against Siouxland. Docket 46. Siouxland
moves for summary judgment on Black Hills's claim of
tortious interference. Docket 65.
facts, viewed in the light most favorable to Black Hills, the
non-moving party, are as follows:
Gary March owns Siouxland located in Sioux City, Iowa.
Siouxland also has sites in Pacific Junction, Iowa and
Harrisburg, South Dakota. Siouxland sells trailers made by
four different manufacturers-MAC, Polar, Vanguard, and
Doonan. Docket 67 at 2. Black Hills is a truck and trailer
dealership located in Rapid City, South Dakota. Docket 66 at
1. Black Hills is a subsidiary of North American Truck &
Trailer, Inc., (NATT), which is owned by the Rush family in
Sioux Falls, South Dakota. Id. Volvo Trucks of
Omaha, Inc. (VTO) is a subsidiary of NATT located in Omaha,
Nebraska. Id. NATT has dealer or service locations
in various cities across South Dakota, Nebraska, and Iowa.
Id. MAC is a trailer manufacturer and Mike Conny is
the owner, CEO, and President of MAC.
and MAC entered into a Distributor Selling Agreement (dealer
agreement) on November 22, 2010. Docket 73-1. The dealer
agreement provided Siouxland with an Area of Responsibility
(AOR) of the western two-thirds of Iowa and did not make any
reference to an AOR in South Dakota or Nebraska. Id.
Black Hills and MAC entered into a dealer agreement on
September 26, 2012, that provided Black Hills with an AOR
including seven South Dakota counties, twelve Nebraska
counties, and a dealer location in Rapid City. Docket 67-6.
Prior to signing the agreement, Steve Hallas, Vice President
of Sales for MAC Trailer Manufacturing, clarified with Mike
Rush, Vice President of NATT, that he could only have MAC
trailers at the Rapid City location and that Rush could not
“put any trailers in the Sioux land [sic] AOR!”
Docket 67-13. On December 26, 2012, March learned that MAC
had entered into an agreement with Bill Rush, President of
NATT, for Bill Rush to set up an MAC dealership in his Rapid
City, South Dakota store. Docket 66 at 2. That same day,
March sent an email to Steve Hallas, Vice President of Sales
for MAC Trailer Manufacturing, stating, “Gentlemen, my
blood pressure can't get any higher than it is right now
after reading you set up Bill Rush of Black Hills Trailer. If
I see he has taken us out of one deal I will find a new
supplier [sic] Do not take this as a threat it is a promise.
I hope you did not set them up with Tanks.” Docket
67-7. Hallas responded “Gary I thought you and I talked
about this this morning? I told you nothing would be done
that Tom L and I would go over it on Tuesday? So why the
emails now?” Id.
January 9, 2013, March sent another email to Hallas regarding
Rush stating “Interesting visit today from Ken Willcox
president of Delta-Waseca Inc., Truck body mfg. Seems they
have been sued by the Rush family for bogus product claims,
[sic] Company has been around forever, [sic] Inherited the
Omaha store when Rush bought it. Sold to them because of the
previos [sic] owners the next thing the bodies show up at his
other dealerships, making some very un happy [sic] dealers
such as their Sioux Falls Dealer Northern equipment co . . .
.” Docket 67-8. March then provided a phone number for
Hallas to call Willcox. Id.
28 or 29 of 2013, an employee of March's Harrisburg,
South Dakota location informed March that there were MAC
trailers on the sales lot of NATT's Sioux Falls, South
Dakota location. Docket 66 at 3. March then went to Sioux
Falls and observed a stack of MAC trailers and two more trailers
on top of each other. Docket 67-3 at 16. March then called
Hallas to complain that Black Hills was displaying MAC
trailers in Sioux Falls for the purpose of selling them.
Id. at 17. Black Hills denies that it stocked MAC
trailers in Sioux Falls with the purpose of selling them.
Docket 70 at 6. On May 29, 2013, Hallas and Conny talked
about Black Hills and agreed that the Black Hills dealer
agreement should be cancelled. Docket 67-9; Docket 70 at 9.
30, 2013, March sent Hallas another email stating “let
me give some insight why I have trouble with Rush
Companies” and then detailed several reasons March has
trouble with Rush companies. Docket 67-9. The final reason
stated, “Now MAC trailers are showing up in Sioux
Falls.” Id. Hallas then responded that
“It was made very clear to Mike Rush that he
couldn't do what has happened. Mike Conny and I have
talked briefly yesterday and we both feel that Black hills
should be canceled for doing what they did.”
Id. And March replied stating, “Do not cancel
Rush wait till his year runs out he will sue you I am sure of
that, I don't want MAC hurt.” Id. And then
March gave Hallas the name of a different potential dealer in
Rapid City. Id.
days later, Hallas sent Mike Rush an addendum stating that
MAC would like to issue an amended dealer agreement to Black
Hills under several conditions. Docket 67-10. The conditions
were: Black Hills would be permitted to sell only Dump and
Flatbed trailers; Black Hills could only stock trailers at
the Rapid City location; Black Hills would not be permitted
to stock trailers in any other location for any reason; Black
Hills would not be permitted to advertise the MAC product
line in any advertisement other than the Rapid City
advertisements; and Black Hills could only sell out of the
Rapid City location and north or south of Rapid City but not
east of Rapid City. Id. In reference to the five
restrictions, the addendum also stated that “In the
event that any of this happens your dealer agreement with Mac
Trailer will be cancelled. If you understand and agree with
this please sign and return.” The addendum also
included the amended dealer agreement dated June 3, 2013, and
signed by Mike Conny. Id. The amended dealer
agreement provided that Black Hills would forfeit its
twelve-county AOR in Nebraska.
24, 2013, Hallas sent Mike Rush a letter stating that
“MAC Trailer will not be able to accept any orders
placed by Black Hills Truck and Trailer until the adjusted
dealer agreement and addendum sheet is signed and received by
MAC Trailer.” Docket 67-11. On June 26, 2013, Hallas
emailed LaGiglio directing him not to build any trailers for
Black Hills because Hallas had not received the signed
amended dealer agreement and addendum, and he did not want to
sell Black Hills any more product until Black Hills signed
the new agreement. Docket 73-6. On June 27, 2013, Mike Rush
sent an email to Hallas and LaGiglio confirming that Black
Hills had received the amended dealer agreement and
additional letters but that Black Hills was not going to sign
the agreement and was “going to stick with the current
dealer agreement.” Docket 67-15. LaGiglio then emailed
Hallas stating “How do you want to handle this
clown?” Docket 73-7.
2, 2013, Black Hills's attorney sent a letter to Hallas.
The letter stated that Hallas's June 24, 2013 letter
constituted an “immediate termination of the [dealer
agreement] without notice and good cause, and is prohibited
by South Dakota law.” Docket 67-14. The letter then
stated that Black Hills would not agree to the new terms
demanded by MAC and that the agreement must be enforced
according to its original terms including allowing Black
Hills to “sell tank-type trailers to customers that
desire such products, or other MAC trailer models as
requested by customers.” Id. The letter then
explains that if MAC would not agree, Black Hills would file
a civil action. Id.
19, 2013, MAC's attorney sent a letter to Black
Hills's attorney in response to the July 2, 2013 letter.
Docket 73-8. The letter stated that it served “as
notice that MAC will not renew the Dealer Agreement for
calendar year 2014, beginning January 1, 2014, and any year
thereafter.” Id. On March 25, 2014, LaGiglio
emailed Gary March proposing to grant Siouxland an AOR
including the part of Nebraska that had formerly been under
Black Hills's AOR. Docket 70 at 11.
of the principal purposes of the summary judgment rule is to
isolate and dispose of factually unsupported claims or
defenses[.]” Celotex Corp. v. Catrett, 477
U.S. 317, 323-24 (1986). Summary judgment is proper “if
the movant shows that there is no genuine dispute as to any
material fact and the movant is entitled to judgment as a
matter of law.” Fed.R.Civ.P. 56(a); Celotex
Corp., 477 U.S. at 323 (“[A] party seeking summary
judgment always bears the initial responsibility of . . .
demonstrat[ing] the absence of a genuine issue of material
fact.” (internal quotations omitted)). The moving party
must inform the court of the basis for its motion and also
identify the portion of the record that shows there is no
genuine issue in dispute. Hartnagel v. Norman, 953
F.2d 394, 395 (8th Cir. 1992) (citation omitted).
the moving party meets its initial burden, the nonmoving
party must establish “that a fact . . . is genuinely
disputed” either by “citing to particular parts
of materials in the record, ” or by “showing that
the materials cited do not establish the absence . . . of a
genuine dispute.” Fed.R.Civ.P. 56(c). “The
nonmoving party may not ‘rest on mere allegations or
denials, but must demonstrate on the record the existence of
specific facts which create a genuine issue for trial.'
” Mosley v. City of Northwoods, 415 F.3d 908,
910 (8th Cir. 2005) (quoting Krenik v. Cty. of Le
Sueur, 47 F.3d 953, 957 (8th Cir. 1995)). For purposes
of summary judgment, the facts and inferences drawn from
those facts are “viewed in the light most favorable to
the party opposing the motion.” Matsushita Elec.
Indus. Co., Ltd. v. Zenith Radio Corp., 475 U.S. 574,
587 (1986) (quoting United States v. Diebold, Inc.,
369 U.S. 654, 655 (1962)).