A project labor agreement (PLA) is a collective-bargaining agreement between a project owner, contractors, and unions, setting the terms and conditions of employment for a particular construction project. The terms can include recognizing a union as the workers’ exclusive bargaining representative and paying the workers union wages—even if they are not union members. The plaintiffs claim the project labor agreements violate the First and Fourteenth Amendments, the National Labor Relations Act, and the Sherman Act.The Third Circuit affirmed the dismissal of the claims, citing lack of standing. Concreteness and particularity are two Article III standing requirements but those concrete injuries must also be actual or imminent. The contractor-plaintiffs declared they never have and never will bid on PLA-covered projects, admitting they never experienced and never will experience a compelled association or economic harm. To the extent the contractors’ declarations are a proxy for determining the actuality or imminence of harm to their employees, the contractors indicate they have not and will not bid on PLA-covered projects. The employees did not plead that they did or plan to work on PLA-covered public projects. The mere fact that the contractors claim they are “able and ready” to bid or work on PLA-covered public projects does not cure their failure to bid in the past and admitted refusal to bid. View "Associated Builders & Contractors of Western Pennsylvania v. Community College of Allegheny County" on Justia Law

Ascendium Education Solutions (“Ascendium”) is a Program guarantor that previously charged debt-collection costs to defaulting Program borrowers who entered loan rehabilitation agreements. Ascendium challenged the Department of Education’s Rule, 34 C.F.R. Section 682.410(b)(2)(i), under the Administrative Procedure Act (“APA”), arguing that the Department of Education and its Secretary (collectively, the “Department”) did not have statutory authority to promulgate the Rule because the Rule conflicts with the Act. The district court ruled that Ascendium lacked standing to challenge the Rule as it applies to borrowers who enter repayment agreements. But the district court held that the Rule exceeded the Department’s authority under the Act with respect to borrowers who enter rehabilitation agreements. Both Ascendium and the Department appealed.   The DC Circuit reversed in part and affirmed in part. The court concluded that Ascendium has standing to challenge the entirety of the Rule, that the Rule is consistent with the Act and therefore is lawful, and that the Rule is not arbitrary or capricious. The court explained that the Rule prohibits a guarantor from charging collection costs to a borrower who enters a repayment plan or a rehabilitation agreement during the initial default period: It implicitly deems such costs “unreasonable” under the circumstances. The court concluded that the Rule is consistent with the Act’s requirement that “reasonable” collection costs must be passed on to borrowers. Further, the court explained that the Department’s response to Ascendium’s comment adequately refuted Ascendium’s assumption that the purpose of the Rule should be to incentivize guarantors to enter rehabilitation agreements by allowing them to charge collection costs. View "Ascendium Education Solutions, Inc. v. Miguel Cardona" on Justia Law

Winn-Dixie sued EMMC, its individual farmer members, and certain downstream distributors claiming their price-fixing agreement violated the Sherman Act. 15 U.S.C. 1. EMMC, a cooperative of mushroom growers, targets the Eastern United States. Initially, EMMC controlled over 90 percent of the supply of fresh Agaricus mushrooms in the relevant market. That share fell to 58% percent by 2005, and 17% percent by 2010. EMMC’s 20-plus initial members shrunk to fewer than five. EMMC’s stated purpose was to establish a “Minimum Pricing Policy,” under which it would “circulat[e] minimum price lists” along with rules requiring the member companies to uniformly charge those prices to all customers. Those minimums were not the price at which growers sold the product, but the price at which EMMC members hoped to coerce downstream distributors to go to market. Certain members were grower-only entities, lacking an exclusive relationship with any distributor. Many members partnered with specific, often legally-related downstream distributors. The precise nature of these relationships varied widely but downstream distributors were prohibited from joining EMMC.The district court instructed the jury to apply the “rule-of-reason” test. The Third Circuit affirmed a verdict in EMMC’s favor. Winn-Dixie argued that the judge should have instructed the jury to presume anticompetitive effects. Because this hybrid scheme involved myriad organizational structures with varying degrees of vertical integration, the court correctly applied the rule of reason. Under that more searching inquiry, the evidence was sufficient to sustain the verdict. View "Winn Dixie Stores v. Eastern Mushroom Marketing Cooperative Inc" on Justia Law

The Supreme Judicial Court held that the Secretary of the Commonwealth did not overstep the bounds of the authority granted to him under the Massachusetts Uniform Securities Act (MUSA), Mass. Gen. Laws ch. 110A, by promulgating the "fiduciary duty rule."The Secretary brought an administrative enforcement proceeding alleging that Plaintiff Robinhood Financial LLC violated the prohibition in Mass. Gen. Laws ch. 110A, 204(a)(2)(G) against "unethical or dishonest conduct or practices in the securities, commodities or insurance business" by dispensing ill-suited investment advice to unsophisticated investors. The Secretary defined the phrase in section 204(a)(2)(G) to require broker-dealers that provide investment advice to retail customers to comply with a statutorily-defined fiduciary duty. Thereafter, Plaintiff brought the instant action challenging the validity of the fiduciary duty rule. The superior court concluded that the Secretary acted ultra vires to promulgating the rule. The Supreme Judicial Court reversed, holding (1) the Secretary acted within his authority under MUSA; (2) the fiduciary rule does not override common-law protections available to investors; (3) MUSA is not an impermissible delegation of legislative power; and (4) the fiduciary rule is not invalid under the doctrine of conflict preemption. View "Robinhood Financial LLC v. Secretary of the Commonwealth" on Justia Law

Until recently, under every McDonald’s franchise agreement, the franchise operator promised not to hire any person employed by a different franchise, or by McDonald’s itself, until six months after the last date that person had worked for McDonald’s or another franchise. A related clause barred one franchisee from soliciting another’s employee (anti-poach clauses). In a suit under the Sherman Act, 15 U.S.C. 1, the plaintiffs worked for McDonald’s franchises while these clauses were in force and were unable to take higher-paying offers at other franchises. They contend that the anti-poach clause violated the antitrust laws.The district court dismissed, rejecting plaintiffs’ “per se” theory, stating that the anti-poach clause is not a “naked” restraint on trade but is ancillary to each franchise agreement—and, as every new restaurant expands output, the restraint was justified. The court deemed the complaint deficient under the Rule of Reason because it does not allege that McDonald’s and its franchises collectively have power in the market for restaurant workers’ labor.The Seventh Circuit. The complaint alleges a horizontal restraint; market power is not essential to antitrust claims involving naked agreements among competitors. The court noted that there are many potentially complex questions, which cannot be answered by looking at the language of the complaint but require careful economic analysis. View "Turner v. McDonald's USA LLC" on Justia Law

Land O’Lakes and Commercial Bag entered into a “Packaging Materials Supply Agreement.” Under the Agreement, Land O’Lakes agreed to “make best reasonable efforts” to buy fifteen to twenty percent of its annual polypropylene bag volume from Commercial Bag. Due to concerns with the new manufacturer, however, Land O’Lakes decided to purchase a portion of its polypropylene bags from a domestic manufacturer instead. Land O’Lakes informed Commercial Bag of this decision, and said that it would “result in a discontinuation of the business relationship between Land O’Lakes and Commercial” for polypropylene bags. Land O’Lakes gave Commercial Bag 90 days’ notice that it was terminating the Agreement. Commercial Bag sued, alleging that Land O’Lakes breached the contract by terminating the Agreement without cause, reducing its purchases of polypropylene bags from Commercial Bag, and refusing to pay Commercial Bag’s invoice for plates and artwork. The district court granted summary judgment for Land O’Lakes.   The Eighth Circuit affirmed. The court explained that it agreed with the district court that the term “Agreement” in Amendment #2 is not ambiguous. Land O’Lakes was permitted under the contract to terminate the agreement without cause. Amendment #1 added the “without cause” termination provision to Section 2 of the Agreement, and Amendment #2 did not remove that provision. So the “Agreement” to which Amendment #2 referred was necessarily the original agreement as amended by Amendment #1. The court concluded that because Commercial Bag produced no evidence that it actually incurred costs for plates and dies, the district court correctly granted judgment for Land O’Lakes on this claim. View "Commercial Bag Company v. Land O'Lakes, Inc." on Justia Law

Plaintiff brought a series of claims in New York state court arising out of a syndicated loan transaction facilitated by Defendants, a group of financial institutions. Plaintiff’s appeal presents two issues. The first issue presented is whether the United States District Court for the Southern District of New York had subject matter jurisdiction over this action pursuant to the Edge Act, 12 U.S.C. Section 632. The second issue presented is whether the District Court erroneously dismissed Plaintiff’s state-law securities claims on the ground that he failed to plausibly suggest that notes issued as part of the syndicated loan transaction are securities under Reves v. Ernst & Young, 494 U.S. 56 (1990).   The Second Circuit affirmed. The court held that the district court had jurisdiction under the Edge Act because Defendant JP Morgan Chase Bank, N.A. engaged in international or foreign banking as part of the transaction giving rise to this suit. The court also held that the district court did not erroneously dismiss Plaintiff’s state-law securities claims because Plaintiff failed to plausibly suggest that the notes are securities under Reves. View "Kirschner v. JP Morgan Chase Bank, N.A." on Justia Law

Defendant was one of Pizza Hut L.L.C.’s largest franchisees in Pennsylvania, operating 43 restaurants there (plus one in Connecticut). Ultimately, though, Defendant failed to fulfill his contractual obligations, so Pizza Hut terminated the parties’ various franchise agreements. Hoping to keep the restaurants open, Pizza Hut entered into two post-termination agreements with Defendant for him to continue operating the restaurants while the parties tried to find a buyer. The first agreement was unsuccessful. The second ended in this litigation. After several rounds of pleading, Defendant demanded a jury trial. Pizza Hut moved to strike the request under the second post-termination agreement’s bilateral jury waiver. The district court enforced the waiver, and the case continued to a bench trial in which Pizza Hut prevailed. The only issue on appeal is whether the district court erred in striking Defendant’s jury demand.   The Fifth Circuit affirmed. The Seventh Amendment right to a jury trial is unassailable but not unwaivable. Courts have long honored parties’ agreements to waive the jury right if the waiver is knowing and voluntary. The court explained that it follows its sister circuits in holding that general allegations of fraud do not render contractual jury waivers unknowing and involuntary unless those claims are directed at the waiver provision specifically. Because Defendant failed to show that the jury waiver was unknowing and involuntary. View "Pizza Hut v. Pandya" on Justia Law

In April 2012, Plaintiff-Appellee Brandon Barrick filed a qui tam action against his then-employer, Defendant-Appellant Parker-Migliorini International LLC (PMI). Barrick alleged violations of the False Claims Act (FCA) and amended his complaint to include a claim that PMI unlawfully retaliated against him under the FCA. PMI was a meat exporting company based in Utah. While working for PMI, Barrick noticed two practices he believed were illegal. The first was the “Japan Triangle”: PMI exported beef to Costa Rica to a company which repackaged it, then sent it to Japan (Japan had been concerned about mad cow disease from U.S. beef). The second was the “LSW Channel”: PMI informed the U.S. Department of Agriculture (USDA) it was shipping beef to Moldova on a shipping certificate, but sent it to Hong Kong. Then, according to Barrick, PMI smuggled the beef into China (China was not then accepting U.S. beef). Barrick brought his concerns to Steve Johnson, PMI’s CFO, at least three times, telling Johnson that he was not comfortable with the practices. By October, the FBI raided PMI's office. Barrick was terminated from PMI in November 2012, as part of a company-wide reduction in force (RIF). PMI claimed the RIF was needed because in addition to the FBI raid, problems with exports and bank lines of credit put a financial strain on the company. Nine employees were terminated as part of the RIF. PMI claims it did not learn about Barrick’s cooperation with the FBI until October 2014, when the DOJ notified PMI of this qui tam action. A jury found that PMI retaliated against Barrick for his engagement in protected activity under the FCA when it terminated his employment. On appeal, PMI argued the district court improperly denied its motion for judgment as a matter of law (JMOL). In the alternative, PMI argued the Tenth Circuit court should order a new trial based on either the district court’s erroneous admission of evidence or an erroneous jury instruction. Finding no reversible error, the Tenth Circuit affirmed on all issues. View "Barrick v. Parker-Migliorini International" on Justia Law

Geringer Capital, Inc., Roger Geringer and Tricycle Entertainment, LLC (collectively Geringer parties) moved to preclude Jeffrey Konvitz, Blue Rider Finance, Inc.’s counsel of record, from testifying at trial in support of Blue Rider’s claim that the Geringer parties fraudulently induced Blue Rider to enter into a settlement agreement that did not accurately reflect the terms negotiated by the parties. The Geringer parties subsequently clarified that their motion should be considered, in the alternative, a motion to disqualify Konvitz. The court granted the motion and disqualified Konvitz, finding the integrity of the judicial process would be impaired if Konvitz served in dual roles. On appeal Blue Rider contends the court should have denied the motion due to the Geringer parties’ excessive delay in raising the issue.   The Second Appellate District reversed. The court concluded that Konvitz’s representation of Blue Rider at trial while also testifying on its behalf would “detract from the proper administration of justice,” the trial court quoted this general description of the basis for the advocate-witness rule, as well as comments explaining the parallel rule in the ABA Model Rules of Professional Conduct (ABA Model Rule 3.7) and in the ABA’s former Model Code of Professional Responsibility, all pointing to the conclusion that the roles of advocate and witness are inconsistent. The court then added its own observation that these dual roles create the risk of error and confusion, and “the trier of fact will constantly keep wondering whether the advocate-witness is acting under the appropriate role such that it will distract from the arguments and evidence presented.” View "Geringer v. Blue Rider Finance" on Justia Law