Justia Business Law Opinion Summaries

The case involves Green Plains Trade Group, LLC, who appealed the district court's dismissal of their claim for tortious interference with contract against Archer Daniels Midland Company (ADM). Green Plains alleged that ADM unlawfully manipulated the price of ethanol, causing Green Plains to receive less money for the ethanol it sold to third parties. The district court dismissed the case, saying Green Plains hadn't specified the contracts ADM interfered with or shown a breach of contract. Green Plains argued that under Nebraska law, tortious interference doesn't always require a breach and that ADM's actions made its performance under its contracts "more expensive or burdensome."The United States Court of Appeals for the Seventh Circuit vacated the district court's dismissal and remanded the case for further proceedings. The Court of Appeals found that while the district court was correct to require Green Plains to plead more than general allegations about its contracts, it may have required too much specificity. The Court of Appeals also found that the district court erred in not recognizing section 766A of the Restatement (Second) of Torts as part of Nebraska's law, which allows a plaintiff to bring a successful tortious interference with contract claim even if the contract was not breached. The Court of Appeals held that the district court must apply the law as it believes the highest court of the state would apply it if the case were now before it, and it should not fear adopting the less restrictive approach if it believes the state's highest court would adopt that approach. View "Green Plains Trade Group, LLC v. Archer Daniels Midland Co." on Justia Law

The Supreme Court of the State of Washington found that the initiation fees charged by Royal Oaks Country Club, a nonprofit corporation, are fully deductible from the business and occupation (B&O) tax under RCW 82.04.4282. The statute permits taxpayers to deduct "bona fide" initiation fees, among other things, from their B&O tax. The court held that these initiation fees were "bona fide" as they were paid solely for the privilege of membership, and did not automatically entitle a member to use any service or facility of the club. The court differentiated between dues and initiation fees, noting that the statute treats these two terms separately. The court rejected the Washington Department of Revenue's argument that a portion of the initiation fee was for access to facilities and thus not subject to the exemption, stating that there is a difference between access and use. The court affirmed the Court of Appeals' decision that Royal Oaks' initiation fees qualify as bona fide initiation fees and are therefore wholly deductible. View "Royal Oaks Country Club v. Dep't of Revenue" on Justia Law

The United States Court of Appeals for the Eighth Circuit ruled in a case brought by the State of Missouri against several Chinese entities, including the government of the People's Republic of China, the Wuhan Institute of Virology, and others. Missouri accused the defendants of negligence in relation to the COVID-19 pandemic, alleging that they allowed the virus to spread worldwide, engaged in a campaign to keep other countries from learning about the virus, and hoarded personal protective equipment (PPE). The court decided that most of Missouri's claims were blocked by the Foreign Sovereign Immunities Act, which generally protects foreign states from lawsuits in U.S. courts. However, the court allowed one claim to proceed: the allegation that China hoarded PPE while the rest of the world was unaware of the extent of the virus. The court held that this claim fell under the "commercial activity" exception of the Foreign Sovereign Immunities Act, as it involved alleged anti-competitive behavior that had a direct effect in the United States. The case was remanded for further proceedings on this claim. View "The State of Missouri v. The Peoples Republic of China" on Justia Law

This case involves a pharmaceutical manufacturer, Gilead Life Sciences, Inc., and its development and sale of a drug, tenofovir disoproxil fumarate (TDF), to treat HIV/AIDS. The approximately 24,000 plaintiffs allege that they suffered adverse effects from TDF, including skeletal and kidney damage. Gilead developed a similar but chemically distinct drug, tenofovir alafenamide fumarate (TAF), which could potentially treat HIV/AIDS with fewer side effects. The plaintiffs claim that Gilead delayed the development of TAF to maximize profits from TDF.The plaintiffs do not claim that TDF is defective. Instead, they assert a claim for ordinary negligence, arguing that Gilead's decision to delay the development of TAF breached its duty of reasonable care to users of TDF. They also assert a claim for fraudulent concealment, arguing that Gilead had a duty to disclose information about TAF to users of TDF.The Court of Appeal of the State of California, First Appellate District, Division Four, partially granted Gilead's petition for a writ of mandate and held that the plaintiffs could proceed with their negligence claim. The court concluded that a manufacturer's legal duty of reasonable care can extend beyond the duty not to market a defective product. However, the court reversed the trial court's decision denying Gilead's motion for summary adjudication of the plaintiffs' claim for fraudulent concealment. The court held that Gilead had no duty to disclose information about TAF to users of TDF, as TAF was not available as an alternative treatment at the time. View "Gilead Tenofovir Cases" on Justia Law

In a dispute between Jonathan H. Paul and Rockpoint Group, LLC, the Delaware Court of Chancery denied Rockpoint's motion to dismiss Count III and granted Paul's cross-motion for partial summary judgement. The case stemmed from a disagreement about how to divide the proceeds from a transaction involving the investment fund complex that Paul co-founded and later left. After Paul's departure, he and his former partners agreed to an amendment to the company’s limited liability agreement, which stipulated Paul would receive a share of the proceeds from certain future transactions. A dispute arose over the calculation of Paul’s share when a qualifying transaction occurred. The court determined that the dispute resolution mechanism in the agreement called for an expert determination, not a plenary arbitration. The court also affirmed that the third amended and restated LLC agreement, not the first, governed the dispute. The court ruled that the appraiser could not consider extrinsic evidence, such as legal arguments and affidavits, presented by Rockpoint in its valuation. The court further directed that Rockpoint's appraisal must be redacted to omit the offending material. View "Paul v. Rockpoint Group, LLC" on Justia Law

The United States Court of Appeals for the Fifth Circuit reversed and vacated parts of a judgment against EOX Holdings, L.L.C., and Andrew Gizienski ("Defendants") in a case initiated by the Commodity Futures Trading Commission ("CFTC"). The CFTC had accused the defendants of violating a rule that prevents commodities traders from "taking the other side of orders" without clients' consent. The court ruled that the defendants lacked fair notice of the CFTC's interpretation of this rule. The case revolved around Gizienski's actions while working as a broker for EOX, where he had discretion to make specific trades on behalf of one of his clients, Jason Vaccaro. The CFTC argued that Gizienski's actions violated the rule because he was making decisions to trade opposite the orders of other clients without their knowledge or consent. The court, however, ruled that the CFTC's interpretation of the rule was overly broad, as it did not provide sufficient notice that such conduct would be considered taking the other side of an order. The court reversed the penalty judgment against the defendants, vacated part of the injunction against them, and remanded the case for further proceedings. View "Commodity Futures v. EOX Holdings" on Justia Law

This case involves a dispute between Griggs & Browne Pest Control Co., Inc. (plaintiff), and its former employee, Brian Walls (defendant). Upon hiring Walls in 2011, the parties entered into a noncompetition agreement, which was updated in 2020. The agreement stipulated that, in return for his training and access to the company's client list, Walls would refrain from soliciting business from or performing services for the company's current or former customers for 24 months after ending his employment with the company.In 2021, the company introduced a new policy requiring all employees to receive the COVID-19 vaccination or terminate their employment. Walls vocally opposed the policy and was told he could no longer resume his employment. A month later, the company discovered that Walls was contacting their former clients and performing pest-control services for them, in violation of the noncompetition agreement. The company initiated a lawsuit to prevent Walls from further violating the agreement.The Superior Court of Rhode Island granted a preliminary injunction in favor of the plaintiff, which Walls appealed. The Supreme Court of Rhode Island affirmed the lower court's decision, determining that the noncompetition agreement was valid and enforceable. The court rejected Walls' argument that he had been improperly terminated due to his refusal to receive the COVID-19 vaccine, noting that the circumstances surrounding his departure were immaterial to the enforcement of the noncompetition agreement. The court also found that the plaintiff would suffer irreparable harm due to loss of customer goodwill if Walls were allowed to continue servicing the company's clients. The balance of equities favored the plaintiff, and the injunction was necessary to uphold the status quo. Therefore, the court affirmed the lower court's decision to grant a preliminary injunction in favor of the plaintiff. View "Griggs & Browne Pest Control Co., Inc. v. Walls" on Justia Law

In California, plaintiff Jasmine Moten appealed the trial court’s decision to grant an anti-SLAPP motion filed by defendant, Transworld Systems Inc. (Transworld). Moten had taken out a student loan which she later defaulted on, leading to Transworld, a debt collection company, servicing the loan. Transworld filed a debt collection action against Moten on behalf of National Collegiate Student Loan Trust 2007-3 (NCSLT 2007-3), to whom the loan had been assigned. Moten filed a class action lawsuit against Transworld, alleging that it did not have a valid legal claim as it had manufactured documents to prove ownership of the loan by NCSLT 2007-3. She claimed that these deceptive practices violated the Robbins-Rosenthal Fair Debt Collection Practices Act and the Federal Fair Debt Collection Practices Act, as well as Unfair Competition and Unlawful Business Acts and Practices. The trial court granted Transworld's anti-SLAPP motion, which led to Moten's appeal. The Court of Appeal for the State of California Fourth Appellate District Division Two reversed the trial court’s decision, ruling that the trial court erred in applying the litigation privilege to Moten's claims. The appellate court remanded the case back to the trial court to determine whether Moten has a probability of prevailing on her claims and to consider the public interest exception of Code of Civil Procedure section 425.17. View "Moten v. Transworld Systems Inc." on Justia Law

In the case, Remy Holdings International, LLC ("Remy") sued Fisher Auto Parts, Inc. ("Fisher") after Fisher terminated their business relationship and sold its inventory to a different manufacturer. Remy claimed that Fisher wrongfully terminated their agreement and that the inventory Fisher sold belonged to Remy. Remy brought claims for breach of contract, unjust enrichment, and conversion. Fisher counterclaimed for breach of contract due to Remy's poor performance.The United States Court of Appeals for the Fourth Circuit affirmed the district court's decisions, which were all in Fisher's favor. The court found that Remy committed the first material breach of the contract by failing to keep Fisher competitive in the marketplace. Furthermore, Fisher did not waive its right to assert the first material breach defense by continuing to order from Remy and occasionally waiving the order-fill penalty. Therefore, Remy was precluded from enforcing the contract and its breach of contract claim related to ownership of the inventory was dismissed.The court also rejected Remy's argument that the district court should have reinstated its unjust enrichment claim after declaring its contractual rights unenforceable. Remy had failed to respond to Fisher's motion for summary judgment seeking the dismissal of the unjust enrichment claim, and as a result, forfeited any opposition to its dismissal.Lastly, the court found no error with the district court's evidentiary rulings, including the admission of expert testimony and the USA Core Policy, and its refusal to instruct the jury on certain defenses. View "Remy Holdings International, LLC v. Fisher Auto Parts, Inc" on Justia Law

In a case before the United States Court of Appeals for the Tenth Circuit, private citizens and a non-profit organization sued High Mountain Mining Company for alleged violations of the Clean Water Act. The plaintiffs claimed that High Mountain Mining, which operates a gold mine in Colorado, allowed pollutants from its settling ponds to seep into the groundwater, which then migrated into a nearby river. Under the Clean Water Act, a permit is required for any discharge of pollutants from a point source into navigable waters. The district court ruled in favor of the plaintiffs, finding that the settling ponds were a point source and that the operation of these ponds constituted an unpermitted discharge of pollutants into navigable waters, thus violating the Clean Water Act. On appeal, the Tenth Circuit disagreed and reversed the district court's decision. The appellate court held that the district court made a legal error by not adequately considering all the relevant factors to determine whether the connection between the point source and the navigable water was the functional equivalent of a direct discharge. Given the potentially broad implications of the Clean Water Act for mines throughout the Western United States, the appellate court remanded the case back to the district court for further proceedings. View "Stone v. High Mountain Mining Company" on Justia Law