Arnold Pontiac-GMC, Inc. v. General Motors Corp.
| Decision Date | 14 March 1986 |
| Docket Number | INC,No. 85-3108,PONTIAC-GM,85-3108 |
| Citation | 786 F.2d 564 |
| Parties | 1986-1 Trade Cases 66,993 ARNOLD, Appellant, v. GENERAL MOTORS CORPORATION. |
| Court | U.S. Court of Appeals — Third Circuit |
James A. Mollica, Jr. (argued), Meyer, Darragh, Buckler, Bebenek & Eck, Pittsburgh, Pa., for appellee.
Gordon F. Harrington (argued), Greenlee, Derrico, Posa, Harrington & Rodgers, Washington, Pa., for appellant.
Before WEIS, BECKER and MANSMANN, Circuit Judges.
Plaintiff, Arnold Pontiac-GMC, Inc. (Arnold Pontiac), challenges in this appeal the grant of summary judgment in favor of defendant, General Motors Corporation (GMC) on numerous counts of a complaint charging breach of contract, anti-trust violations and violation of the Automobile Dealers' Day in Court Act. For the reasons outlined below, we will reverse the district court regarding its dispositions of: 1) the second cause of action in Count V of the complaint concerning the Buick franchise claim arising under Section 1 of the Sherman Act, 15 U.S.C. Sec. 1, and 2) the first cause of action in count II of the complaint concerning the motor vehicle allocation claim (Truck Division) arising under the Automobile Dealers' Day in Court Act, 15 U.S.C. Sec. 1221 et seq. In all other matters, we will affirm the district court.
Arnold Pontiac commenced this action by Writ of Summons in Equity in the Court of Common Pleas of Washington County, Pennsylvania. GMC filed a Petition for Removal, causing plaintiff to file a federal court complaint. Arnold Pontiac's eight count complaint essentially asserts three claims: namely, a Buick franchise claim, a motor vehicle allocation claim and a product offering and pricing claim. The following itemization best summarizes the individual claims and their bases:
Place of
Assertion in
Claim Basis for Claim Complaint
Buick franchise common law breach First Cause of
claim of contract Action, Count I
motor vehicle Automobile Dealers' First Cause of
allocation claim Day in Court Act, Action, Count II
(Truck Division) 15 U.S.C. Secs. 1221
et seq
motor vehicle Automobile Dealers' First Cause of
allocation claims Day in Court Act, Action, Count III
(Pontiac Division) 15 U.S.C. Secs. 1221
et seq
product offering and Sherman Act, Second Cause of
pricing claim Section 1, Action, Count I
(Pontiac Division) 15 U.S.C. Sec. 1
product offering and Sherman Act, Second Cause of
pricing claim Section 2, Action, Count II
(Pontiac Division) 15 U.S.C. Sec. 2
motor vehicle Sherman Act, Second Cause of
allocation claim Section 1, Action, Count III
(Truck Division) 15 U.S.C. Sec. 1
motor vehicle Sherman Act, Second Cause of
allocation claim Section 2, Action, Count IV
(Truck Division) 15 U.S.C. Sec. 2
Buick franchise Sherman Act, Second Cause of
claims Sections 1, 2 Action, Count V
15 U.S.C. Secs. 1, 2
In an order dated February 22, 1984, the district court granted GMC's Motions for Partial Summary Judgment and dismissed with prejudice all claims asserted in the complaint, except the First Cause of Action, Count II. Arnold Pontiac subsequently sought to have this interlocutory order certified for appeal purposes pursuant to 28 U.S.C. Sec. 1292(b). This request for certification was denied by the district court by an order dated April 3, 1984, which also included a denial of Arnold Pontiac's January 20, 1984 Motion to Compel Production of Documents and to Compel Answers to Interrogatories.
Thereafter, on July 24, 1984, the district court issued an order which denied, in part, Arnold Pontiac's June 25, 1984 Motion to Compel Production of Documents. Finally, on January 28, 1985, the district court granted GMC's Motion for Summary Judgment and dismissed with prejudice the sole remaining claim in the complaint, the first cause of action, count II.
On appeal Arnold Pontiac faults these various orders entered by the district court. With regard to the order granting GMC's Motion for Partial Summary Judgment and the order granting GMC's Motion for Summary Judgment, Arnold Pontiac advances the existence of disputed facts in connection with the breach of contract claim and the antitrust claims which would militate against the granting of these motions. Insofar as the denial of its discovery motions are concerned, Arnold Pontiac asserts that the district court abused its discretion, by, inter alia, the failure of the court to require GMC to answer interrogatories and produce certain documents, and also the failure of the court to allow Arnold Pontiac to prove its discrimination claim as it related to truck allocation among the franchisees.
In reviewing the district court's grant of summary judgment, we are required to apply the same test the district court should have applied under Fed.Rule Civil Procedure 56; that is, we must determine whether the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, show there was no genuine issue as to any material fact and whether the moving party, GMC herein, is entitled to a judgment as a matter of law. Hollinger v. Wagner Mining Equipment Co., 667 F.2d 402 (3d Cir.1981).
With regard to our review of the district court's discovery orders, we note that the conduct of discovery is within the discretion of the district court and its decisions will be disturbed only upon a showing of an abuse of discretion. Montecatini Edison S.p.A. v. E.I. duPont de Nemours & Co., 434 F.2d 70, 72 (3d Cir.1970). The grant of summary judgment in an antitrust action before the plaintiff has had a full opportunity for discovery, however, may constitute reversible error. Mannington Mills v. Congoleum Industries, 610 F.2d 1059 (3d Cir.1979); see also Sames v. Gable, 732 F.2d 49, 52 (3d Cir.1984).
Viewed in the light most favorable to the plaintiffs as the non-moving party defending the summary judgment motion, Goodman v. Mead Johnson & Co., 534 F.2d 566, 573 (3d Cir.1976), cert. denied, 429 U.S. 1038, 97 S.Ct. 732, 50 L.Ed.2d 748 (1977), the relevant facts are as follows.
Arnold Pontiac is an authorized dealer of Pontiac automobiles and GMC trucks in Houston, Pennsylvania. Since 1968, Robert S. Arnold (Arnold) has been a co-owner of Arnold Pontiac and its "dealer-operator" pursuant to franchise agreements with the Pontiac and GMC truck divisions of defendant GMC. 1 In November, 1969, Arnold first contacted GMC's Pittsburgh area Buick representative to express interest in acquiring a newly vacant Buick franchise "point" in nearby Canonsburg, Pennsylvania, and incorporating it into his existing Pontiac-GMC dealership, an arrangement known as "dual line representation." The Buick representative informed Arnold that GMC planned to maintain the Canonsburg point as an exclusively Buick dealership. Arnold repeated his request for the Buick franchise on numerous occasions over the next twelve years. From 1975 to 1979, GMC consistently informed Arnold that an application for a Buick franchise would be favorably considered only if he would agree to provide expanded, modernized facilities at a more desirable location. Notwithstanding his continued expressions of interest, at no time during this period did Arnold agree to undertake the requisite expansion, renovation and relocation within a period of time acceptable to GMC.
The sequence of events relative to the present action commenced in February, 1980, when Arnold initiated another round of discussions with GMC. In a letter to Pittsburgh Area Zone Manager G.B. Shane dated February 28, 1980, Arnold stated that although he had not been "able to build a totally new facility in 1978 due to site and financial setbacks," he had recently made substantial improvements in Arnold Pontiac's existing facilities. 2 Shortly thereafter, Buick Division's Shane and Pontiac Division's Charles Lloyd met with Arnold at his dealership to discuss the capital and facilities requirements for a Buick franchise. Arnold does not contend that either Shane or Lloyd actually told him that expansion and renovation of Arnold Pontiac's existing facilities met GMC's earlier objections. Rather, Arnold argues that "[a]t no time during this meeting did either Mr. Lloyd or Mr. Shane say anything which would lead me to believe that the additional facility acquisitions would not be satisfactory for a Buick-Pontiac-GMC dual."
On April 3, 1980, GMC representative R.F. Pfeiffer attended a sales promotion meeting with members of the Better Buy Buick Association, an organization of Pittsburgh area Buick dealers. After the meeting, four Buick dealers discussed with Pfeiffer rumors concerning Arnold Pontiac's acquisition of a Buick franchise. These dealers expressed disapproval of any plan to add a Buick franchise to the Canonsburg-Houston, Pennsylvania area. Pfeiffer memorialized the events of this meeting in a memo for his superior, G.B. Shane. 3
Also in early April, 1980, Patricia Joan Roberts, the Buick Business Management Manager for the Pittsburgh area, met with Arnold and provided him with wholesale order forms for Buick automobiles. GMC asserts that it was a standard practice to provide prospective Buick dealers with wholesale order applications so that if their franchise applications were approved, automobile orders could be processed quickly. Arnold completed these forms shortly thereafter, and sent his order to GMC. On April 11, 1980, Shane returned the forms to Arnold,...
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