Midwest Direct Logistics, Inc. v. Twin Cities Tanning Waterloo, LLC
| Decision Date | 26 July 2016 |
| Docket Number | No. 15-CV-2013-LRR,15-CV-2013-LRR |
| Parties | MIDWEST DIRECT LOGISTICS, INC., Plaintiff, v. TWIN CITIES TANNING WATERLOO, LLC, Defendant. |
| Court | U.S. District Court — Northern District of Iowa |
I. INTRODUCTION ....................................... 2
II. RELEVANT PROCEDURAL HISTORY ........................ 2
III. SUBJECT MATTER JURISDICTION ......................... 3
IV. SUMMARY JUDGMENT STANDARD ......................... 3
V. RELEVANT FACTUAL BACKGROUND ....................... 4
VI. ANALYSIS ........................................... 9
VII. CONCLUSION ....................................... 31
I. INTRODUCTION
The matters before the court are Plaintiff Midwest Direct Logistics, Inc.'s ("Midwest") "Motion for Summary Judgment" ("Midwest Motion") (docket no. 35) and Defendant Twin City Tanning Waterloo, LLC's ("TCTW") "Motion for Summary Judgment" ("TCTW Motion") (docket no. 36).
II. RELEVANT PROCEDURAL HISTORY
On October 2, 2015, Midwest filed an Amended Complaint (docket no. 21). The Amended Complaint sets forth two claims. Count I alleges that TCTW breached express contracts it made with Midwest in the form of bills of lading, entitling Midwest to recover the cost of shipping goods from TCTW to a third party. Count II alleges that TCTW breached implied contracts it made with Midwest wherein TCTW agreed to pay Midwest the reasonable value of the shipping services that Midwest provided to TCTW. On April 19, 2016, TCTW filed an Answer (docket no. 32) in which TCTW denies liability on both counts.1
On May 13, 2016, Midwest filed the Midwest Motion. On May 17, 2016, TCTW filed the TCTW Motion. On June 6, 2016, TCTW filed a resistance to the Midwest Motion ("TCTW Resistance") (docket no. 37). On June 8, 2016, Midwest filed aresistance to the TCTW Motion ("Midwest Resistance") (docket no. 38). On June 15, 2016, TCTW filed a reply ("TCTW Reply") (docket no. 39). On June 16, 2016, Midwest filed a reply ("Midwest Reply") (docket no. 40). TCTW requests oral argument on both the Midwest Motion and the TCTW Motion, but the court finds that oral argument is unnecessary. The Midwest Motion and the TCTW Motion are fully submitted and ready for decision.
III. SUBJECT MATTER JURISDICTION
The court has original jurisdiction over the instant action because complete diversity exists between the parties and the amount in controversy exceeds $75,000. See 28 U.S.C. § 1332 ().
IV. SUMMARY JUDGMENT STANDARD
Summary judgment is appropriate "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). "Summary judgment is proper 'if the pleadings, the discovery and disclosure materials on file, and any affidavits show'" an absence of a genuine dispute as to a material fact. Torgerson v. City of Rochester, 643 F.3d 1031, 1042 (8th Cir. 2011) (en banc) (quoting Fed. R. Civ. P. 56(c)(2)). "A dispute is genuine if the evidence is such that it could cause a reasonable jury to return a verdict for either party; a fact is material if its resolution affects the outcome of the case." Amini v. City of Minneapolis, 643 F.3d 1068, 1074 (8th Cir. 2011) (citing Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248, 252 (1986)). "The movant 'bears the initial responsibility of informing the district court of the basis for its motion,' and must identify 'those portions of [the record] . . . which it believes demonstrate the absence of a genuine issue of material fact.'" Torgerson, 643 F.3d at 1042 (alterations in original) (quoting Celotex Corp. v. Catrett, 477 U.S. 317, 323(1986)). Once the movant has done so, "the nonmovant must respond by submitting evidentiary materials that set out 'specific facts showing that there is a genuine issue for trial.'" Id. (quoting Celotex Corp., 477 U.S. at 324).
On a motion for summary judgment, the court must view the facts "in the light most favorable to the nonmoving party." Id. (quoting Ricci v. DeStefano, 557 U.S. 557, 586 (2009)). "Where the record taken as a whole could not lead a rational trier of fact to find for the nonmoving party, there is no genuine issue for trial," and summary judgment is appropriate. Ricci, 557 U.S. at 586 (quoting Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587 (1986)). "The nonmovant 'must do more than simply show that there is some metaphysical doubt as to the material facts . . . .'" Torgerson, 643 F.3d at 1042 (quoting Matsushita, 475 U.S. at 586). Instead, "[t]o survive a motion for summary judgment, the nonmoving party must substantiate his allegations with sufficient probative evidence [that] would permit a finding in [his] favor based on more than mere speculation, conjecture, or fantasy." Barber v. C1 Truck Driver Training, LLC, 656 F.3d 782, 801 (8th Cir. 2011) () (internal quotation marks omitted) (quoting Putman v. Unity Health Sys., 348 F.3d 732, 733-34 (8th Cir. 2003)). Mere "self-serving allegations and denials are insufficient to create a genuine issue of material fact." Anuforo v. Comm'r, 614 F.3d 799, 807 (8th Cir. 2010).
V. RELEVANT FACTUAL BACKGROUND
Midwest is a corporation organized and existing under the laws of the state of Michigan with its principal place of business in Coopersville, Michigan. Amended Complaint ¶ 5. TCTW is a limited liability company organized and existing under the laws of the state of Iowa with its principal place of business in Waterloo, Iowa. Id. ¶ 6.
Kraft Foods, Inc. ("Kraft") is a corporation that purchased truckloads of animal hide trimmings, the commodities at issue in the instant action. Id. ¶ 7. Atlantic TradingCorporation ("Atlantic") was a company that functioned as a purchasing service for Kraft. TCTW Statement of Facts (docket no. 36-2) ¶ 5. Atlantic has since gone out of business. Id. ¶ 7. Twin City Hide, Inc. ("Twin City Hide") is a corporation organized and existing under the laws of the state of Minnesota that provided raw hides to TCTW, its contract tanner, for processing. See id. ¶¶ 6, 8; Response to TCTW Statement of Facts (docket no. 38-1) ¶¶ 6, 8. Twin City Hide is TCTW's corporate parent, the latter being a wholly owned subsidiary of the former. Midwest Statement of Facts (docket no. 35-2) ¶ 56; Response to Midwest Statement of Facts (docket no. 37-1) ¶ 56.
The above-mentioned companies engaged in business regarding the preparation, sale and shipment of animal hides and hide trimmings. Twin City Hide sent raw hides to TCTW for processing and tanning. See TCTW Statement of Facts ¶ 8; Response to TCTW Statement of Facts ¶¶ 8-9; "Defendant's Appendix in Support of Motion for Summary Judgment" ("TCTW App'x") (docket no. 36-3) at 55 (). TCTW trimmed the undesirable pieces from the hides and placed the trimmed pieces in tubs. Once TCTW accumulated eight or nine tubs, or roughly 44,000-45,000 pounds of hide trimmings, they would be sold. See "Plaintiff's Appendix in Support of Motion for Summary Judgment" ("Midwest App'x") (docket no. 35-3) at 21-22. When a shipment of hide trimmings was ready to be sold, TCTW would contact Michael Lerner, one of the owners of Atlantic, and tell him that a shipment was ready. See id. at 26-28. Twin City Hide would send an invoice to Atlantic, and Atlantic would write a check to Twin City Hide for the hide trimmings. See TCTW App'x at 48. Atlantic would then contact Midwest and arrange for shipment of the hide trimmings from TCTW to Kraft in Woburn, Massachusetts. See TCTW Statement of Facts ¶ 13.
After Atlantic informed Midwest that a shipment was ready to be picked up, Midwest would enter the order in its computer system, find a third-party carrier to haul the shipment to Kraft and then dispatch a truck to do so. Midwest Statement of Facts ¶ 4. When the truck arrived at TCTW, the employees at TCTW would help load the shipment of hide trimmings. Midwest App'x at 27. Volker Roos, one of TCTW's employees and 30(b)(6) representatives, prepared bills of lading for each of the twenty-seven shipments at issue. Id. at 22. Roos would prepare the bills of lading on TCTW's computer system. The form for the bills of lading was already on the computer and Roos would simply fill in the relevant information fields and print a hard copy of the bill of lading for the driver. Id. ( ). Roos did not sign the bills of lading because he was told that it was not necessary to do so. Id. Roos would then provide the bills of lading to the truck drivers. Id. at 29. Sometimes, the driver would sign the bill of lading. TCTW Statement of Facts ¶ 13; Response to TCTW Statement of Facts ¶ 13. Upon delivery, a representative from Kraft would sign the bill of lading. TCTW Statement of Facts ¶ 13....
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