Catipovic v. Turley et al
Filing
125
MEMORANDUM OPINION and ORDER: Denying 68 Motion for Summary Judgment: Denying 82 Motion for Summary Judgment: Denying 98 Motion for Summary Judgment: This matter will proceed to trial on all claims against all Defendants, as currently scheduled, on April 14, 2014. Signed by Judge Mark W Bennett on 01/21/14. (kfs)
IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF IOWA
CENTRAL DIVISION
BRANIMIR CATIPOVIC,
No. C 11-3074-MWB
Plaintiff,
vs.
MARK TURLEY, ROLAND FAGEN,
and FAGEN, INC.,
Defendants.
MEMORANDUM OPINION AND
ORDER REGARDING DEFENDANTS’
MOTIONS FOR SUMMARY
JUDGMENT
___________________________
Plaintiff Branimir Catipovic, a Massachusetts citizen who is once again an Iowa
resident, seeks to recover damages for breach of contract and unjust enrichment from
defendant Mark Turley, an Irish investor now living in Hungary, and damages for
unjust enrichment from defendant Roland Fagan, a Minnesota citizen, and his
Minnesota company, defendant Fagen, Inc., which is engaged in commercial and
industrial contracting and engineering services, focusing primarily on the ethanol plant
industry. These claims arise from the failure of an alleged partnership to develop
ethanol production facilities in Eastern Europe. This matter is currently set for a jury
trial to begin on April 14, 2014.
This case is now before me on three dispositive motions: (1) Turley’s August 5,
2013, Motion For Summary Judgment (docket no. 68), seeking summary judgment on
Catipovic’s breach-of-contract and unjust enrichment claims against him; (2) the Fagen
defendants’ October 15, 2013, Motion For Summary Judgment (docket no. 82), seeking
summary judgment on Catipovic’s unjust enrichment claim against them; and
(3) Turley’s November 22, 2013, Supplemental Motion For Summary Judgment On
The Basis Of [Lack] Of Personal Jurisdiction (docket no. 98), asserting that full
discovery demonstrates that Turley has insufficient contacts with Iowa relating to this
matter to establish this court’s personal jurisdiction over him as a matter of law, so that
summary judgment for lack of personal jurisdiction over him is appropriate or, in the
alternative, seeking an evidentiary hearing on the fundamental issue of personal
jurisdiction. After extensions of time, inter alia, to complete discovery on the first two
motions, all three motions have now been duly resisted and replies have been filed.
Although the movants requested oral arguments on the pending motions, my crowded
schedule has not permitted the timely scheduling of such oral arguments, and I find the
parties’ written submissions sufficient to address the issues presented. Therefore, I will
resolve these motions on the written submissions.
Summary judgment is only appropriate when “the pleadings, depositions,
answers to interrogatories, and admissions on file, together with affidavits, if any, show
that there is no genuine issue of material fact and that the moving party is entitled to a
judgment as a matter of law.” FED. R. CIV. P. 56(c) (emphasis added); see Woods v.
DaimlerChrysler Corp., 409 F.3d 984, 990 (8th Cir. 2005) (“Summary judgment is
appropriate if viewing the record in the light most favorable to the nonmoving party,
there are no genuine issues of material fact and the moving party is entitled to judgment
as a matter of law.”); see generally Celotex Corp. v. Catrett, 477 U.S. 317, 323-24
(1986). Thus, “[t]he 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 v. City of Rochester, 643 F.3d 1031, 1042 (8th Cir. 2011) (en banc)
(quoting Celotex, 477 U.S. at 323). In response, “[t]he nonmovant ‘must do more than
simply show that there is some metaphysical doubt as to the material facts,’ and must
come forward with ‘specific facts showing that there is a genuine issue for trial.’” Id.
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(quoting Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586–87
(1986)).
When the parties have met their burden, the district judge’s task is as follows:
“On a motion for summary judgment, ‘facts must be viewed
in the light most favorable to the nonmoving party only if
there is a genuine dispute as to those facts.’” Ricci v.
DeStefano, –––U.S. ––––, 129 S. Ct. 2658, 2677, 174 L.
Ed. 2d 490 (2009) quoting Scott v. Harris, 550 U.S. 372,
380, 127 S. Ct. 1769, 167 L. Ed. 2d 686 (2007) (internal
quotations omitted). “Credibility determinations, the weighing of the evidence, and the drawing of legitimate inferences
from the facts are jury functions, not those of a judge.”
Reeves v. Sanderson Plumbing Prods., Inc., 530 U.S. 133,
150, 120 S. Ct. 2097, 147 L. Ed. 2d 105 (2000), quoting
Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 255, 106 S.
Ct. 2505, 91 L. Ed. 2d 202 (1986). . . . . “‘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.’” Ricci, 129 S. Ct. at 2677, quoting Matsushita,
475 U.S. at 587, 106 S. Ct. 1348.
Torgerson, 643 F.3d at 1042-43.
“Only disputes over facts that might affect the outcome of the suit under the
governing law will properly preclude the entry of summary judgment.” Anderson v.
Liberty Lobby, Inc., 477 U.S. 242, 248 (1986); Ryan v. Capital Contractors, Inc., 679
F.3d 772, 776 (8th Cir. 2012).
However, summary judgment is particularly
appropriate when only questions of law are involved, rather than factual issues that may
or may not be subject to genuine dispute. See, e.g., Cremona v. R.S. Bacon Veneer
Co., 433 F.3d 617, 620 (8th Cir. 2006).
I will first consider Turley’s November 22, 2013, Supplemental Motion For
Summary Judgment On The Basis Of [Lack] Of Personal Jurisdiction (docket no. 98),
because, if this court lacks personal jurisdiction over defendant Turley, it is
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inappropriate for me to consider summary judgment on the merits of the claims against
him.
This is the second time that Turley has challenged this court’s personal
jurisdiction over him.1 In his renewed challenge to personal jurisdiction, Turley argues
that there are no genuine issues of material fact, in light of a complete record, that this
court lacks personal jurisdiction over him. I disagree. Rather, viewing the facts in the
light most favorable to Catipovic and leaving to the jury credibility determinations, the
weighing of the evidence, and the drawing of legitimate inferences from the facts, as I
must on a motion for summary judgment, Torgerson, 643 F.3d at 1042-43, I find
genuine issues of material fact as to whether, in the course of the parties’ business
relationship, Turley purposefully established sufficient minimum contacts within this
forum for the exercise of personal jurisdiction over him to be appropriate.
Those
genuine issues of material fact relate to the parties’ negotiations, whether and when any
1
On June 8, 2012, I entered a Memorandum Opinion And Order Regarding
Defendants’ Motions To Dismiss (docket no. 25), Catipovic v. Turley, 2012 WL
2089552 (N.D. Iowa June 8, 2012) (slip op.), in which I denied Turley’s April 23,
2012, Motion To Dismiss Plaintiff’s First Amended Complaint For Lack Of Personal
Jurisdiction (docket no. 16), pursuant to Rule 12(b)(2) of the Federal Rules of Civil
Procedure. In that decision, I explained, inter alia, that “[t]o survive a motion to
dismiss for lack of personal jurisdiction, a plaintiff must make a prima facie showing
that personal jurisdiction exists, which is accomplished by pleading sufficient facts “to
support a reasonable inference that the defendant[ ] can be subjected to jurisdiction
within the state,” K-V Pharm. Co. v. J. Uriach & CIA, S.A., 648 F.3d 588, 591-92
(8th Cir. 2011) (internal quotation marks and citations omitted), and that, “[w]here, as
here, the district court does not hold a hearing and instead relies on pleadings and
affidavits, . . . the court must look at the facts in the light most favorable to the
nonmoving party, and resolve all factual conflicts in favor of that party.” Pangaea,
Inc. v. Flying Burrito, L.L.C., 647 F.3d 741, 745 (8th Cir. 2011) (internal quotation
marks and citations omitted). I concluded that Catipovic had pleaded sufficient facts to
make the prima facie showing that the exercise of personal jurisdiction over Turley was
proper.
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agreement or agreements between the parties were finalized, when and where any
agreement contemplated there would be future consequences, the existence and the
terms of the contract or contracts between the parties, and the parties’ actual course of
dealing. K-V Pharm. Co., 648 F.3d at 593 (identifying factors relevant to personal
jurisdiction for a breach-of-contract case). Thus, summary judgment on the issue of
personal jurisdiction is not appropriate in this case.
If I decline to grant summary judgment, Turley asks that I set the matter for an
evidentiary hearing on the fundamental issue of personal jurisdiction.
Turley has
known at least since I denied his motion to dismiss for lack of personal jurisdiction that
the matter could be addressed by evidentiary hearing, after which I would be able to
determine the personal jurisdiction issues, not merely decide whether Catipovic had
made a sufficient prima facie showing to proceed. At this very late juncture, however,
an evidentiary hearing on the fundamental question of personal jurisdiction would result
in none of the savings in time or resources of the parties—and particularly the party
allegedly wrongfully haled into court in an improper foreign jurisdiction—or the court
that might have been obtained had the question been addressed at an evidentiary hearing
much earlier. Moreover, the question of personal jurisdiction over Turley in this case
is inextricably intertwined with the merits of Catipovic’s claims, as Turley’s briefing of
the personal jurisdiction issue shows, where I note that among Turley’s arguments
concerning personal jurisdiction is an argument that no agreement between the parties
was ever reached in Iowa or to be executed in Iowa, so that his contacts with Iowa are
merely “fortuitous.” Again, Catipovic has made a sufficient prima facie showing of
personal jurisdiction pretrial for the question to await disposition at trial. Pangaea,
Inc., 647 F.3d at 745 (“When jurisdiction is challenged on a pretrial motion to dismiss,
the nonmoving party need only make a prima facie showing of jurisdiction.” (internal
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quotation marks and citations omitted)).
Turley’s alternative request for a pretrial
evidentiary hearing on personal jurisdiction is also denied.
Turley’s and the Fagen defendants’ motions for summary judgment on the merits
of Catipovic’s claims may be even more briefly disposed of, in light of genuine issues
of material fact on various elements of Catipovic’s breach-of-contract and unjust
enrichment claims, the “governing law” against which the parties’ factual contentions
must be measured on summary judgment. See Anderson, 477 U.S. at 248. As the
Iowa Supreme Court has explained,
To prevail on a breach of contract claim, [the claimant] [i]s
required to prove: (1) the existence of a contract, (2) the
terms and conditions of the contract, (3) that [the claimant]
has performed all the terms and conditions required under
the contract, (4) the [opposing party’s] breach of the
contract in some particular way, and (5) that [the claimant]
has suffered damages as a result of [the opposing party's]
breach. Molo Oil Co. v. River City Ford Truck Sales, Inc.,
578 N.W.2d 222, 224 (Iowa 1998).
Royal Indem. Co. v. Factory Mut. Ins. Co., 786 N.W.2d 839, 846 (Iowa 2010); see
Hagen v. Siouxland Obstetrics & Genecology, P.C., 934 F. Supp. 2d 1026, 1053
(N.D. Iowa 2013) (citing Royal Indem. Co., 786 N.W.2d at 846, for the elements of a
breach-of-contract claim under Iowa law); Nationwide Agribusiness Ins. Co. v. SMA
Elevator Constr., Inc., 816 F. Supp. 2d 631, 688 (N.D. Iowa 2011) (citing Molo Oil
Co., 578 N.W.2d at 224, for the same elements). Notwithstanding Turley’s efforts to
brand his characterization of the facts as demonstrating the lack of genuine disputes, a
careful review of the record, viewing the facts in the light most favorable to Catipovic
and leaving to the jury credibility determinations, the weighing of the evidence, and the
drawing of legitimate inferences from the facts, as I must on a motion for summary
judgment, Torgerson, 643 F.3d at 1042-43, demonstrates that there are genuine issues
of material fact on these elements.
At the very least, there are genuine issues of
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material fact on the parties’ negotiations, whether and when any agreement or
agreements between the parties were finalized, when and where any agreement
contemplated there would be future consequences, the existence and the terms of the
contract or contracts between the parties, whether the parties performed or breached the
terms of any agreements, and the parties’ actual course of dealing.
Turley is not
entitled to summary judgment on Catipovic’s breach-of-contract claim against him.
The Eighth Circuit Court of Appeals has explained, “To recover for unjust
enrichment [under Iowa law], [the plaintiff] must show:
‘(1) [the defendant] was
enriched by the receipt of a benefit; (2) the enrichment was at the expense of [the
plaintiff]; and (3) it is unjust to allow the defendant to retain the benefit under the
circumstances.’” Lakeside Feeders, Inc. v. Producers Livestock Mktg. Ass’n, 666 F.3d
1099, 1112 (8th Cir. 2012) (quoting State ex rel. Palmer v. Unisys Corp., 637 N.W.2d
142, 149 (Iowa 2001)). Again, notwithstanding the defendants’ efforts to brand their
characterization of the facts as demonstrating the lack of genuine disputes, a careful
review of the record, viewing the facts in the light most favorable to Catipovic and
leaving to the jury credibility determinations, the weighing of the evidence, and the
drawing of legitimate inferences from the facts, as I must on a motion for summary
judgment, Torgerson, 643 F.3d at 1042-43, demonstrates that there are genuine issues
of material fact on these elements. These genuine issues of material fact include, at the
very least, whether the defendants received anything of benefit from Catipovic—a
particularly hotly disputed issue here, in light of what information or other alleged
benefits Catipovic allegedly provided—whether they were enriched at Catipovic’s
expense in building ethanol plants in Eastern Europe for example, by using information
or contacts that he provided, and whether there were any promises among the parties or
other circumstances that make it unjust to allow the defendants to retain the benefits that
they obtained from Catipovic under the circumstances. Neither Turley nor the Fagen
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defendants are entitled to summary judgment on Catipovic’s unjust enrichment claims
against them.
THEREFORE,
1.
Defendant Turley’s August 5, 2013, Motion For Summary Judgment
(docket no. 68), seeking summary judgment on Catipovic’s breach-of-contract and
unjust enrichment claims against him, is denied;
2.
The Fagen defendants’ October 15, 2013, Motion For Summary Judgment
(docket no. 82), seeking summary judgment on Catipovic’s unjust enrichment claim
against them, is denied; and
3.
Defendant Turley’s November 22, 2013, Supplemental Motion For
Summary Judgment On The Basis Of [Lack] Of Personal Jurisdiction (docket no. 98),
including his alternative request for a pretrial evidentiary hearing on personal
jurisdiction, is denied.
This matter will proceed to trial on all claims against all defendants, as currently
scheduled, on April 14, 2014.
IT IS SO ORDERED.
DATED this 21st day of January, 2014.
______________________________________
MARK W. BENNETT
U.S. DISTRICT COURT JUDGE
NORTHERN DISTRICT OF IOWA
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