D. The Termination of CRMC
CRMC began as a materials-only distributor of Steelite products in 1977. Sometime thereafter Steelite and CRMC entered into an oral distribution arrangement. Purportedly, this contract was terminable at will by either party. Subsequently, the relationship between Steelite and CRMC began to deteriorate.
The situation between Steelite and CRMC worsened when, in April 1983, three Steelite distributors (including CRMC and Oxhandler) submitted construction plans and specifications for an airplane hangar construction job (the "IBM Job") and asked Steelite to prepare an engineered lump sum price quotation for the siding required. On or about May 10, 1983, Steelite forwarded the price quotation to the appropriate distributors.
Lecesse Bros., the general contractor on the IBM Job, did not award the siding sub-contract to any of the Steelite distributors. Instead, Lecesse apparently awarded the siding contract to Independent Metal Systems, Inc. ("IMS"), which was not a Steelite distributor.
Subsequently, on or about July 28, 1983, Oxhandler called Steelite's Engineered Sales Department and told them that IMS had asked Oxhandler to provide Steelite materials for the IBM Job. Oxhandler requested that Steelite reprice its engineered lump sum quotation by deducting certain auxiliary items.
It appears that on the same day, CRMC called Steelite's Inside Sales Department and requested a unit price quotation (as opposed to an engineered price quotation) on certain material for the "Independent Metals Job."
Steelite soon discovered that CRMC had obtained both an engineered lump sum and a unit price on the same job. Basically, this was "the straw that broke the camel's back," and during the month of August 1983, Steelite made the decision to terminate CRMC's distributorship. Thus, on or about September 30, 1983, Steelite notified CRMC of its termination.
II. PROCEDURAL HISTORY
On June 14, 1984, CRMC filed a five count complaint against defendants Steelite, Oxhandler, Chris Anderson Erecting Co.
and John Doe Corp. The first count alleged violations by all defendants of the Sherman Act, 15 U.S.C. § 1, and the Clayton Act, 15 U.S.C. § 15. The second count claimed defendant Steelite violated the Robinson-Patman Act, 15 U.S.C. § 13. The third count contends that the remaining defendants violated the Robinson-Patman Act. The fourth count alleges that all defendants violated the New Jersey Antitrust Law, N.J. Stat. Ann. 56:9-3. The fifth count avers that all defendants committed the common law tort of unlawful interference with plaintiff's business relationship.
On October 31, 1984, Steelite moved for summary judgment on count two of the complaint, which motion was subsequently withdrawn. Thereafter, CRMC moved for partial summary judgment as to liability but not damages on the first count only insofar as that count alleged a Sherman Act violation. Steelite also cross-moved for partial summary judgment as to the first, second and fourth counts. Oxhandler joined with Steelite in defense against CRMC's partial summary judgment motion, but it did not join in Steelite's own motions for partial summary judgment. In an Opinion and Order dated May 1, 1986 (and filed as of May 2nd), Judge Barry denied both CRMC's motion for partial summary judgment and also Steelite's cross-motion for partial summary judgment as to the fourth count and the Sherman Act claims of the first count.
Presently, and in light of the Supreme Court's May 2, 1988 opinion in Business Electronics Corp. v. Sharp Electronics Corp., 485 U.S. 717, 108 S. Ct. 1515, 99 L. Ed. 2d 808 (1988), Steelite now renews its motion for summary judgment as to counts one and four of the complaint.
A. Summary Judgment Standard -- Matsushita
Rule 56(b) of the Federal Rules of Civil Procedure provides, in pertinent part that "[a] party against whom a claim . . . is asserted . . . may, at any time, move with or without supporting affidavits for a summary judgment in the party's favor as to all or any part thereof." And upon receipt of such motion by the court, Fed.R.Civ.P. 56(c) provides that:
The judgment sought shall be rendered forthwith if the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, show that there is no genuine issue as to any material fact and that the moving party is entitled to judgment as a matter of law . . . .
The moving party has the burden of establishing that there exists no genuine issue of material fact. Anderson v. Liberty Lobby, 477 U.S. 242, 106 S. Ct. 2505, 91 L. Ed. 2d 202 (1986). Once that burden is met, the opposing party "must do more than simply show that there is some metaphysical doubt as to the material facts." Matsushita Elec. Indus. Co., Ltd. v. Zenith Radio Corp., 475 U.S. 574, 586, 106 S. Ct. 1348, 1356, 89 L. Ed. 2d 538 (1986) (citations omitted) In particular, the non-moving party is required to set forth specific facts which show that a genuine issue exists; said party cannot rest upon the mere allegations or denials of its pleadings. Liberty Lobby, 477 U.S. at 248, 106 S. Ct. at 2510. The Liberty Lobby Court also observed that a dispute involving a material fact is "genuine" only "if the evidence is such that a reasonable jury would return a verdict for the non-moving party." Id.7
Furthermore, in considering a summary judgment motion, all evidence submitted must be viewed in a light most favorable to the party opposing the motion. Matsushita Elec. Indus. Co., 475 U.S. at 586, 106 S. Ct. at 1356-57. Although the summary judgment hurdle is a difficult one to meet, in an antitrust suit it is by no means insurmountable:
To survive a motion for summary judgment . . . a plaintiff seeking damages for a violation of § 1 [of the Sherman Act] must present evidence 'that tends to exclude the possibility' that the alleged conspirators acted independently. [ Monsanto Co. v. Spray-Rite Service Corp., 465 U.S. 752, 764, 104 S. Ct. 1464, 1471, 79 L. Ed. 2d 775 (1984)]. Respondents in this case, in other words, must show that the inference of conspiracy is reasonable in light of the competing inferences of independent action or collusive action that could not have harmed respondents. See [ First National Bank of Arizona v. Cities Service Co., 391 U.S. 253, 280, 88 S. Ct. 1575, 1588, 20 L. Ed. 2d 569 (1968)].