Control Solutions, LLC v. Elecsys
2014 IL App (2d) 120251
Ill. App. Ct.2014Background
- Contract breach action arising from cancellation of a government contract for 4,010 CS3225N controllers.
- Army contract with DCX-CHOL (Elecsys) terminated for convenience; defendant’s terms incorporated FAR flow-down and a termination-for-convenience clause.
- Dispute over contract formation date and applicable terms: plaintiff’s May 21, 2008 acknowledgment with noncancelable language vs. April 3, 2008 confirmation.
- Plaintiff shipped 200 units; Army terminated; defendant sought and obtained government settlement; plaintiff invoiced $638,584.50.
- Jury found contract existed and breach occurred; damages awarded $106,950 (93,000 for finished goods plus 15% lost profits).
- Posttrial motions, Rule 408 settlement communications issue, and cross-appeal on unconscionability matter were reviewed; judgment affirmed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Rule 408 admissibility of settlement communications | Rule 408 exclusion should apply | Communications not within Rule 408 or harmless | No abuse; communications not protected; harmless error |
| Damages support and instruction compliance | Jury ignored proven damages and used inadmissible evidence | Damages supported by evidence and instructions | Damages affirmed; not against manifest weight |
| Contract formation and liability theory | Contract formed on May 21, 2008 with noncancellable terms | Contract formed on April 3, 2008; flow-down terms control | Jury found contract included flow-down termination-for-convenience; liability supported |
| Cross-appeal mootness | Remand for new trial if needed | If new trial denied, cross-appeal moot | Cross-appeal dismissed as moot |
Key Cases Cited
- Liberty Mutual Insurance Co. v. American Home Assurance Co., 368 Ill. App. 3d 948 (2006) (Rule 408 relevance and public policy considerations)
- Garcez v. Michel, 282 Ill. App. 3d 346 (1996) (Settlement negotiations admissibility background)
- Barkei v. Delnor Hospital, 176 Ill. App. 3d 681 (1988) (Settlement negotiations and evidence rules)
- Sawicki v. Kim, 112 Ill. App. 3d 641 (1983) (Settlement negotiations inadmissibility grounds)
- Raybestos Products Co. v. Younger, 54 F.3d 1234 (7th Cir. 1995) (Admissibility and evaluation of settlement communications)
- Winchester Packaging, Inc. v. Mobil Chemical Co., 14 F.3d 316 (7th Cir. 1994) (Bill/invoice as not an offer of settlement)