Eastman Kodak Co. v. COLLINS INK CORP.
2011 U.S. Dist. LEXIS 127781
W.D.N.Y.2011Background
- Kodak and Collins entered a three-year ink supply/ resell agreement dated December 15, 2008 with automatic renewal unless terminated with 180 days' notice.
- Gambin (Collins) sent an October 10, 2011 letter purporting immediate termination of the agreement without following the contract’s termination provisions.
- Kodak claimed immediate termination breached contract terms and sought a preliminary injunction to enforce performance and prevent termination.
- Collins had stopped production for Kodak and bid for COD terms not in the contract, while Kodak remained current on payments under the agreement.
- The court found Collins failed to comply with contract termination procedures and that Kodak could suffer irreparable harm without an injunction.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Did Collins terminate the contract properly? | Kodak | Collins | Termination improper; requires notice and procedures |
| Does Kodak have a likelihood of success on the merits? | Kodak | Collins | Kodak likely to prevail; Collins breached contract |
| Whether irreparable harm supports an injunction? | Kodak | Collins | Irreparable harm shown due to ongoing supply disruption and goodwill loss |
| Whether a bond is required under Rule 65(c)? | Kodak | Collins | Proceed without bond; no proof of harm to Collins |
Key Cases Cited
- Reuters Ltd. v. United Press Int'l, Inc., 903 F.2d 904 (2d Cir. 1990) (irreparable harm when delivering a unique product is terminated)
- Rex Medical L.P. v. Angiotech Pharmaceuticals (US), Inc., 754 F. Supp. 2d 616 (S.D.N.Y. 2010) (irreparable harm and balance of harms in contract actions)
- TVT Records v. Island Def Jam Music, 225 F. Supp. 2d 398 (S.D.N.Y. 2002) (injunctions preserving ongoing relationships and sale of a unique product)
- Citigroup Global Mkts., Inc. v. VCG Special Opportunities Master Fund Ltd., 598 F.3d 30 (2d Cir. 2010) (standard for preliminary injunctions and likelihood of success)
- Nokia Corp. v. InterDigital, Inc., 645 F.3d 553 (2d Cir. 2011) (bond considerations and remedies when injunction issued)
- Red Earth LLC v. United States, 657 F.3d 138 (2d Cir. 2011) (irreparable harm and public interest in injunctive relief)