Lafontaine Saline, Inc v. Chrysler Group LLC
496 Mich. 26
| Mich. | 2014Background
- LaFontaine Saline Inc., a Chrysler dealer, sued for declaratory relief after a Letter of Intent (LOI) with IHS to add a Dodge facility within nine miles; MVDA in 2007 set a six-mile relevant market area.
- The MVDA was amended in 2010 by PA 139 to nine miles, effective August 4, 2010.
- Chrysler and IHS sought summary disposition arguing the 2010 amendment did not apply retroactively to the LOI or the 2007 dealer agreement.
- The Washtenaw Circuit Court granted summary disposition; the Court of Appeals reversed, concluding retroactivity was immaterial because the LOI was not a dealer agreement.
- The Michigan Supreme Court held the 2010 amendment does not apply retroactively, the 2007 six-mile relevant market governs that agreement, and remanded for reinstatement of summary disposition for Chrysler and IHS.
- The LOI did not constitute a dealer agreement under MVDA, and applying the 2010 amendment would impermissibly alter existing contractual rights.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Does the 2010 MVDA amendment apply retroactively? | LaFontaine seeks retroactive application. | Chrysler/IHS argue prospective application only. | No retroactive effect; amendment applies prospectively. |
| Is the 2010 LOI a MVDA dealer agreement? | LOI could be treated as a dealer agreement. | LOI is not a dealer agreement; only an agreement to agreement. | LOI is not a dealer agreement. |
| Does retroactivity interfere with preexisting contract rights under the 2007 dealer agreement? | Retroactivity would grant LaFontaine greater rights; impair Chrysler's rights. | Retroactivity would alter contractual rights not contemplated by the 2007 agreement. | Retroactivity would impermissibly modify preexisting rights; six-mile radius governs the 2007 agreement. |
Key Cases Cited
- Kia Motors America, Inc. v. Glassman Oldsmobile Saab Hyundai, Inc., 706 F.3d 733 (6th Cir. 2013) (retroactivity analysis in similar MVDA context; Ninth-mile issue applying preexisting rights)
- Brewer v A D Transp Express, Inc., 486 Mich 50 (2010) (retroactivity framework and presumption against retroactivity)
- Frank W Lynch & Co v Flex Technologies, 463 Mich 578 (2001) (retroactivity considerations and contractual rights)
- Hansen-Snyder Co v Gen Motors Corp., 371 Mich 480 (1963) (premises for retroactivity and contract rights)