935 F. Supp. 2d 1069
D. Colo.2013Background
- SolidFX, LLC sues Jeppesen Sanderson, Inc. alleging Sherman Act violations and contractual/quasi-contract claims.
- The December 31, 2009 Agreement licenses SolidFX to develop a data management reader system and to use Jeppesen's Terminal Charts and JIT toolkits; term is five years.
- SolidFX developed software to display Jeppesen Charts on various devices, including iRex, anticipating iPad use; Jeppesen later limited or refused access for iPad development.
- Jeppesen released its own iPad apps (Mobile TC, Jeppesen Mobile FD) and announced a strategy that did not involve providing JIT for iPad to SolidFX.
- Litigation proceeded with cross-motions for summary judgment; the court granted in part, denied in part, and reserved on several contract/damages issues for trial.
- The court set trial to address breach of contract claims, promissory estoppel, negligent misrepresentation, fraud, and intentional interference, among others.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Section 1 tying claim viability | SolidFX contends a tying arrangement exists between Terminal Charts and the App; purchases of the tying product force purchase of the tied product. | Jeppesen did not condition sale of Terminal Charts on the App; the App is not required for purchase of Terminal Charts; no tying. | Summary judgment for Jeppesen; no tying as purchaser not forced to buy App to obtain Terminal Charts. |
| Section 2 monopolization via refusal to deal | Jeppesen’s refusal to license Terminal Charts/JIT to SolidFX is anticompetitive and preserves monopoly power. | Copyright-based refusal to license is a legitimate business justification; no anticompetitive effect shown. | Summary judgment for Jeppesen; refusal to deal not shown to be anticompetitive. |
| Section 2 essential facilities theory | Access to JIT/Terminal Charts is an essential facility; Jeppesen must provide access to compete in apps market. | No essential facility; Terminal Charts can be duplicated by others; IP/copyright rights limit compelled access. | Summary judgment for Jeppesen; no essential facilities liability. |
| Breach of contract—iPad access to Terminal Charts/JIT | System scope includes software-only solutions like an iPad app; Jeppesen breached by denying access. | System means hardware-enabled reader; iPad not encompassed; ambiguity exists; extrinsic evidence needed. | Ambiguity exists; jury must decide; cross-motions denied on this claim. |
| Damages limitation under contract | Damages for lost profits should be recoverable if Jeppesen breached; ambiguity exists in damages clause 8. | Damages cap and exclusionary clauses bar lost profits and other indirect damages; clause ambiguity should be resolved by jury. | Damages issue is ambiguous; jury must determine intended scope of damages. |
| Promissory estoppel, negligent misrepresentation, fraud, intentional interference | Alternative theories survive contract dispute; evidence supports promises and misrepresentations related to iPad development. | Arguments insufficient or duplicative of contract claims; intent and reliance contested. | Claims survive; triable issues remain for promissory estoppel, negligent misrepresentation, fraud, and intentional interference. |
Key Cases Cited
- Eastman Kodak Co. v. Image Technical Servs., Inc., 504 U.S. 451 (U.S. 1992) (ties and licensing as a framework for §1 siphon-off analysis)
- United States v. Ghinnell Corp., 384 U.S. 563 (U.S. 1966) (monopoly power and maintenance standards)
- Data General Corp. v. Grumman Sys. Support Corp., 36 F.3d 1147 (1st Cir. 1994) (copyright exclusionary conduct and antitrust interplay)
- Xerox Corp. v. Intertrust Tech. Corp., 203 F.3d 1322 (Fed. Cir. 2000) (copyright rights as presumptively valid business justification)
- Verizon Communications, Inc. v. Trinko, LLP, 540 U.S. 398 (U.S. 2004) (essential facilities skepticism and refusal to deal under §2)
- East Ridge of Fort Collins, LLC v. Larimer & Weld Irrigation Co., 1 F.3d 418 (10th Cir. 2008) (contract interpretation and ambiguity principles)
- Level 3 Communications, LLC v. Liebert Corp., 535 F.3d 1146 (10th Cir. 2008) (ambiguity and extrinsic evidence in contract interpretation)
- Anderson v. Eby, 998 F.2d 858 (10th Cir. 1993) (ambiguity in contract terms resolved by jury when appropriate)
- Trinko, Verizon Communications, Inc. v., 540 U.S. 398 (U.S. 2004) (monopolization and essential facilities discussion rely on private rights)