Bell v. Sorin CRM USA, Inc.

          OPINION AND ORDER DENYING MOTION FOR SUMMARY JUDGMENT

          MARCIA S. KRIEGER CHIEF UNITED STATES DISTRICT JUDGE.

         THIS MATTER comes before the Court pursuant to the Defendant's (“Sorin”) Motion for Summary Judgment (# 69), Ms. Bell's response (# 70), and Sorin's reply (# 73).

         JURISDICTION

         The Court exercises jurisdiction pursuant to 28 U.S.C.§ 1332.

         FACTS

         The Court briefly summarizes the pertinent facts here, reciting undisputed facts and construing the disputed facts most favorably to the non-movant. As necessary in the analysis, further elaboration will be provided.

         Ms. Bell is an independent sales representative who contracted with device manufacturers to sell medical devices products to doctors and hospitals. In 2014, Ms. Bell entered into a contract with Sorin by which she would market Sorin's cardiac devices to physicians. The agreement described Ms. Bell's “non-exclusive territory” that listed numerous doctors, hospitals, and medical practices in the Los Angeles area. Ms. Bell marketed the devices to doctors, who would select among competing manufacturer's devices, to implant in their patients. However, the ability of a doctor to use a chosen device depended on whether the hospital, where that doctor would perform the surgery, also had a contractual arrangement with the device's manufacturer. If, for example, a doctor wished to use a Sorin device but the hospital involved did not have a contract with Sorin, Ms. Bell might have to sell the device at a reduced price or might be unable to sell it at all. Ms. Bell contends that she understood - an understanding that Sorin fostered - that Sorin had preexisting contractual relationships with all hospitals in her designated territory, and thus, that she would be able to market devices to doctors who had privileges at those hospitals. However, Sorin had no or only limited contracts with the hospitals in Ms. Bell's territory, thus Ms. Bell's ability to sell Sorin's devices was substantially limited.

         Based on these facts, Ms. Bell asserts three claims (all of which are based on Delaware law): (i) fraud in the inducement, in that Sorin induced her to enter into the sales agreement based on fraudulent representations about its contracts with the hospitals in her territory; (ii) promissory estoppel, based on essentially the same facts; and (iii) breach of contract, in that Sorin breached the its promise, reflected by the contract, that she would have access to the hospitals listed as being in her territory.

         Sorin moves (# 69) for summary judgment on all three of Ms. Bell's claims, arguing that: (i) as to the fraudulent inducement claim, Ms. Bell cannot show that she justifiably relied upon Sorin's representations that it had contracts with the hospitals in her territory, (ii) as to the promissory estoppel claim, she similarly cannot establish the element of justifiable reliance; and (iii) as to the breach of contract claim, she cannot show that Sorin breached any of the terms of its contract with her.

         ANALYSIS

         A. Standard of review

         Rule 56 of the Federal Rules of Civil Procedure facilitates the entry of a judgment only if no trial is necessary. See White v. York Intern. Corp., 45 F.3d 357, 360 (10th Cir. 1995). Summary adjudication is authorized when there is no genuine dispute as to any material fact and a party is entitled to judgment as a matter of law. Fed.R.Civ.P. 56(a). Substantive law governs what facts are material and what issues must be determined. It also specifies the elements that must be proved for a given claim or defense, sets the standard of proof and identifies the party with the burden of proof. See Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248 (1986); Kaiser-Francis Oil Co. v. Producer's Gas Co., 870 F.2d 563, 565 (10th Cir. 1989). A factual dispute is "genuine" and summary judgment is precluded if the evidence presented in support of and opposition to the motion is so contradictory that, if presented at trial, a judgment could enter for either party. See Anderson, 477 U.S. at 248. When considering a summary judgment motion, a court views all evidence in the light most favorable to the non-moving party, thereby favoring the right to a trial. See Garrett v. Hewlett Packard Co., 305 F.3d 1210, 1213 (10th Cir. 2002).

         If the movant has the burden of proof on a claim or defense, the movant must establish every element of its claim or defense by sufficient, competent evidence. See Fed. R. Civ. P. 56(c)(1)(A). Once the moving party has met its burden, to avoid summary judgment the responding party must present sufficient, competent, contradictory evidence to establish a genuine factual dispute. See Bacchus Indus., Inc. v. Arvin Indus., Inc., 939 F.2d 887, 891 (10th Cir. 1991); Perry v. Woodward, 199 F.3d 1126, 1131 (10th Cir. 1999). If there is a genuine dispute as to a material fact, a trial is required. If there is no genuine dispute as to any material fact, no trial is required. The court then applies the law to the undisputed facts and enters judgment.

         If the moving party does not have the burden of proof at trial, it must point to an absence of sufficient evidence to establish the claim or defense that the non-movant is obligated to prove. If the respondent comes forward with sufficient competent evidence to establish a prima facie claim or defense, a trial is required. If the respondent fails to produce sufficient competent evidence to establish its claim or defense, ...