The opinion of the court was delivered by: J. Phil Gilbert District Judge
This matter comes before the Court on Defendant Gaming Partners International Corporation's (hereinafter "GPIC") Motion to Dismiss (Doc. 32). Plaintiff Sibel Products, Inc. (hereinafter "Sibel") filed a Response (Doc. 41), to which GPIC filed a Reply (Doc. 44). In its motion, GPIC seeks dismissal of Count I, requesting injunctive relief, and Count II, alleging breach of contract, of Sibel's Second Amended Complaint (Doc. 25).
For purposes of a motion to dismiss, courts must accept all factual allegations in the complaint as true and draw all reasonable inferences from those facts in favor of the plaintiff. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555 (2007); Tricontinental Indus., Ltd. v. PricewaterhouseCoopers, LLP, 475 F.3d 824, 833 (7th Cir. 2007). The Court, accepting all of Sibel's allegations as true and drawing all reasonable inferences in its favor, finds as follows:
On November 3, 2005, Sibel and GPIC entered into an Exclusive Supply Agreement (hereinafter "ESA"), whereby Sibel was to supply certain cloth to GPIC for gaming table layouts. Sibel obtained the cloth through a separate agreement with Defendant Guilford Mills, Inc. (hereinafter "Guilford"), which Sibel then treated so that it could be used for GPIC's purposes. Under the ESA, GPIC was to order certain quantities and varieties of cloth at set prices from Sibel on a monthly basis for five years. An addendum to the ESA was signed by Sibel and GPIC on June 18, 2008, which, inter alia, amended the purchasing requirements of GPIC and extended the parties' agreement until 2013.
Neither the ESA nor the addendum provided specific terms for time of payment of purchase orders made by GPIC. However, over the course of their eight-year business relationship, Sibel required that GPIC prepay for each purchase order made, which it always did. Sibel contends that this conduct represented "course of performance", "course of dealing", and/or "usage of trade", as those terms are defined in the Illinois Uniform Commercial Code (hereinafter "UCC").
In late 2008, GPIC suddenly refused to prepay Sibel for the cloth and eventually terminated the ESA and addendum thereto. GPIC's unilateral termination of the ESA and addendum stemmed from its decision to purchase cloth directly from Guilford. Put another way, GPIC and Guilford had cut Sibel out as the middleman.
GPIC removed this case on January 30, 2009, on grounds of diversity jurisdiction and has been eager to see much of Sibel's case dismissed by this Court. The instant motion to dismiss represents the third such motion filed by GPIC in this case. GPIC's earlier motions to dismiss, which the Court eventually denied as moot, were directed at previous incarnations of Sibel's complaint.*fn1 (See Doc. 21; Doc. 28).
I. Motions to Dismiss Generally
The federal system of notice pleading requires only that the plaintiff provide "a short and plain statement of the claim showing that the pleader is entitled to relief." Fed.R.Civ.P. 8(a)(2). It is not necessary for the complaint to allege detailed facts. Pisciotta v. Old Nat'l Bancorp, 499 F.3d 629, 633 (7th Cir. 2007). In fact, under federal notice pleading standards, a plaintiff need not plead facts to support each element of a claim or theory as long as he puts the defendant fairly on notice of what his claim is. See Shah v. Inter-Continental Hotel Chicago Operating Corp., 314 F.3d 278, 282 (7th Cir. 2002); Sanjuan v. Amer. Bd. of Psychiatry and Neurology, Inc., 40 F.3d 247, 251 (7th Cir.1994) (a plaintiff is not required to "plead facts that, if true, establish each element of a 'cause of action'....").
Nevertheless, in order to provide fair notice of the grounds for his claim, the plaintiff must allege sufficient facts "to raise a right to relief above the speculative level." Id. (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555 (2007). The complaint must offer "more than labels and conclusions, and a formulaic recitation of a cause of action's elements will not do." Id. The plaintiff's pleading obligation is to avoid factual allegations "so sketchy that the complaint does not provide the type of notice of the claim to which the defendant is entitled under [Federal] Rule [of Civil Procedure] 8." Airborne Beepers & Video, Inc. v. AT & T Mobility LLC, 499 F.3d 663, 667 (7th Cir. 2007). However, "when a complaint adequately states a claim, it may not be dismissed based ...