Searching over 5,500,000 cases.

Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.

Tas Distributing Company, Inc v. Cummins

November 1, 2011


The opinion of the court was delivered by: Joe Billy McDADE United States Senior District Judge


Tuesday, 01 November, 2011 04:33:21 PM

Clerk, U.S. District Court, ILCD


This matter is before the Court on the Motion for Clarification of May 5, 2010 Order (Doc. 290), Motion for Reconsideration of the Court‟s April 9, 2010 Order Regarding Cummins‟ Affirmative Defenses (Doc. 292), and Motion for Certification of Question for Interlocutory Appeal and Motion to Stay Pending Appeal (Doc. 294), all filed by Defendant, Cummins, Inc., on October 13, 2011. For the reasons set forth below, these three Motions are DENIED.


In thisMotion for Clarification, Cummins asks this Court to "clarify"-i.e., reconsider-a portion of its May 5, 2010 Order. In that Order, the Court concluded that the contracts between TAS and Cummins "only require that TAS technology is contained in a product in order to trigger the royalty clause-whether it is accessible, enableable, or usable is irrelevant." (Doc. 253 at 18). This conclusion was not the simple adoption of one party‟s interpretation of the contracts, but was instead a product of the Court‟s own reading of the contracts at issue. However, Cummins‟ was the ultimate victor in the May 5, 2010 Order, as the Court concluded that TAS‟ claim was barred on res judicata grounds. But the victory was short lived: in its December 17, 2010 Order, this Court reconsidered the res judicata issue and determined that "TAS may pursue a breach of contract claim, based on the same theory as is contained in Counts I and III, for actions post-dating judgment in TAS

I." (Doc. 273 at 4).

Cummins then filed a motion to reconsider (which it erroneously titled a "Motion for Clarification") in which it argued that the Court‟s first Order on res judicata was correct, and that TAS should therefore be barred from pursuing Counts I and III. (Doc. 279). The Court rejected Cummins‟ arguments. (Doc. 287 at 6, 9). With the res judicata shield gone, Cummins now faces the full brunt of the May 5, 2010 Order, in which the Court "made certain rulings with respect to the construction of the contracts at issue that are now the law of the case. Namely, that Cummins‟ ISX and ISM engines that contain the CM 570 ECM (which contains ICON programming) are Original ECM Products upon which Cummins owes TAS a royalty." (Doc. 287 at 8). Cummins hopes to avoid this holding by urging the Court to reconsider its interpretation of the contracts, asserting that such an interpretation (1) conflicts with language in the Court‟s March 31, 2009 Order, and (2) is contrary to the parties‟ intent, as evidenced by the fact that the Court adopted an interpretation of the contract that differed from that argued by Cummins or TAS. (Doc. 290).

As to Cummins‟ first assertion, the Court directs Cummins to the footnote on page two of the May 5, 2010 Order, where the Court stated the following: "To the extent that this Order changes any findings in the March 31, 2009 Order (Doc. 146), those findings are hereby reconsidered and modified or vacated so as to be consistent with the rulings and findings made herein." (Doc. 253 at 2 n. 2). This should be all the "clarification" Cummins needs on this issue.

As to the second assertion, the Court reiterates that "[t]he parties‟ mere disagreement . . . does not render a contract ambiguous." Id. at 15. The Court found that the contracts are not ambiguous. Id. "If no ambiguity exists in the writing, the parties‟ intent must be derived by the . . . court, as a matter of law, solely from the writing itself." Quake Const., Inc. v. American Airlines, Inc., 565 N.E.2d 990, 994 (Ill. 1990) (emphasis added). Illinois case law makes clear that "[i]f contract language is unambiguous, the intention of the parties must be ascertained by the language used, not by constructions urged by the parties." Nebel, Inc. v. Mid-City Nat. Bank of Chicago, 769 N.E.2d 45, 50 (Ill. App. Ct. 2002). See also Hedlund and Hanley, LLC v. Board of Trustees of Community College District No. 508, 876 N.E.2d 1, 8 (Ill. App. Ct. 2007); MXL Industries, Inc. v. Mulder, 623 N.E.2d 369, 377-78 (Ill. App. Ct. 1993). That the Court came to a conclusion different from that urged by the parties during this litigation does not mean, as Cummins suggests, that the Court erred.

Because the Court finds neither ground urged by Cummins to persuasive, the Motion for Clarification must be denied.


Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.