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Eagle Tech. v. Expander Ams., Inc..

United States Court of Appeals for the Eighth Circuit

January 14, 2015, Submitted; April 22, 2015, Filed

No. 14-1646

Opinion

 [*1133]  SMITH, Circuit Judge.

Eagle Technology, Inc. ("Eagle") and its sole owner, Willem F. Bakker, brought suit against Expander Americas, Inc. ("Expander Americas") and its parent company, Expander System Global, AB ("Expander Global"), after each company terminated contracts with Eagle and Bakker respectively. As to Expander Global, the district court1 concluded that it could not assert personal jurisdiction because Expander Global is a Swedish corporation without sufficient contacts with the State of Missouri. The court granted summary judgment in favor of Expander Americas on the remaining contract claims based on the statute of frauds. Eagle and Bakker appeal both rulings. We affirm.

I. Background

Expander Global conducts no business and functions merely as a holding company for its wholly owned subsidiary, Expander System Sweden, AB ("Expander Sweden"), another Swedish corporation. Expander  [*1134]  Sweden, in turn, wholly owns Expander Americas as its subsidiary. As their names suggest, Expander Sweden and Expander Americas primarily conduct their business in Europe and the United States respectively, manufacturing industrial pins used in heavy machinery.

On February 18, 2010, Eagle entered into an Independent Contractor Agreement (the "Agreement") with Expander Americas to provide consulting services. The Agreement contained the following relevant provisions:

4. Term and Termination

A. The Term of this Agreement shall begin this 1st day of January, 2010, and shall continue for a period of one (1) year; thereafter, this Agreement shall be automatically renewed for successive periods of one (1) year each, unless terminated as provided herein.

B. Either party may terminate this Agreement at any time by mutual agreement of the parties hereto or providing the other party with ninety (90) days prior written notice [**3]  . . . .

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783 F.3d 1131 *; 2015 U.S. App. LEXIS 6718 **; 39 I.E.R. Cas. (BNA) 1790

Eagle Technology; William Bakker, Plaintiffs - Appellants v. Expander Americas, Inc.; Expander System Global, AB, Defendants - Appellees

Subsequent History: Rehearing denied by, Rehearing, en banc, denied by Eagle Tech. v. Expander Ams., Inc., 2015 U.S. App. LEXIS 8884 (8th Cir. Mo., May 28, 2015)

Prior History:  [**1] Appeal from United States District Court for the Eastern District of Missouri - St. Louis.

Eagle Tech., Inc. v. Expander Ams., Inc., 2014 U.S. Dist. LEXIS 19487 (E.D. Mo., Feb. 14, 2014)Eagle Tech., Inc. v. Expander Ams., Inc., 2013 U.S. Dist. LEXIS 113227 (E.D. Mo., Aug. 12, 2013)

CORE TERMS

Global, statute of frauds, email, personal jurisdiction, terminated, contacts, parties, district court, deposition, argues, writing requirement, signature, summary judgment, partial performance, electronic, employees, terms

Civil Procedure, Appeals, Standards of Review, De Novo Review, In Rem & Personal Jurisdiction, In Personam Actions, Long Arm Jurisdiction, Due Process, Summary Judgment, Entitlement as Matter of Law, General Overview, Burdens of Proof, Nonmovant Persuasion & Proof, Federal & State Interrelationships, Choice of Law, Contracts Law, Contract Conditions & Provisions, Statute of Frauds, Requirements, Performance, Judgments, Reviewability of Lower Court Decisions, Preservation for Review, Computer & Internet Law, Contracts, Electronic Contracts, Digital Signatures, Signatures, Exceptions, Partial Performance, Remedies, Specific Performance