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Id. Knowing that Mac Seelig had a good relationship with Caesars' Director of Slot Operations, George Thompson, IGT asked Seelig to convince Caesars to buy IGT's tracking system. Id. Seelig flew out to Las Vegas, met with Thompson, and closed the sale for IGT the next day. Id. Neither Seelig nor A.C. Coin received any ...
AC Coin & Slot, the biggest gaming machine developer on the East Coast of America, is being forced out of business.

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Phone, (609) 641-7811 · Address. 201 W Decatur Ave; Pleasantville, New Jersey 08232.
Overview. CB Rank (Company). 493,765. AC Coin & Slot. AC Coin & Slot is a casino that manufactures slot machines and cabinets. Operating Status. Active. Number of Employees. 251-500. Website. ac-coin.com ...
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ac coin and slot out of business IGT, a Nevada Corporation, Defendant.
United States District Court, D.
Beacham, Lauren Kende, for Plaintiffs.
Riemer, Emily Bab, Lowenstein Sandler, P.
Introduction This case requires the Court to insert itself into the most fundamental business relationships in the Atlantic City casino gambling industry.
One of the mainstays of modernday games of chance is unquestionably the slot machine.
Once crude, mechanical contraptions, slot machines, like everything else in life, have become technologically advanced and computerized.
Just as the machines have changed over time, defendant IGT claims the casino industry has changed along with them.
IGT now also seeks to change the nature of relationships in Atlantic City and the way slot machines are bought, sold, leased, and serviced in that city.
In most other gaming jurisdictions nationwide, IGT deals directly with its customers the casinos.
Coin" has been IGT's exclusive distributor and service company in Atlantic City.
Following many years of financial success, IGT contends that a now dynamic gaming industry necessitates the freedom to sell directly to its customers.
IGT has thus invoked its contractual right to terminate A.
Coin's Exclusive Distributorship Agreement executed on June 12, 1993 "the 1993 Agreement"in what has been characterized as a pure "business" or "economic" decision.
Coin, and its president, Mac Seelig, have made tens of millions of dollars and, alleging that they have enhanced IGT's image in the process, seek to prevent termination of their agreement.
Presently before the Court is plaintiffs' motion for a preliminary injunction pursuant to FED.
Plaintiffs bring this case pursuant to the New Jersey Franchise Practices Act "the NJFPA" or "the Act"N.
Their motion also alleges, inter alia, that IGT has tortiously interfered with their contractual relations and defamed them in their business.
Order to Show Cause and for related relief requiring IGT to show cause on May 20, 1998 why a preliminary injunction should not issue.
Following entry of this Order, the parties' engaged in expedited discovery.
By way of stipulation, the parties agreed to present no witness testimony at the hearing and instead presented oral argument on the injunction motion.
See May 14, 1998 Letter of Guy S.
At the conclusion of the hearing and with the consent of the parties, the Court extended the life of the 1993 Agreement for an additional month.
The expiration date is now July 12, 1998.
The matter being ripe for disposition, the Court click the following findings of fact and conclusions of law based on the affidavits, deposition testimony, documents and exhibits presented.
Coin is a New Jersey corporation which has its principal place of business at 201 West Decatur Avenue in Pleasantville, New Jersey.
It is engaged in the business of distributing and servicing slot machines and related equipment for the casino industry.
Mac Seelig, who resides in Absecon, New Jersey, is the President of A.
¶ 1; Seelig Reply Aff.
Mac Seelig's sons Jeffrey and Jerald think game angels and for A.
¶ 1; Jerald Seelig Dep.
Jeffrey Seelig has been A.
Coin's Corporate Finance Manager since May of 1994.
He commenced working for A.
Coin during his teenage years, performing a variety of functions, and began working as Senior Accounting Please click for source for the company after his college graduation.
Jerald Seelig has served as A.
Coin's General Manager for the past five to six years, Jerald Seelig Dep.
He, too, worked for the company during his teenage years.
Defendant IGT is a wholly owned subsidiary of International Game Technology.
¶ 3; Answer ¶ 3.
IGT's principal place of business is in Reno, Nevada, id.
For the past 15 years, A.
Coin has distributed slot machines and electronic gaming devices manufactured by IGT pursuant to various distributor agreements.
B The 1983 Agreement The first written agreement between the parties was signed in April of 1983, pursuant to which A.
Coin began operating as IGT's agent with the exclusive right to distribute IGT products in New Jersey "the 1983 Agreement".
Under the 1983 Agreement, A.
Coin agreed to sell, lease, distribute and promote the sale of IGT products.
Coin received commissions from IGT on each sale, and was entitled to increased commissions if it exceeded established sales thresholds or quotas.
George Drews to Mac Seelig.
The 1983 Agreement required A.
Coin to use its best efforts in selling and leasing IGT's products.
The 1983 Agreement also required A.
Coin to limit its sales exclusively to IGT products and expressly prohibited A.
Coin from selling competitor products of IGT.
Mac Seelig himself agreed to abide by the restrictions on selling competitive products.
¶ 7 and Exh.
At IGT's insistence, A.
¶ 7; Sicari Reply Aff.
¶ 4; Hiltebrand Reply Aff.
Both Sicari and Hiltebrand remain employed at A.
¶ 4; Hiltebrand Aff.
The 1983 Agreement was extensive and detailed, and required A.
¶ 1O ; 3 Display a selection of IGT products, as determined by IGT, at A.
¶ 1N ; 4 Stock an inventory of IGT parts at A.
¶ 2B ; 6 Use its best efforts link sell and lease IGT products id.
¶ 1B ; 7 Keep accurate accounts, books and records and to make reports as required by IGT id.
¶ 4 ; 9 Make collections for IGT, as directed by IGT, and to forward all monies collected on IGT's behalf to its account id.
¶ 5D ; 10 Pay IGT for the sales value of all IGT products and parts that were missing or text symbols and sickle from stock, damaged or rendered unusable from any cause after the products had reached A.
¶ 4 ; 11 Provide IGT access to its premises at all reasonable times for the purpose of checking machine samples, parts in inventory and the sales and service records of A.
¶ 4 ; 12 Act as liaison between IGT and governmental authorities at no cost to IGT id.
¶ 9B ; and 13 Pay all costs of licensing proceedings, governmental investigations and approvals required by law id.
In accordance with its contractual obligations, A.
Coin immediately began promoting IGT's name, selling its products, and developing a customer base which began identifying A.
In a few years, IGT sales flourished in New Jersey due largely to plaintiffs' efforts.
Coin expanded its sales force, marketing facility and lines of business to accommodate that growth and to enhance IGT's sales.
¶ 10; Seelig Reply Aff.
¶ 12; Sicari Reply Aff.
As a result of the success of IGT's and A.
Coin's joint efforts, IGT in 1985 expanded A.
Coin's territory to include Puerto Rico and the Caribbean.
Shortly thereafter, IGT officially appointed A.
Coin as its "authorized dealer for sales http://victory-bet.top/and/national-runners-and-riders.html service" in Puerto Rico.
Redd, IGT Chairman of the Board, to Seelig.
Redd's November 12, 1985 letter recognized that A.
Coin's efforts with IGT "have been a great success.
In 1986, the parties altered their method of selling and promoting IGT's products.
Coin agreed to purchase products directly from IGT and to resell them in A.
Coin's newly expanded territory.
Coin became IGT's exclusive distributor in April 1983, IGT gaming machine sales represented less than 15 percent of the Atlantic City market and its product line was limited to video poker games.
In 1983, Bally Gaming dominated that market with approximately 70 percent of the product sales.
By 1992, however, IGT's market share of 37 percent had surpassed that of Bally's reduced 35-percent share.
Today IGT sales represent 62 percent of the Atlantic City market, whereas Bally's share is 22 percent.
A, April 1998 Market Study.
C The 1993 Agreement On June 12, 1993, the parties entered into the 1993 Agreement, the subject of this litigation.
IGT gave official notification of termination on September 3, 1997.
Thomas Baker Letter of Sept.
Like previous agreements, the 1993 Agreement contemplated renewal on an annual basis.
Upon IGT's specific demand, and as a material consideration for the 1993 Agreement, Mac Seelig agreed to participate substantially in the day-to-day control and operation of A.
Coin, thereby foregoing other commercial opportunities.
Coin specifically requested that the provision requiring Mac Seelig's substantial participation be deleted from the Agreement, IGT refused.
Thomas McCormick Reply Aff.
Coin the sole and exclusive, non-transferable license to purchase for resale, sell, promote and distribute IGT products in New Jersey, Maryland, and the Caribbean.
In addition, paragraph 1C ii of the 1993 Agreement provided for the servicing of IGT's progressive-linked systems games and other slot machines.
Coin was also visit web page exclusive distribution rights to service and sell IGT's replacement proprietary mechanical parts in paragraph 3 of the 1993 Agreement.
The 1993 Agreement requires A.
Coin to perform as follows: 1 To use its best efforts in selling and distributing IGT products id.
¶ 1 ; 2 To purchase IGT products at IGT's then current retail price list, less 25 percent plus tax, shipping and all other costs attendant to delivery id.
¶ 1Hi ; 3 To submit all orders in writing on IGT-provided forms and to pay reasonable expenditures incurred by IGT in connection with any canceled order id.
¶ Hii ; 4 To pay for all orders in full within 45 days from the date of see more delivery to A.
¶ 1Hiii ; 5 To refrain from directly or indirectly soliciting orders for, selling, leasing, promoting the sale of or otherwise dealing in certain products that competed with or were similar to IGT systems or products id.
¶ 1B matchless sun bingo bonus terms and conditions reply 6 To establish and maintain places of business satisfactory to IGT within the territory, i.
§ 1L ; 7 To display advertising material supplied by IGT id.
¶ 1N ; 8 To maintain an inventory of spare parts at its cost to meet customer needs id.
¶ 2B ; 10 To keep and provide IGT with access to its accounts, books and records to facilitate IGT monitoring id.
¶ 5A ; 11 To furnish IGT with monthly estimates or forecasts of A.
Coin's requirements for ensuing months id.
¶ 1I ; 12 To forward immediately every customer complaint, governmental order, advice or communication regarding IGT or its products id.
¶ 5B ; 13 To act as liaison between IGT and governmental authorities, to coordinate and facilitate governmental investigation and location testing for IGT products id.
¶ 10B ; 14 To have all persons employed by A.
Coin properly covered by worker's compensation or employer's liability insurance id.
¶ 1K ; 15 To indemnify and hold IGT harmless from any and all loss, damage, and costs IGT may sustain by reason of claims against IGT on account of acts of employees or agents of A.
The 1993 Agreement also authorized A.
Coin, in Paragraph 1M, to use the IGT and International Game Technology registered trademarks and trade names in connection with the lease, operation, service and repair of IGT machines.
Coin's New Jersey Place of Business With regard to IGT's requirement that A.
Coin maintain a New Jersey place of business, there is no dispute that A.
Coin has met this requirement.
The 1993 Agreement clearly states, in relevant part, as follows: " L.
Dealer Operating Requirement: To provide appropriate representation, and facilitate proper sale and servicing of IGT products, Dealer shall establish and maintain places of business satisfactory to IGT, in its reasonable judgment, as to appearance, sales and service operations, parts inventory, and trained personnel and capital equipment.
Such facilities shall be sufficiently established within the territory or area as set forth above to adequately meet, within IGT's reasonable judgment, the needs of customers within each area for which IGT products are located within the said territory.
Coin employs approximately 132 people, 108 of which are employed at A.
Coin's License to use IGT's Trademarks and Name For nearly 15 years, IGT has referred to A.
Coin as its exclusive distributor in its own brochures, advertising, and other media such as trade magazines and newspaper articles.
Coin to use IGT and International Game Technology registered trademarks and trade names in connection with the sale, lease, operation, service, and repair of IGT machines.
IGT also granted A.
Coin a separate license to use IGT's trademarks, copyrights and designs on outside billboards, in media communications and other similar or related advertising venues.
This license has been periodically renewed and amended to include new IGT trademarks and copyrights as new gaming devices developed.
With IGT's knowledge, and pursuant to the various contractual provisions authorizing and obligating A.
Coin to advertise that it is IGT's exclusive distributor, A.
Coin uses and displays IGT's name in a number of ways: 1 A.
Coin's reception area prominently displays the IGT trade name and logo Seelig Aff.
Coin's company brochure contain IGT's trade name Seelig Aff.
Coin advertises in, among other sources, the Yellow Pages and gaming industry trade publications that it is the exclusive distributor for IGT in New Jersey.
These advertisements contain both the IGT and A.
Coin marks and logos Seelig Aff.
XXX-XX-XXX:8; 153:24-154:18 ; 4 Trucks and vans used to transport shipments from A.
Coin's warehouses to customers prominently display the IGT name and logo and advertise A.
Coin as the "Exclusive Distributor for IGT" Seelig Aff.
¶ 7; Morro Dep.
Coin's letterhead, as well as stationery and business cards combine the A.
Coin and IGT names and logos Seelig Aff.
¶ 7; Morro Dep.
Coin distributes various advertising and promotion materials from IGT, including IGT shirts and bags Seelig Aff.
Coin has ordered and distributed as gifts various other items containing the IGT trade name Seelig Aff.
¶ 29G ; 8 Technician carts, service manuals, testing machines and numerous other items used in A.
Coin's field service people, technicians and inhouse employees display the IGT trade name and logo Seelig Aff.
¶ 7; Morro Dep.
Coin has participated in numerous trade shows in which it has prominently displayed the IGT mark, trade name, logo and products in conjunction with A.
Coin has hosted many customer events on IGT's behalf and has used IGT's trade name in connection therewith Seelig Aff.
¶ 29K; Perskie Aff.
Coin is additionally required to display advertising materials supplied by IGT and to use its service manuals, product brochures, payout percentage sheets and other sales tools provided by IGT to promote the IGT name and the sales of its products.
IGT, moreover, has provided A.
Coin employees with name tags bearing both the IGT and A.
Coin names which they were required to wear at the Las Vegas Gaming Exposition.
IGT has included A.
Coin's name in its own advertisements; one in particular congratulated the Showboat casino on its grand opening and included A.
Coin's name in the advertisement.
IGT has also recognized A.
Coin's efforts and their close relationship.
Coin's reputation throughout New Jersey and other territories has been exclusively as a distributor of IGT games or as IGT's agent.
¶ 49; Sutor Dep.
Coin, in fact, has been referred to as IGT's "Eastern distributor.
Garcia, IGT Sales Director to Showboat Casino; March 19, 1987 IGT Press Release, Casino Gaming Magazine article; Nov.
This reputation click to see more been confirmed by several present and former Atlantic City casino executives.
No less than IGT's former President, David P.
Hanlon, who was once an executive in Atlantic City before becoming IGT's President, testified as follows: Q: During your years as an executive in Atlantic City, did you view A.
Coin as acting interdependently with IGT in connection with slot machine products?
What is your understanding of the term "interdependently"?
A: They sort of worked hand in glove.
Now, during your time and tenure as president of IGT, would that same thing be true, that is, did you view A.
Coin as acting interdependently with IGT?
A: Yes, that was my view at that time, also.
Sutor, Vice President of Finance at Caesars, testified similarly: Q: Would you view them as one and the same in connection with the sale of I.
A: In a way.
When we think about buying I.
I don't know how else to answer it.
Q: You testified earlier that you thought that A.
What do you mean by interdependent?
I mean, if you think about buying I.
That's the ac coin and slot out of business it's been.
So they're almost synonymous.
Tjoumakaris, Senior Vice President of Slot Operations for Caesars, viewed A.
Coin and IGT as being married: Q: During the years that you have been with Caesars, is it your view that A.
Coin's identity and business were synonymous with I.
A: Most of the years that I dealt with A.
Coin as the alter ego of I.
A: Again when you look at the slot product, you could say because of the marriage for so long, vegas dos and don ts could say it's almost the same.
As further evidence of the A.
Coin-IGT interdependence, on one particular occasion, at IGT's request and A.
In that instance, IGT was attempting to sell click at this page is known as the EDT slot tracking system to Caesars Palace, Las Vegas, Nevada and learned that Caesars was instead leaning toward purchasing a slot data system from Bally's, an IGT competitor.
Knowing that Mac Seelig had a good relationship with Caesars' Director of Slot Operations, George Thompson, IGT asked Seelig to convince Caesars to buy IGT's tracking system.
Seelig flew out to Las Vegas, met with Thompson, and closed the sale for IGT the next day.
Neither Seelig nor A.
Coin received any compensation for these efforts.
Coin's Other Businesses A.
Coin has provided additional gaming-related products, such as slot bases, custom designed signs, and IGT-themed glass for use in IGT machines.
Coin also creates custom designs and casino floor plans for individual casinos.
Caesars' Sutor and Tjoumakaris both believed it to be important that A.
Coin was able to offer a full array of products and be a full-service company.
Specifically, it is A.
Coin's Graphics segment which designs glass themes for use on IGT slot machines.
Not only have these custom themes enhanced IGT's sales, but according to Jonas, of Showboat casino, the machines were made more attractive to casino operators and customers.
The Graphics division has, however, consistently operated at a loss.
This division maintains a complete stock of replacement and conversion parts for IGT slot machines and provides service and maintenance virtually on demand a function IGT could not perform on its own.
International Casino Supply "ICS" was created by A.
Coin to allow casinos to buy all of their products from one source.
ICS products include slot bases, casino seating, table games, and keno systems.
For the past four years, this division has operated at a loss, even though IGT is one of its largest purchasers of chairs.
The viability of this aspect of A.
¶¶ 4,6; Seelig Reply Aff.
¶ 14; McCormick Reply Aff.
Coin does have these other divisions within it, and provides customers with other here, the majority of A.
stay and play california sales and income derive from the sale, leasing, and servicing of IGT slot machines.
In 1997, for instance, A.
While there are other aspects of A.
Coin's business arguably related to IGT, this amount alone substantially exceeds the New Jersey Franchise Practices Act requirement that the purported franchisee derive 20 percent of its business from the alleged franchisor.
¶ 67; Robbins Aff.
¶ 15A; McMonigle Dep.
¶ 67; Robbins Aff.
Coin has spent thousands of dollars expanding its storage area in this facility.
This facility is of no use outside the IGT relationship, because it is tailored specifically to comply with A.
Coin's obligations under the 1993 Agreement.
¶ 15A; Sicari Aff.
¶¶ 7, 11; Sicari Dep.
Coin leases three other warehouses totaling over 27,000 square feet, devoted primarily to storing, testing, and servicing IGT gaming devices.
¶ 68; Sicari Dep.
Coin pays a substantial amount of rent on those facilities each month.
Coin recently purchased new radios allowing A.
Coin service technicians to be reached while on call in order to respond to additional service calls, thus enhancing the service response by A.
Coin for IGT's direct benefit.
Coin has also purchased IGT machines every year to be used for demonstrations and which are displayed in A.
¶ 71; Robbins Aff.
¶ 15E; Hanlon Dep.
Coin has purchased other IGT-related products, such as IGT service manuals and testing machines, which cost thousands of dollars and are not usable without the ability to sell and service IGT products.
¶ 71; see Robbins Aff.
¶ 15E; Hanlon Dep.
IGT also required A.
Coin to copy IGT licenses onto computer chips in IGT slot machines.
Over the past 15 years, A.
Coin has spent hundreds of thousands of dollars developing new business for IGT and A.
This has taken the form of receptions, cocktail parties, barbecues, dinners, golf outings and community and charitable events related to the promotion of IGT products.
¶¶ 58, 62-65, 72; Perskie Aff.
¶ 8; Robbins Aff.
¶ 15F; Hanlon Dep.
This is money already spent and has not, and could not, benefit another prospective customer of A.
The same holds true for the monies spent in the past advertising under IGT's trade name i.
¶ 73; Robbins Aff.
With regard to A.
Coin's work force, the company has spent hundreds of thousands of dollars to recruit, train, and retrain its highly technical work force on IGT-specific knowledge.
¶¶ 24, 74; Robbins Aff.
¶ 15H; Seelig Reply Aff.
¶ 13; Sicari Reply Aff.
¶¶ 6, 8-9; Hiltebrand Reply Aff.
¶¶ 7-8, 10-12; Hanlon Dep.
IGT's former president testified that, "To the extent it was an IGT machine, it would have certain things that were different than other manufacturers.
Coin employees have been trained exclusively on IGT's gaming machines and products.
¶ 14; Hiltebrand Reply Aff.
This training has taken place either at A.
Coin's facilities in Pleasantville, New Jersey or at IGT's facilities in Nevada.
Coin employees as to the repair and retraining on IGT machines are transferable.
There being no assertions in his affidavit that he has ever personally repaired an IGT machine, trained or retrained an A.
Coin technician on an IGT machine, reviewed IGT's service manuals which are updated regularly, or reviewed or received any IGT memoranda regarding service updates, Sertell lacks the requisite personal knowledge to accurately testify as to the transferability of A.
Coin employees' training and retraining on IGT gaming devices.
Coin has expended significant resources acting as a liaison between IGT and governmental agencies to facilitate investigation and location testing of IGT machines.
¶ 75; Hanlon Dep.
Most significant was its lobbying and other efforts in 1992 to obtain the repeal of the New Jersey Casino Control Commission regulation which prohibited a casino from using more than 50 percent of any one manufacturer's slot machines.
¶ 77; Perskie Aff.
¶¶ 8-9; Perskie Dep.
As the primary beneficiary of that revised regulation, IGT has been, and learn more here be, able to maintain or increase its market share in Atlantic City.
As a very tangible financial investment, to support the current and anticipated growth of IGT business, A.
Coin arranged for substantial lines of credit and borrowing.
Coin started its IGT slot machine leasing program which required substantial additional cash requirements and resources of A.
Considerable interest requirements have been incurred by A.
Coin to service its debt obligations, which were necessary to operate and build its IGT slot machine and related business.
The non-transferability of a good number of A.
Coin's tangible and intangible assets is clear due to the relative lack of manufacturers nationwide who use distributors; the exceptions to this general trend include 1 a single sales agency relationship was recently established by a small supplier of gaming devices, and 2 by law in Louisiana, slot machine sales to Louisiana river boat operators must be made through a Louisiana-based distributor or agent.
¶ 79; Seelig Reply Aff.
¶ 28; McCormick Reply Aff.
All other major gaming manufacturers, such as Aristocrat, Bally's, and Sigma, sell directly to casinos and do not use distributors.
¶¶ 79, 90, 104; Seelig Reply Aff.
¶ 28; McCormick Reply Aff.
¶ 9; Sutor Dep.
There are two small manufacturers of multi-coin video products VLC and Atronics that use distributors in Atlantic City.
Collectively, these two manufacturers have less than 1 percent of the market, which is not comparable to IGT's 62 percent market share and recognized superior slot machines and systems games.
¶ 9; Tjoumakaris Dep.
The company's predominant sources of revenue derive from the slots, parts, and service of IGT machines.
Based on the analysis of accountant Richard L.
Coin's IGT net revenues ranged from 90 percent for parts, 96 percent for service, 98 percent for slot sales, and 99 percent for leasing.
¶ 9 and Exh.
IGT has presented no evidence that A.
Coin has not performed its obligations satisfactorily under the 1993 Agreement or engaged in wrongdoing of any kind.
Coin's access to top Atlantic City casino officials.
He has known most of the casino operators in Atlantic City for the past ten to twenty years.
There is, in fact, testimony that Seelig was approached by various gaming manufacturers about distribution of their product during the period of his obligation to IGT.
Coin's employees have consistently promoted IGT's products as being superior to the products of other gaming device manufacturers and have explained the inferior nature of competitive products.
¶ 9; Sicari Reply Aff.
¶ 17; Hiltebrand Reply Aff.
¶ 16; Sutor Dep.
Coin would have a substantial credibility problem if it suddenly began marketing and promoting another supplier's products as being "superior," assuming there was a comparable supplier available.
¶¶ 38, 57, 78-19, 90; Seelig Reply Aff.
¶¶ 7-10; Perskie Aff.
¶ 10; Sicari Reply Aff.
¶ 9; Hiltebrand Reply Aff.
¶¶ 15-16; Hanlon Dep.
Between 1978 and 1980, A.
Coin had distributed reel slot machines manufactured by a company known as Jennings Manufacturing "Jennings".
Sometime thereafter and until 1982, A.
Coin distributed reel slot machines made by a company called Gamex.
These two manufacturers were not truly competitors of IGT because of the difference in their product lines.
The transition from Jennings and Gamex to IGT was not as difficult as was the transition from Jennings to Gamex because IGT's product line was limited to video poker and Gamex was not a true competitor of IGT.
Moreover, the transfer of physical assets and employees from Gamex to IGT was not an issue in 1983 when A.
Coin and IGT first began their relationship.
At that time, A.
Coin's office was located in Mac Seelig's home.
Coin had a small warehouse, two small forklifts, two service vehicles, four technicians, one bookkeeper, and one secretary.
There is a substantial difference in A.
Coin's physical assets and work force such that the nature of any potential transition from IGT to another manufacturer would not be nearly as simple.
Indeed, IGT's former president and CEO, David Hanlon, testified that it would be difficult, if not impossible, for A.
Coin to transfer its good will and reputation ac coin and slot out of business IGT to a different product line because Mac Seelig was such an extremely vocal proponent of IGT and the quality of IGT's products.
Coin were able to distribute another manufacturer's slot machine or if the customers were willing to give A.
Coin has no other deals lined up to replace IGT as a customer.
Once the current 1993 Agreement between the parties expires, A.
Coin loses its ability to sell, distribute, and service IGT slot machines, with no slot machine manufacturer of comparable prestige to fill the void.
Tjoumakaris, the Caesars here, testified that Caesars would not simply buy any product outright that A.
Coin click to offer without finding out exactly what the product is capable of producing in terms of revenue.
Dave Jonas, of the Showboat, testified in similar fashion: Q: Well, let me ask you this: You testified earlier that I believe it was 70 percent of your casino floor is comprised of I.
Q: How much of your floor is comprised of Bally machines?
A: It's less than 15 percent.
The only reason we have any is because the law required us to have Bally machines as of a couple of years ago.
As quickly as I can get them out of here is how I'm how we're proceeding right now.
Q: So if A.
Seelig, or any representative of A.
Coin came to you after their agreement with I.
A: I would not purchase any Bally product that either A.
Coin or Bally could demonstrate to me was better than what I already have on the floor, unless it was substantially better than what I have out there right now.
Coin, Mac Seelig or any of the representatives would have a very difficult time trying to convince you now after selling I.
A: They would have their work cut out for them.
Q: In your view, would they have credibility problem trying to establish the Bally machine is better than the I.
A: Only because the product is clearly not at this point.
Coin were to be the distributor for another manufacturer.
So that I am absolutely clear, is it fair to say that, assuming we have equally attractive products to the customers from by one manufacturer in comparison to another, that there would be no credibility problem, in your mind, in dealing with Mac Seelig and A.
Coin as a distributor for another manufacturer other than IGT?
Q: So the answer to my question is yes, you would have no credibility problems?
A: There would be no credibility problem.
At this point in the industry, IGT products are clearly superior.
Some of these same executives have testified that they would be willing to entertain other proposals if Mac Seelig was involved.
For instance, Sutor testified: "A couple of weeks ago Mac said that he was looking at the possibility of doing a business relationship with another slot machine manufacturer, someone who could have systems games, and that's very attractive to me and to the industry, to have a system compete with I.
He further added that if a system was offered through A.
Coin, he would have no difficulty purchasing it simply because Mac Seelig had once been associated with IGT.
Patrick McKoy, Senior Executive Vice President of the Atlantic City Hilton similarly stated that they would have no problem dealing with A.
Coin as a distributor of another manufacturer's machines.
Showboat's Jonas also stated that he would have the same high regard for A.
Coin in the future if it became the distributor for another manufacturer.
Presently none of these executives have extended to A.
Coin any firm offer of business comparable to that of IGT.
They all speak in terms of future possibility rather than concrete willingness.
To the extent that these executives have testified that they would be willing to entertain another relationship involving another manufacturer's gaming machines, when IGT's are clearly recognized as superior within the industry, and where it would be less expensive to deal directly with IGT rather than through the extra conduit of a distributor, their testimony is not credible.
Mac Seelig has stated publicly that A.
Coin's businesses not covered by the 1993 Agreement, together with any other possible post-IGT distributorships, will allow his company to remain viable.
In a telephone conversation with IGT President G.
Mac Seelig also admitted in his deposition testimony that he told a reporter for the National Gaming Summary trade publication that he "believes his company, which started off with four employees and now has more than 120, will continue to grow, with or without IGT.
He also testified that he was not lying when he told that reporter: "We see this nonrenewal of the 1993 Agreement as a chance to reach the next level.
It will open up a world of new opportunities for us.
Conclusions of Law A.
The Standard for Preliminary Injunction The standard for the granting of a preliminary injunction in the Third Circuit is well settled.
The movant must show: 1 a reasonable probability of ultimate success on the merits; 2 that the movant will be irreparably injured or "harmed" if relief is not granted; 3 that the relative harm which will be visited upon the movant by the denial of injunctive relief is greater than that which will be sustained by the party against whom relief is sought; and 4 the public interest in the grant or denial of the requested relief, if relevant.
Jiffy Lube Int'l, Inc.
Success on the Merits The "success on the merits" prong is undoubtedly the injunction element upon which the New Jersey Franchise Practices Act exerts the most influence see also the "public interest" section, infra, at III E.
As such, in order to determine whether plaintiffs will likely succeed on the merits, the Court must review the purposes and requirements of the Act and apply them to the facts found above.
At this very early stage of the case, on an application for injunctive relief, the movant need only "make a showing of reasonable probability, not the certainty, of success on the merits.
The elements required to find a franchise under the Act include: 1 a "community of interest" between the franchisor and the franchisee; 2 the franchisor's grant of a "license" to the franchisee; and 3 the parties contemplation that the franchisee would maintain a "place of business in New Jersey.
Prompted in large measure by the practices of automobile manufacturers and major oil companies, the New Jersey Legislature enacted the NJFPA in 1971.
The Act was designed to protect against indiscriminate termination by providing that "it shall be a violation of this act for a franchisor to terminate, cancel, or fail to renew a franchise without good cause.
§ 56:10-5 emphasis added.
The Act has been interpreted to cast a broader net to encompass more diverse business relationships than the prototypical franchise situation such as a car dealership or fast food restaurant.
Generally speaking, the Act does not protect all franchisees.
Noteworthy is the NJFPA's requirement that a franchise be terminated only for "good cause" that is, the failure of the franchisee substantially to comply with the requirements of the franchise agreement.
Gallo GMC Truck Sales, Inc.
This bill gives neither the franchisor nor franchisee the upper hand.
What it does, however, is to prevent arbitrary or capricious actions by the franchisor who generally has vastly greater economic power than the franchisee.
We do not say that a franchisee is entitled to his franchise under all circumstances.
If he is not doing the job required of other franchisees in similar circumstances, we agree that he should stand to lose his franchise.
But if he is meeting reasonable and non-discriminatory standards, he should have the full right to retain the privileges that go with the franchise.
A-2063 is based on this premise.
Hearing on Bill 2063 Before the New Jersey Assembly Judiciary Committee, Mar.
It is a violation of the Act, therefore, to cancel a franchise for any reason other than the franchisee's substantial breach, even if the franchisor acts in good faith and for a bona fide reason.
Good cause supporting a termination in the case at bar is noticeably absent.
IGT has presented no evidence that A.
Coin was inadequate in its duties under the 1993 Agreement.
There are no allegations of wrongdoing justifying termination.
Rather, there is nothing but praise from IGT in the very letter from G.
Thomas Baker, IGT's President, which sparked this litigation:.
Our company believes that ACCS has acted not only in its best interest but also in IGT's best interest in New Jersey as well as the other territories covered by our distributorship agreement.
Many of us at IGT have also enjoyed a professional and personal relationship with you, your family and your employees.
These issues are not in question.
However, as you know our distributorship agreement expires on June 12, 1998.
After reviewing all of our options in New Jersey, taking into consideration numerous factors, we have concluded that IGT should assume the responsibilities currently contracted to ACCS in New Jersey, Maryland and the Caribbean Islands.
This is a business judgment made by the management team at IGT, and it is a judgment in which I concur.
I sincerely hope that upon reflection you will understand that this is a decision that IGT has made in the interests of its shareholders.
Baker Letter of Sept.
Recognizing the mutual benefit built up over the years between the two companies, Baker's letter does not constitute what is traditionally known as good cause.
As the New Jersey Supreme Court has explained: Community of interest exists when the terms of the agreement between the parties or the nature of the franchise business requires the licensee, in the interest of the licensed business's success, to make a substantial investment in goods or skills that will be of minimal utility outside the franchise.
To find a "community of interest," then, two requirements must be met: 1 the distributor's investments must have been substantial franchise-specific investments and 2 the distributor must have been required to make these investments by the parties' agreement or the nature of the business.
Arguably the most central dispute in this case is which precedents are to be accorded greater persuasive weight in construing the Act's elements federal case law from the Third Circuit or that of New Jersey courts construing their own state law.
For the following reasons, the Court finds the latter to be more persuasive.
It goes without saying that a federal court sitting in diversity must apply, and give appropriate deference to, the substantive law of the state in which it sits.
See generally Erie R.
Tompkins,58 S.
In so doing, a federal court must first turn to the construction given to statutes as applied by the highest state court in this case, the New Jersey Supreme Court.
The story of federal case law interpreting the Franchise Practices Act for most of the past ten years has been one of prediction, in the absence of a definitive New Jersey court ruling giving life to the Act's statutory language.
It is these cases upon which IGT places primarily reliance.
IGT contends that the appropriate test for whether A.
Coin has satisfied the "community of interest" requirement was first set forth in Colt Indus.
In Colt, Judge Higginbotham, writing for the panel majority, appropriately looked to the robbers fruit youtube machine cops and case on the Act available at the time, Neptune T.
Litton Microwave Cooking Prods.
In an effort to give meaning to the then largely undefined "community of interest" requirement, the majority stated that, "Courts analyzing whether an alleged franchisee is part of the class that is protected by the Act have looked for specific proof, focusing on certain indicia of control by the supposed gambling a signs and symptoms addiction of over the supposed franchisee.
In affirming the district court's finding of no indications of interdependency or control between Fidelco and Colt, and that the relationship was a cooperative one, Colt Indus.
The sales meetings at Fidelco's locations and the advertising and promotional materials, for example, demonstrated no more than cooperation in selling compressors.
These sales meetings were not mandatory training for Fidelco's employees, nor was there a Colt-mandated method for selling the product.
In addition, the advertising and promotional materials provided to Fidelco by Colt were only suggested, not required.
In sum, Fidelco failed to establish that it was subject to the whim, direction and control of http://victory-bet.top/and/online-gambling-facts-and-figures.html more powerful entity whose withdrawal would shock a court's sense of equity.
In dissent, Judge Rosenn began by noting that, sitting in diversity, the court should apply New Jersey law.
Quoting the Neptune T.
The Grand Light court, as pointed out by the Colt dissent, recognized the dangers inherent in overextending the scope of the Connecticut Act and thus reasoned that the franchisor's "control" of the franchisee is the essential precondition of the franchise relationship.
Among the indicia of control noted by the Grand Light court were the "franchisor's auditing of books and inspection of premises, control of lighting, employee uniforms, prices, trading stamps and hiring, establishing of sales and management training and financial support.
As the dissent noted, the Connecticut Act, unlike its New Jersey counterpart, contained no "community of interest" requirement.
As such, the court's adoption of the "control" test constituted an error of law.
The Third Circuit's general uneasiness in the absence of a New Jersey Supreme Court ruling with its formulation of the Act's "community of interest" requirement was evident less than a year later in New Jersey American, Inc.
We have dealt with this problem by focusing on whether the agreement between the licensee and licensor contemplates such future investment.
That approach, to some extent, fudges the issue, but in the absence of guidance from the New Jersey courts, we are unable to devise an approach that better effectuates what we believe to be the purposes underlying the Act.
A subsequent Third Circuit case, Cassidy Podell Lynch, Inc.
That court, too, indicated that the New Jersey Supreme Court had yet to define the community of interest element.
In Cooper Distributing v.
Amana Refrigeration, 1992 U.
The court took the opportunity to construe not only the license element of the Franchise Act inquiry, but also the Act's other requirements.
While the ISI court recognized generally that the community of interest requirement was designed to address the inequality of bargaining power typical of a franchise relationship, and of the "vulnerability of the franchisee to an unconscionable loss of his tangible and intangible equities," id.
Nowhere in the court's community of interest inquiry does it specifically are there any 18 and older casinos in vegas anything resembling the "control" test superimposed on the Act by earlier federal decisions.
Although IGT seems to assert that the ISI court relied on Cassidy, 944 F.
To be entirely complete, the ISI court, in distinguishing the business relationship among the litigants before it from that which existed in Colt, mentioned that in Colt "the purported franchisee had a non-exclusive distributorship and was subject to little or no control by the manufacturer.
Yet the mere mention of the word "control" does not an element of the "community of interest" test make, particularly in light of its being buried deep in the ISI court's lengthy and fact-sensitive analysis of the ISI-CCC relationship.
The ISI court's quiet avoidance of the "control" test as first adopted by Colt is also apparent in Cooper Distributing Co.
Amana Refrigeration, 63 F.
Conspicuously absent from the Amana II's "community of source analysis is any inquiry under the Colt "control" test.
Contrary to IGT's contention, then, pre- ISI cases cannot be deemed by this Court to be the more controlling authorities on interpretation of the Act.
As recounted in the Court's findings above, A.
Coin has made numerous franchise-specific investments which were necessary given the nature of the business relationship.
Such activity on behalf video game developer publisher IGT has caused casino executives to view IGT and A.
Coin as having worked "hand in glove," and "inter-dependently.
So they're almost synonymous.
Looking to the ISI decision, the relationship between IGT and A.
Coin has sufficient hallmarks of a "community of interest" such that A.
Coin enjoys a reasonable probability of success on the merits.
With regard to the franchise-specific investment requirement by the alleged franchisee, the ISI court noted that the franchisee there had purchased, in terms of tangible capital assets, the following: office facilities, 130 N.
The ISI franchisee had also maintained inventories.
In the case at bar, A.
Coin has purchased all of the above Seelig Aff.
¶¶ 29, 35, 69, 76, 80.
Coin has invested in a marketing facility modified and expanded to sell, service, and modify IGT products.
Specifically, this facility includes a specialized security system and IGT license copying room, "signage" and glass areas, repair areas, a show room, and inventory control system.
While IGT claims that theoretically such investments are transferable, there is presently no other IGT competitor to which A.
Coin could devote such a significant volume of facility space and hardware.
Instead of the specialized computers to demonstrate software and programs purchased by the ISI franchisee, A.
Coin has comparably purchased IGT showroom models for demonstrations to customers.
Coin has gone beyond what the ISI franchisee had done in terms of tangible franchise-specific investments in other ways.
Coin has purchased IGT service manuals, id.
¶¶ 29, 80, and has leased additional warehouse space on which it must pay rent.
Coin has developed a client base for IGT at Atlantic City's casinos, which base it did not have when it entered into its first contract with A.
It has been advertised as IGT's exclusive distributor.
Coin also points to a litany of other intangibles which are over and above what was accomplished by the ISI franchisee.
Coin also used IGT-provided promotional materials.
It has formed special divisions to address specific customer needs not adequately handled by IGT on the manufacturing end of production, such as inventory and glass divisions.
Coin has provided seven-day-per-week, 24-hour service on Yokohama radio machines in Atlantic City, id.
¶ 43, accepted trade-ins of outdated IGT machines, id.
¶ 25, and repaired and corrected manufacturing defects for customers, id.
Coin has made franchise-specific investments which are ac coin and slot out of business transferable to other manufacturers, such as their past hosting of special customer and charitable events, id.
¶¶ 58, 62-65, and importantly, their lobbying efforts on IGT's behalf, id.
Many of these past activities were required by A.
Coin's contract with IGT and cannot benefit of any future manufacturer A.
Coin download games myplaycity and free potentially acquire as a customer.
IGT's reputation and its place in the market are already established.
While the ISI court did not adopt the "control" test as formulated in Colt, it did view the relationship before it as one where the franchisee was required under its contractual obligations to perform certain functions.
In ISI, the franchisor, CCC, required ISI to use promotional materials, 130 N.
Coin has been required by IGT to do the same.
¶¶ 16,17,18, 30, 84, 86.
In ISI, the franchisee had to ensure that all efforts be directed to developing demand for the manufacturer's product.
The same holds true for A.
The franchisor in ISI similarly imposed competitive restraints, 130 N.
Coin was required to work under similar constraints, see Seelig Aff.
¶¶ 17, 23-24, 84, 89, and to hire two IGT employees, id.
Beyond what was described in ISI, A.
Coin followed IGT guidelines regarding communications with IGT, id.
¶ 83, used IGT supplied order and service forms, id.
¶ 84, paid all costs related to licensing, governmental investigation and approvals, id.
¶ 8, and provided trademark use reports, id.
Like the franchisee in ISI, which had to satisfy certain quality standards, A.
In both cases, the alleged franchisees' employees were trained by the manufacturer.
The ISI court also focused on the economic dependence of the alleged franchisee claiming the existence of a franchise.
It found that 97 percent of that company's revenue derived from the sale of the manufacturer's products, 130 N.
Coin claims that approximately 76 percent of its revenues derive from the sale, lease, and servicing of IGT products.
In that case, the New Jersey court found joint cooperation in resolving maintenance problems, 130 N.
In this case, A.
Coin has done the same and more.
It has corrected engineering problems and serviced manufacturing defects, Seelig Aff.
¶¶ 40-43, engaged with IGT in joint promotional activities and special events, id.
The two companies have also jointly introduced gaming devices and worked to perfect new progressive games.
Coin has worked to protect IGT's name and reputation.
For purposes of satisfying the preliminary injunction requirement that the movant demonstrate a reasonable probability of success on the merits, the Court concludes that based on the record before it, the above examples of franchise-specific investment, which were required to be made and which were necessary to the conduct of the business, are sufficient for plaintiffs to meet their burden.
Simply because a franchisee is permitted to use the franchisor's insignia, an act that would normally "not be allowable" under trademark laws, does not in itself create a license.
Otherwise, "any business selling a name brand product would, under New Jersey law, necessarily be considered as holding a license.
It means "to use as if it is one's own.
It implies a proprietary interest.
Merely selling goods or distributing materials bearing the manufacturer's name or trademark does not "license" use of the "trademark.
While the ISI court declined to adopt the requirement that the franchisee be the alter ego of its franchisor, it noted: Even were we to seek an alter-ego standard for the franchise-license requirement, the record is replete with evidence that such a merger of identity actually existed.
ISI's reputation throughout the Northeast has always been exclusively as a CCC distributor.
Another aspect found important to the ISI court was the requirement that the franchisee educate and train customers.
Coin, too, trains its customers.
Above and beyond A.
Coin's employees' wearing of name tags, and the display of IGT signs and logos on almost everything identified with A.
Coin, IGT's end product which reached customers have an identity integrally related to A.
IGT's slot machines were not directly "off the shelf.
Coin has submitted credible evidence that A.
Coin and IGT have customized machines for customers, and A.
Coin has completed unfinished IGT machines.
Rather, their success on the gaming floors of Atlantic City was, and has been, the result of a combination of IGT's manufacturing and A.
Coin's own modifications, improvements, and exploitation.
The ISI court further noted that the ISI-CCC relationship was characterized by certain other incidents worthy of protection under the Act.
For instance, the court found that the franchisee was granted an express right to use the franchisor's name and trademark, 130 N.
These aspects of A.
Coin's business are discussed above in the Court's findings.
By virtue of the 1993 Agreement, A.
Coin is explicitly authorized to use IGT's trade marks.
In just about every advertisement and at every promotion, both A.
Coin's and IGT's logos appear together.
The statements from Atlantic City casino executives suggest that A.
Coin has shown that it stands a reasonable probability of ultimately proving that its customers reasonably perceive a connection between IGT and A.
Similarly, IGT's past statements in trade publications and advertisements noting that A.
Coin is its New Jersey distributor suffices to show at this stage of the proceedings that IGT has "vouched" for A.
Based on the factual findings made above, the Court concludes that A.
Coin has provided sufficient evidence at the preliminary injunction stage that it, too, is worthy of a characterization similar to that accorded to the franchisee in ISI.
The NJFPA defines "place of business" as: a fixed geographical location at which the franchisee displays for sale and sells the franchisor's goods or offers for sale and sells the franchisor's services.
Place of business shall not mean an office, warehouse, a place of storage, a residence or a vehicle.
ISI's only business location was a 6,000-square-foot facility on the sixth floor of a commercial office building in Hackensack, New Jersey.
ISI specifically constructed its facility so that its franchisor's products could be demonstrated and instruction given to customers.
The Act requires a sales location in New Jersey; mere distribution through an office of warehouse is insufficient.
IGT does not seriously contest that A.
Coin has maintained a New Jersey place of business.
Anyone buying IGT slot machines in Atlantic City the casinos had to buy them at A.
Coin's Pleasantville, New Jersey location.
Indeed, in the 1993 Agreement, IGT specifically admits that A.
Coin's Atlantic City facility is satisfactory.
Irreparable Harm Having determined the legal aspects of this case whether A.
Coin has made a threshold showing under the Act, the Court turns to the equitable considerations bound up with any and more ames for injunctive relief.
Whether an injunction will be granted rests, inter alia, with plaintiffs' showing that they will be irreparably harmed if injunctive relief is withheld.
The availability of adequate monetary damages undermines a claim of irreparable injury.
Frank's GMC Truck Ctr.
Purely economic injury, compensable in money, cannot satisfy the irreparable injury requirement.
Where a plaintiff fails to adduce proof of actual or imminent harm which otherwise cannot be compensated by money damages, an injunction cannot issue.
The preliminary injunction must be the only way of protecting the plaintiffs from harm.
See Instant Air Freight Co.
Mere injuries, however substantial, in terms of money, time and energy necessarily expended in the absence of a stay are not enough.
The possibility that adequate compensatory or other corrective relief will be available at a later date, in the ordinary course of litigation, weighs heavily against a claim of irreparable harm.
Murray,90, 94 S.
More than a risk of irreparable harm must be demonstrated.
New Castle County, 40 F.
In Acierno, the Third Circuit concluded that plaintiff real estate developer had not shown irreparable harm where Newcastle County, Delaware refused to issue a building permit for development of a shopping mall after plaintiff had let the project sit for twelve years after approval of his development plan.
This loss could be particularly susceptible to measurement by money damages.
The Acierno court was particularly focused on plaintiff's many other development options.
Unlike this busy land developer in Delaware, who had many different and non-unique land deals going on at the same time, the relationship in the case at bar is between two well-acquainted and long-standing companies who have dealt exclusively with each other in Atlantic City.
There is only one IGT.
With certain exceptions, most notably Louisiana's in-state distributor requirement, the A.
Coin-IGT relationship is unique.
Because of Atlantic City's development, and an accident of history, the industry's leading slot machine has made its way to casino floors because of a distributorship relationship which exists in virtually no other gaming jurisdiction.
Part of this development clearly is attributable to A.
Coin's lobbying on IGT's behalf to eliminate the "50 percent" Rule, which prohibited casinos from stocking more than 50 percent of any one slot machine manufacturer's products on their gaming floors.
Indeed it could be argued that the way things were done in the past often constitutes an impediment to future progress.
Preventing IGT from selling directly to its customers, as it wishes to do, may be such an impediment.
It is in a sense a constraint on a party's freedom of contract.
But the continuation of this special relationship and special way of doing business, is, in the words of the Acierno court "uniquely important" to Mac Seelig and his family-run operation and something the New Jersey Franchise Practices Act itself protects from disruption by authorizing injunctive relief in appropriate circumstances.
IGT nevertheless contends that the termination of the this web page Agreement is quantifiable in money damages by specific reference to A.
Coin's past sales figures and gross earnings.
The case of Semmes Motors, Inc.
In Semmes, the plaintiff automobile dealership sought to enjoin the manufacturer from interfering with its customer relations and from terminating its dealership.
Among other reasons for Ford's actions against the plaintiff, Ford's own audits revealed allegedly fraudulent reimbursement claims made by the dealership to the manufacturer for repair work that was never done.
Without reaching the merits of these contentions, Judge Friendly found unpersuasive Ford's contention that Semmes had not demonstrated resulting irreparable harm from its termination of the dealership.
He found that there was something else present something intangible that was not quantifiable in monetary terms: Of course, Semmes' past profits would afford a basis for calculating damages for wrongful termination, and no one doubts Ford's ability to respond.
But the right to continue a business in which William Semmes had engaged for twenty years and into which his son had recently entered is not measurable entirely in monetary terms; the Semmes want to sell automobiles, not to live on the income from a damages award.
Moreover, they want to continue living.
Before addressing the balance of the hardships prong of the injunction inquiry, Judge Friendly bolstered his analysis of plaintiff's case for irreparable harm by reference to Judge Goodrich's finding that "a judgment for damages acquired years after his franchise has been taken away and his business obliterated is small consolation to one who, as here, has had a Ford franchise for many years.
In the Third Circuit, Semmes has given rise to a significant progeny of courts following its lead in concluding that the termination of a long-standing business relationship can result in irreparable harm.
Dobbs, Remedies § 12.
It goes without saying that if IGT were allowed to terminate the 1993 Agreement, and with no comparable manufacturer to take IGT's place on the horizon, A.
Coin would not have a need for nearly the number of employees it currently has on its payroll.
Eastern District of Pennsylvania cases are in accord.
With reference to Semmes, 429 F.
Recognizing this favorable treatment of Semmes in the district courts of the Third Circuit, the court more recently in McCarthy v.
In Amana I, 1992 U.
Coin would represent another manufacturer's products.
IGT overemphasizes the fruitfulness of Seelig's discussions.
A review of the deposition testimony given by these top executives reveals that they would merely listen to, or entertain proposals from, A.
Coin on behalf of another slot machine manufacturer.
The fact is, however, that none of these "deals" is set in stone.
That casino executives might listen to new offers is a far cry from having arrangements made to fully replace one's only substantial client.
As it stands now, termination is imminent, with no indication of anything materializing that comes anywhere close to the magnitude of A.
Coin's relationship with IGT.
With nothing on the horizon, the immediate and actual harm plaintiffs can expect to suffer is, as of termination, that they lose their very valuable supply line to IGT.
The relationship would be severed.
Coin could no longer earn revenue from servicing IGT machines or visit web page the local sales or leasing conduit for IGT games.
Mere sales talk of future cooperation with Mac Seelig does not redress the immediate consequences of IGT's present termination of A.
Although not cited by either of the parties in their briefs, IGT relied heavily at oral argument on Westfield Centre Serv.
Coin's threatened injury is of the type compensable in monetary damages.
Where, as here, a franchisor's decision to terminate a franchise is based on source fide business reasons, an injunction would not be available except for temporary relief.
In the case of a permanent injunction, counsel's interpretation indeed would be correct.
This interpretation is inapplicable to the case at bar for one simple, obvious reason: Plaintiffs do not, at this stage, seek a "permanent" injunction.
They seek a preliminary injunction to maintain the status quo pending an ultimate resolution of this litigation.
The quoted language above from the Westfield court explicitly states that an injunction is available for "temporary relief" where the decision to terminate a franchise is based on "bona fide business reasons.
Its essence is captured by the president of IGT's letter which triggered this lawsuit: "This is a business judgment made by the management team at IGT, and it is a judgment in which I concur.
I sincerely hope that upon reflection you will understand that this is a decision that IGT has made in the interest of its shareholders.
It is clear from oral argument that IGT's able counsel must have recognized the distinction between the preliminary nature of the relief sought by A.
Coin and the language of permanent relief discussed by the Westfield court.
This analysis, too, is not persuasive for another simple, obvious reason: This is not just a "damages" case.
Plaintiffs' very first count of their Amended Complaint is one for declaratory judgment pursuant to 28 U.
§ 2201, seeking the maintenance of the A.
This Court is vested with the power to declare and adjudicate A.
Coin's rights and other legal relationships of all the parties to the instant action with reference to the issues raised by this Complaint, specifically to declare that A.
Coin is a franchise, that IGT's prospective termination of the franchise is without good cause, that A.
Coin is entitled to injunctive relief, that IGT has violated A.
Coin's contractual rights and that IGT has engaged in tortious conduct against A.
Coin as alleged herein.
As such, IGT's characterization that there is no need to maintain the status quo pending a determination of damages is misplaced.
Neither is the inquiry whether "Humpty Dumpty" or A.
Coin will be put back together again at a later date.
Also crucial to the Court's analysis is A.
Some casino executives have expressed some reservation about instantly jumping at the prospect of Mac Seelig marketing a new product after all these years of telling them that IGT's products are superior.
When the 1993 Agreement terminates A.
Coin will lose its direct supply line to the most sought-after gaming machines in the industry.
This is hardly a remote, theoretical injury; it is actual and immediate.
These casino executives credibly testified that given, IGT's recognized superiority in the gaming industry, they would not instantly jump at a new product pushed by Mac Seelig unless it were on par with IGT's games.
The present state of the industry suggests that no such product exists.
Dave Jonas' comment that he has been gradually attempting to remove Bally's products from his Showboat gaming floor bolsters this conclusion.
While there are other aspects of A.
Coin's business its various divisions nothing these cottage industries produces compares in prestige to the exclusive right to sell, lease, and service IGT products.
IGT, in this regard, misses the point.
Coin has other possibly viable aspects of its business is irrelevant for purposes of the NJFPA.
Indeed, this is because the Act itself contemplates as a base line threshold that the purported franchisee only maintain a 20 percent level of business from the franchisor.
If only a "mirror-image" relationship could constitute a franchise, the New Jersey Legislature would have added a superfluous requirement into the Act.
The Balance of the Relative Harms Many of the injunction cases cited by the parties do not reach the issue of the balance of the harms in the event an injunction is granted.
The reason for this is that most courts find that the plaintiff fails to establish a reasonable likelihood of success on the merits or cannot demonstrate the requisite irreparable injury.
As such, they never reach the balancing of the equities required by the third injunction prong.
In Amana I Judge Barry reached this prong and held that where a major appliance manufacturer, Amana, wished to terminate its "franchise" agreement with its local distributor, the issuance of an injunction would not harm Amana more than its "franchisee.
IGT asserts that if it is not allowed out if its current relationship with A.
Coin it will be unable to control its own sales, pricing, and marketing in Atlantic City.
Without any further elaboration by IGT, the Court only reads this as an ability to earn greater profits, a factor which, as Judge Barry has suggested, does not outweigh the potential harm it may cause to a plaintiff.
Coin and IGT's consequent inability to set its own prices is the direct cause of such higher costs borne by such customers.
IGT's customers, however, are not before this Court.
Whatever cost-related injuries they may suffer by paying higher prices as a result of IGT's contractual obligation is irrelevant to the balance of the hardship between the litigating parties.
IGT has not demonstrated what it stands to lose by the granting of an injunction against it.
Rather, as plaintiffs point out, all IGT stands to lose are additional profits to be gained in eliminating its distributor and dealing directly with the casino executives for the sale of its slot machines.
Moreover, IGT has "dealt most profitably" with A.
Coin over the past 15 years.
IGT is, bar none, the leading manufacturer of slot machines.
Forcing IGT to continue to enjoy its profits and ever-increasing reputation, when compared to the impact on A.
Coin, is a small price to pay during the pendency of this action.
The court must look to the public policies embodied in the laws which are the subject of the action.
When enacted, the drafters of the Act recognized that although both parties to a franchise relationship may reap economic benefits therefrom, the disparity in their respective bargaining power may lead to unconscionable provisions in franchise agreements.
Franchisors are apt to draft contracts permitting them to terminate or refuse to renew franchises at will or for a wide variety of reasons including failure to comply with unreasonable conditions.
The unfortunate result was that some franchisors terminated or refused to renew viable franchises, leaving franchisees with nothing in return for their investment.
In Shell Oil Co.
Writing for the court, he declared such clauses void as against public policy.
It is therefore necessary in the public interest to define the relationship and responsibilities of franchisors and franchisees in connection with franchise arrangements.
The Act's legislative statement, moreover, provided as follows: New Jersey would do the same in this bill which, through the courts, would rule out arbitrary and capricious cancellation of franchises while preserving the right of franchisors to safeguard their interests through the application of clear and nondiscriminatory standards.
The bill would protect the substantial investment tangible and intangible of both parties in the various franchises.
It would rule out economic coercion as a business tactic in this most sensitive field.
The New Jersey Legislature has been asked many times in the past to deal on a piecemeal basis with various problems growing out of the franchise relationship.
This bill would provide a comprehensive statutory formula for resolving a wide range of questions growing out of the franchise relationship.
Statement Accompanying Assembly Bill 2063 1971.
The Act, at its essence, is a legislative solution to a problem identified by the New Jersey courts before its passage: ".
The parties dispute the nature of their past contract negotiation sessions.
Plaintiffs claim that they were conducted "at arm's length," while IGT contends that A.
Coin was with Seelig calling the shots no mere tiny competitor in a world of giants but rather a sophisticated business entity.
Coin's failure to satisfy such a condition.
Coin has performed all of its contractual obligations, as IGT readily concedes.
Coin can show with a reasonable likelihood of prevailing on the merits that IGT had no good cause.
The dispute in this case could not have been remedied by more equal bargaining power.
But after ceaselessly promoting IGT's products as superior, making IGT what it is today, hosting parties to benefit IGT, fixing IGT machines on a 24-hour basis and making improvements to them, jointly advertising with IGT, A.
Coin could be left with nothing to show for its numerous investments and its 15 years worth of effort.
This the Act was designed to proscribe.
Injunction Bond At the conclusion of oral argument on May 20, 1998, the Court ordered the parties to submit proposed findings of fact and conclusions of law by May 29, 1998.
Immediately thereafter, the following colloquy ensued: MR.
CALMANN: Your Honor, would our findings of fact and proposed conclusions of law be submitted on the 29th?
CALMANN: Okay, then I will talk to Mr.
THE COURT: By the close of business on the 29th, and you do it independently of each other.
You can exchange them, but do them independently of each other.
I don't want any responses to them, just let the other side know what you proposed to me.
May 20, 1998 Hr'g Tr.
Following the submission of two affidavits in support of IGT's demand for bond, and A.
Coin's submission of a brief and affidavits in opposition thereto, and in violation of the Court's explicit directive that there were to be no responses, IGT filed additional reply affidavits and a brief presenting legal arguments contrary to those raised in A.
By way of a letter dated June 24, 1998, counsel for A.
Coin pointed out that, based on the Court's directive, no additional reply materials were to be submitted.
See June 24, 1998 Letter of Arnold B.
more info, Esquire, at 1-2.
Included in this very letter was yet more informal letter briefing in reply to IGT's unauthorized reply materials.
Also filed on June 24, 1998 on A.
Coin's behalf was yet another reply affidavit, this time of Richard L.
This case throughout has been remarkably well litigated, the briefing professional and civil, and counsel have thus far conducted themselves in an exemplary fashion.
But when the Court orders that no additional materials be submitted, it expects that such an order will be obeyed.
The Court clearly did not intend for there to be a full moving brief-reply-sur-reply briefing schedule as is customary in the normal motion practice.
At some point, the flow of paper must cease.
As such, the Court considers only those materials originally submitted by IGT and A.
No restraining order or preliminary injunction shall issue except upon the giving of security by the applicant, in such sum as the court deems proper, for the payment of such costs and damages as may be incurred or suffered by any party who is found to have been wrongfully enjoined or restrained.
See also Local Rule 65.
The amount of the bond is left to the discretion of the district court.
Frank's GMC Truck Ctr.
Coin suggests, based on the economic analysis of Richard Robbins, C.
A situation involving no risk of monetary loss to a defendant who is wrongfully enjoined free to download and play offline be most extraordinary.
Frank's GMC Truck Ctr.
In fact, no Third Circuit case has upheld a district court's excuse of the security requirement in Rule 65 c.
Coin has pointed to no subsequent case excusing the requirement to post security.
Accordingly, the Court declines, in its discretion, to give this suggestion that IGT will not be damaged at all by a wrongfully entered injunction any credence.
Having determined that plaintiff A.
Coin is entitled to an injunction, and that the posting of security shall be required, the Court must determine the appropriate amount.
To say that the parties are far apart on the amount of an injunction bond is an understatement.
See May 29, 1998 Letter of Samuel B.
In stark contrast, A.
The Court has before it the affidavit of Thomas Ballinger, Director of IGT Services for North America.
These preparations included hiring numerous new employees, leasing of two new facilities in the Atlantic City area.
Twenty-one 21 new employees were hired for consider, department of liquor and gaming tasmania for operation.
In the event IGT is enjoined, IGT would have no business purpose for its recently created IGT Service, New Jersey.
In addition, Ballinger avers that the task of selling IGT's new non-systems games was assigned to Tim Shortall, a new IGT employee in IGT's existing Atlantic City office.
Paige Smith, IGT's Finance Supervisor, in her affidavit, contends that based on a "Distributor Analysis" she helped to compile, if IGT is compelled to utilize A.
Coin for fiscal year 1999, and if A.
¶ 16 emphasis in original.
Smith cites "confusion in the market place" as one of the reasons for A.
Coin's alleged drop in sales in fiscal year 1998.
This discrepancy is, however, of no consequence because the Court, in its discretion, determines that a bond amount approaching one-third of plaintiffs' 1997 revenue is excessive.
Coin's allegedly slumping sales and any confusion within the marketplace during the pendency of this litigation is arguably the result of IGT's own termination of the 1993 Agreement.
The profits anticipated by IGT's ability to sell directly to customers, and the operating expenses associated therewith, similarly cannot be borne justly by A.
Coin on the posting of security.
According to Ballinger, IGT's efforts to undertake A.
Coin's functions began in "early 1998," well after IGT's decision not to renew the 1993 Agreement.
During that time, Thomas McCormick, Esquire, A.
Coin's General Counsel, contends that he communicated to Marc D.
McCormick further asserts that Foodman responded by claiming that IGT had "no exposure" under the Act.
Whatever the communications may have been, IGT's conduct of incurring new costs for IGT Service, New Jersey indicates a tacit belief that it had "no exposure" under the Act.
The Court today merely rules that A.
Coin has proven that it has a reasonable likelihood of ultimate success on the merits which, along with other factors, have entitled it to the preliminary injunction it seeks.
IGT, on the other hand, made the choice early on in this litigation to assume that it would ultimately prevail and has incurred expenses flowing from that belief.
The out-come of litigation is uniquely ill-suited to prediction with positive assurance.
Nevertheless, IGT chose to take that risk, for whatever reason.
This Court cannot go behind or question a corporation's own business decisions.
The unintended results of such decisions, however, may not be foisted on plaintiffs who have not contributed to them.
The Court does have recourse to the Amana I decision for a comparison of an appropriate measure of a bond.
In Amana I, 1992 U.
See Robbins Injunction Aff.
Conclusion For all of the foregoing reasons, the Court grants plaintiffs' motion for a preliminary injunction pursuant to FED.
Because the Court has determined that plaintiffs have proven that they have a reasonable likelihood of success on the merits in their cause of action arising under the New Jersey Franchise Practices Act, it need not determine the merits of their other claims for relief.
Given the professional and courteous business relationship IGT and A.
Coin have enjoyed over the past 15 years, and the overall lack of enmity existing between the parties, the Court is satisfied that A.
Coin and IGT can successfully work together over the coming months in a cooperative spirit pending a final resolution of this case.
The Court will enter an appropriate order.
Coin and Mac Seelig within ten 10 days of the date of this order, pursuant to FED.
Substantively there is no difference, as that which is detailed in this section constitutes the reasoned assessment, based on the materials submitted by the parties, of the relevant facts which inform the Court's judgment.
He ac coin and slot out of business been so employed for the past 15 years, encompassing the entire period of the A.
He was previously employed by IGT in Atlantic City from June 1980 through June 1983 as a service technician.
He has been employed by A.
Coin for the past 15 years, encompassing the entire period of the A.
He was previously employed by IGT in Atlantic City from July 1982 through June 1983 as a service technician.
He is also the former President, Chief Executive Officer of IGT.
He additionally served as President of Harrah's in Atlantic City, as President and Chief Executive Officer of Merv Griffin's Resorts International in Atlantic City and the Bahamas, and as Chief Financial Officer for Caesars World Incorporated, Atlantic City.
He has been familiar with and involved in gaming industry matters for over 20 years.
He was the author and prime sponsor of the New Jersey Casino Control Act in 1977, served as a Judge of the New Jersey Superior Court, served as Chairman of the Casino Control Commission, which is responsible for the licensing and regulation of Atlantic City casinos and casino-related enterprises, and became Executive Vice-President, General Counsel and Director of Players International, Inc.
Robbins is a Certified Public Accountant and a partner of Arthur Anderson, LLP.
He plants and zombies warfare served as the partner in charge of Arthur Anderson's work for A.
Coin since 1995 and is fully familiar with the books and records and business operations of A.
He has substantial education and experience in accounting and business advisory services, particularly in the gaming industry.
Sutor is the Senior Vice President of Finance of Caesars in Atlantic City.
Tjoumakaris is the Senior Vice President of Slot Operations of Caesars in Atlantic City.
Thomas Baker during a phone conversation which, unbeknownst to IGT, was taped by Seelig.
Coin to warrant coverage under the Act.
As the Court has found above, however, there were sales quotas of a certain kind at one time.
Whether they have continued is unclear and the Court expresses no opinion on this issue.
With regard to the "unequal bargaining power" aspect of the "community of interest" inquiry, this Court does not read the cases to deal specifically with the actual nature, content, and practices of the parties' contractual negotiation sessions.
While Judge Becker in New Jersey American v.
Coin established an office in Puerto Rico.
While it is sensible on one level for A.
Coin to have made efforts and investments to staff that office following IGT's granting A.
Coin the right to act on its behalf in this venue, the Read article reserves on the question of whether this is a franchise-specific investment attributable to A.
Coin's New Jersey business, given the Act's New Jersey "place of business" requirement.
Russell of IGT, accompanying Corporate Logo Standards Manual, and March 15, 1994 Memorandum from D.
Sadler of IGT, accompanying Eprom policies and procedures, Exh.
The Court has reviewed these documents, and while it is apparent that IGT had procedures designed to be followed by A.
Coin with learn more here to Eproms, it is not immediately apparent from the context what Eproms are.
The Court finds this assertion irrelevant in light of the Act's minimal requirement that the franchisor's business be at least 20 percent of the franchisee's livelihood.
IGT has not contended that A.
Coin's reliance on its products falls below the 20 percent threshold, or that A.
¶¶ 4-5, 12-15, 16, 17, 27, 28, 29, 38, 49, and specific citations to 1993 Agreement provisions above.
As the Third Circuit noted in American Civil Liberties Union of New Jersey v.
Black Horse Pike Reg'l Bd.
The four factors governing a district court's decision whether to issue a preliminary injunction are: " 1 whether the movant has shown a reasonable probability of just click for source on the merits; 2 whether the movant will be irreparably injured by denial of the relief; 3 whether granting preliminary relief will result in even greater harm to the nonmoving party; and 4 whether the preliminary relief will be in the public interest.
If so, the court must then consider the appropriate remedy.

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169 170 171 172 173

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Atlantic City Coin & Slot Service Co., Inc. v. IGT, 14 F. Supp. 2d 644 (D.N.J. 1998) :: Justia

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