ConFold Pacific, Inc. v. Polaris Industries, Inc.

ConFold (plaintiff) signed a "Mutual Non-Disclosure Agreement-Logistics Consulting Version" with Polaris (defendant) to protect proprietary information related to a reverse-logistics study on switching to returnable shipping containers; ConFold later separately submitted a container design proposal, which Polaris rejected but years later used a strikingly similar design from a third party. ConFold sued for breach of the nondisclosure agreement; the district court found the agreement facially ambiguous, admitted extrinsic evidence, but ultimately held it covered only the reverse-logistics analysis, not the separate design, and granted summary judgment for Polaris.