Industrial Representatives, Inc. v. CP Clare Corp.

CP Clare (defendant) hired Industrial Representatives (IRI) (plaintiff) to solicit Midwest orders for its products under a contract requiring 30 days' termination notice and commissions on pre-termination orders delivered within 90 days of that notice; as CP Clare's Midwest sales grew past $6 million, it gave IRI 42 days' notice and paid the contractually required 90 days of commissions. IRI sued seeking five years of post-termination commissions plus $5 million in punitive damages, arguing its efforts had built lasting goodwill benefiting CP Clare, and the district court dismissed the complaint for failure to state a claim.