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Wisconsin Fair Dealership Case Law Updates: Girl Scouts of Manitou Council, Inc. v. The Girl Scouts of the United States of America, Inc., et al.
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Published: September 11, 2008
Author: Robert Procter
Axley
Brynelson's Distribution and Franchise Team publishes the Wisconsin
Fair Dealership Case Law Update as an online resource for developments
in the Wisconsin Fair Dealership Law.
Girl Scouts of Manitou Council, Inc. v. The Girl Scouts of the United States of America, Inc., et al.
United States Court of Appeals for the Seventh Circuit, September 11, 2008.
Facts: In this surprising opinion the 7th Circuit
Court of Appeals determined that a local Girl Scout council was a
protected dealer under the Wisconsin Fair Dealership Law. The
plaintiff, the Girl Scouts of Manitou Council, Inc., objected to the
Girl Scouts of America’s decision to reorganize its national
organization plan, which resulted in a reduction of size of Manitou’s
Girl Scout’s jurisdiction by 60%. The Manitou Girl Scouts claimed that
this reduction would irreparably harm its ability to generate revenues
to the sale of Girl Scout cookies.
Ruling: The 7th Circuit Court of Appeals applied a fact intensive
analysis developed through case law to determine whether or not the Girl
Scout council could be a protected dealer under the law. The Court
determined that the Manitou Girl Scouts council is a dealer within the
meaning of the term as defined by the Wisconsin Fair Dealership Law.
First, it found that a contractual relationship existed between the
Manitou Girl Scouts and the Girl Scouts of America. Second, the court
fount that the Manitou Girl Scouts sell and distribute Girl Scouts of
America products or services and make extensive use of Girl Scouts of
America’s proprietary marks. Third, the Court found that a community of
interest existed between Manitou’s Girl Scouts and the Girl Scouts of
America based on numerous factors which included the facts that the
Manitou Girl Scouts had been a local Girl Scout Council since 1950, the
contractual relationship and obligations are expensive, Manitou Girl
Scouts devote 100% of its time and resources to providing girl scouting
to its jurisdiction, and draw virtually 100% of its profits from
offering girl scouting products and services. In addition, the Girl
Scouts of America has granted the Manitou Girl Scouts broad territory
that included seven counties and over 7,000 active members, Manitou Girl
Scouts made extensive use of Girl Scouts of America proprietary marks,
Manitou Girl Scouts had a substantial investment in real property and
good will within its community, all which were made in the name of girl
scouting. Finally, the Manitou Girl Scouts devoted 100% of its
personnel to providing girl scouting to its jurisdiction and all of
Manitou’s advertising or promotions are intended to build interest and
support for girl scouting.
Bottom Line: This case is instructive as it indicates
the breadth of the Wisconsin Fair Dealership Law and the different types
of relationships that where it may apply. Moreover, this case
illustrates that the court does not look to see whether there is a
typical manufacturer – dealer relationship when applying the law, but
instead looks to the statutory and case law analysis to make such a
determination.
For more information about the Wisconsin Fair Dealership Law, contact Robert Procter at 608.283.6762 or rprocter@axley.com.
Axley Brynelson is pleased to provide articles, legal alerts, podcasts and videos for informational purposes, but we are not giving legal advice or creating an attorney/client relationship by providing this information. The law constantly changes, and our publications may not be currently updated. Before relying on any legal information of a general nature, please consult legal counsel as to your particular situation. While our attorneys welcome your comments and questions, keep in mind that any information you provide us, unless you are now a client, will not be confidential.
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