What do you get when you mix together a luxury automobile, a tiger, and a wind tunnel?
It sounds like something out of the movie The Hangover, but it’s the case of BCD LLC v. BMW Manufacturing Co. LLC, an unpublished decision from the Fourth Circuit Court of Appeals.
BMW and Clemson University were developing a new Graduate Engineering Center. Plaintiffs wanted to build a wind tunnel facility — catering to the racing industry — as a part of the Center. They claimed that BMW and Clemson had tortiously interfered with their efforts.
The threshold issue addressed by the decision was whether the Plaintiffs had a valid and enforceable contract with which the Defendants could have interfered. The Court found that they had at best an "agreement to agree" which had never risen to the level of an enforceable agreement. In the absence of a contract, Plaintiffs couldn’t pursue a tortious interference claim.
The Court also found the conduct by BMW which Plaintiffs said constituted tortious interference to have been competitively justified. It said that "at all times, BMW acted in pursuit of its legitimate interests in founding an educational partnership with Clemson," and held as follows:
The only harm that BMW may have intended to cause [the Plaintiffs] was the incidental harm to a competitor that is necessarily part of all business competition. That increased benefits for one entity may come at the expense of a competing entity is merely a fact of life in a market economy. Consequently, although a party cannot interfere with a contract because of malice or spite, it is altogether legitimate for BMW to engage in business competition with [Plaintif’s] entities.
That’s a quote that may prove useful if you are defending against a tortious interference claim.