Filed: Dec. 22, 2005
Latest Update: Feb. 21, 2020
Summary: United States Court of Appeals Fifth Circuit F I L E D UNITED STATES COURT OF APPEALS For the Fifth Circuit December 22, 2005 Charles R. Fulbruge III Clerk No. 05-40161 HANSON PIPE & PRODUCTS, INC., Plaintiff-Appellant, VERSUS BRIDGE TECHNOLOGIES, LLC and CON/SPAN BRIDGE SYSTEMS, INC., Defendants-Appellees. Appeal from the United States District Court for the Eastern District of Texas 4:04-CV-127 Before REAVLEY, DAVIS and WIENER, Circuit Judges. DAVIS, Circuit Judge:1 Appellant, Hanson Pipe & Pr
Summary: United States Court of Appeals Fifth Circuit F I L E D UNITED STATES COURT OF APPEALS For the Fifth Circuit December 22, 2005 Charles R. Fulbruge III Clerk No. 05-40161 HANSON PIPE & PRODUCTS, INC., Plaintiff-Appellant, VERSUS BRIDGE TECHNOLOGIES, LLC and CON/SPAN BRIDGE SYSTEMS, INC., Defendants-Appellees. Appeal from the United States District Court for the Eastern District of Texas 4:04-CV-127 Before REAVLEY, DAVIS and WIENER, Circuit Judges. DAVIS, Circuit Judge:1 Appellant, Hanson Pipe & Pro..
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United States Court of Appeals
Fifth Circuit
F I L E D
UNITED STATES COURT OF APPEALS
For the Fifth Circuit December 22, 2005
Charles R. Fulbruge III
Clerk
No. 05-40161
HANSON PIPE & PRODUCTS, INC.,
Plaintiff-Appellant,
VERSUS
BRIDGE TECHNOLOGIES, LLC and CON/SPAN BRIDGE SYSTEMS, INC.,
Defendants-Appellees.
Appeal from the United States District Court
for the Eastern District of Texas
4:04-CV-127
Before REAVLEY, DAVIS and WIENER, Circuit Judges.
DAVIS, Circuit Judge:1
Appellant, Hanson Pipe & Products, Inc. (“Hanson”) challenges
the district court’s judgment dismissing its suit against the
defendant, Con/Span Bridge Systems, Ltd. (“Con/Span”) for lack of
personal jurisdiction, directing Hanson and Bridge Technologies,
LLC (“Bridge Tek”) to arbitration and dismissing Bridge Tek pending
1
Pursuant to 5TH CIR. R. 47.5, the court has determined that
this opinion should not be published and is not precedent except
under the limited circumstances set forth in 5TH CIR. R. 47.5.4.
arbitration.
The district court assigned detailed reasons for both features
of its judgment. As to Hanson’s argument that the district court
erred in concluding that Con/Span’s contacts with the State of
Texas were insufficient to support general jurisdiction, we have
reviewed the record and agree with the analysis of the district
court in its careful order of December 30, 2004. The district
court correctly concluded that the contacts of Con/Span’s
subsidiary, Bridge Tek, with the State of Texas cannot support
general jurisdiction as to Con/Span where there is no showing that
Bridge Tek is the alter ego of the parent, Con/Span. We also agree
that Con/Span’s website and other incidental contacts with the
State of Texas are insufficient to subject Con/Span to the general
jurisdiction of the Texas courts. Thus, essentially for reasons
assigned by the district court, we affirm the dismissal of
Con/Span.
As to the defendant’s order directing Hanson and Bridge Tek to
arbitration and the dismissal of Hanson’s action without prejudice
pending arbitration, we again essentially agree with the district
court’s careful reasons. Although the contract containing the
arbitration clause was between Bridge Tek’s parent, Con/Span, and
Hanson, Hanson did not challenge in the district court its
obligation to arbitrate this claim on grounds that Bridge Tek was
not a signator to the agreement. We do not consider arguments made
for the first time on appeal.
2
Although the contract containing the arbitration clause
expired before the dispute arose that is the subject of this suit,
the Supreme Court has made it clear that an arbitration clause
applies to a grievance arising after the expiration of the
agreement when “under normal principles of contract interpretation,
the disputed contractual rights survive expiration of the remainder
of the agreement.” Litton Financial Printing Division v. N.L.R.B.,
501 U.S. 190, 205-06 (1991). As the district court held, this rule
has direct application to this case. Defendants are entitled to
demand arbitration because plaintiff sought a ruling regarding the
scope and legitimacy of the intellectual property rights defendants
claim to possess in their bridge system that survive the expiration
of the contract. Under the express terms of the contract, the
parties agree that Hanson “would neither during the term of this
agreement nor after the expiration or termination of this agreement
. . . directly nor indirectly contest or aid in the contesting of
the validity or ownership of the license, tecnology or trademark or
take any action whatsoever in derogation of the licensor’s rights.”
(emphasis added). We agree with the district court that the
question of whether defendants possess intellectual property rights
in their bridge system that survive the contract along with the
related issues in this suit must be submitted to arbitration.
Thus, for essentially the reasons assigned by the district
court in its careful order of December 30, 2004, we agree that the
court properly ordered this dispute submitted to arbitration and
3
properly dismissed this suit without prejudice pending arbitration.
AFFIRMED.
4