International Exchange Center of Intelligence Education v. Intelligy Corp.
Opinion
Lead Opinion
MEMORANDUM *
International Exchange Center for Intelligence Education (“IEC”) appeals the district court’s summary judgment of its breach of contract claim against Intelligy Corporation (“Intelligy”), and its denial of IEC’s motion for reconsideration. We have jurisdiction pursuant to 28 U.S.C. § 1291 , and we affirm.
IEC claims that Intelligy breached its Exclusive Development, Marketing and Publishing Agreement (“1989 Agreement”) by entering into an Amendment and Assignment (“1993 Assignment”) with NSA International, Inc. (“NSAI”). The 1989 Agreement granted intellectual property rights in certain educational products and systems and in derivative works to Intelligy in exchange for sublicensing and sub-publishing proceeds as defined therein. As the district court found, the 1993 Assignment effected an assignment to NSAI of all of Intelligy’s “assets and entitlements in connection with various educational products, including all of its rights to and under the 1989 Agreement.” We agree with the district court’s conclusion, applying general principles of contract law, 1 that by entering into the 1993 Assignment, Intelligy did not breach the 1989 Agreement.