Clevo Co. v. Hecny Transportation, Inc.

Clevo Company appeals the district court’s grant of summary judgment in favor of Hecny Transportation, Inc. We affirm.

I. BACKGROUND

A. Clevo’s Sales Agreement with Amazon

Clevo is a Taiwan-based manufacturer of computer parts and accessories. In 2007, Clevo and a Brazilian entity, Amazon PC Industria e Comerciao de Microcomputa-dores, LTDA (“Amazon”), agreed that Cle-vo would manufacture and sell, and Amazon would buy, millions of dollars’ worth of Clevo computer parts. Clevo and Amazon also agreed that the parts would be delivered to Amazon in multiple shipments; that Amazon would take delivery of each shipment in Brazil; and that Amazon would pay for each shipment in installments. The first installment, 10% of the shipment’s price, would be paid pre-manu-facture; another 20% installment would be paid before Clevo arranged shipment; and the remaining 70% balance would be paid after shipment but before Amazon took possession of the parts.

To protect its interest in receiving full payment, Clevo insisted that after it released a particular shipment for international carriage, Clevo would retain the original bills of lading for that shipment while awaiting Amazon’s…