Cummings, McGowan, & West, Inc. v. Wirtgen America, Inc.

COOK, Circuit Judge.

Cummings, McGowan, & West (“CMW”) sued Wirtgen America for improperly terminating the parties’ distributorship agreement (the “Agreement”), pinning its claims on a Tennessee law enacted after the parties entered into their agreement. Because we agree with the district court that applying the later-enacted Tennessee law to the Agreement would violate the Contracts Clause of the Tennessee Constitution, we affirm the district court’s dismissal of the suit. 1

I

In 1992, CMW, a construction-equipment retailer, and Wirtgen, a construction-equipment manufacturer, entered into a…