NHF Hog Marketing, Inc. v. Pork-Martin, LLP

In November 2005, NHF Hog Marketing Inc. (NHF) (plaintiff) entered a master hog-procurement contract (master contract) with Swift, under which NHF agreed to deliver about 750,000 hogs to Swift each year for five years. Swift would pay NHF based on a scale that related to the hogs’ weight and that effectively included an amount for commission. In turn, NHF entered a hog-procurement contract with Pork-Martin LLP (Pork) (defendant), under which Pork agreed to deliver 2,333 hogs per month to NHF, in exchange for which NHF would pay Pork based on the same weight scale as the master contract minus commission. NHF earned commissions from Swift for administering the hog deliveries. In May 2008, the market price of hogs increased, and Pork breached its contract with NHF, choosing to sell elsewhere. NHF sued Pork for breach of contract, seeking total damages of about $440,000. Most of the claimed damages related to an amount that NHF would have had to pay Swift for failing to deliver hogs to Swift, and a remaining $43,197.50 was for the commission that NHF lost from not being able to complete a sale with Swift. At trial, there was no evidence presented that Swift would insist on NHF’s performance of the master contract, and Swift had not initiated any action against NHF. The trial court awarded NHF damages of $43,197.50. NHF appealed.