Jiangsu Gtig Esen Co., Ltd. v. American Fashion Network, LLC et al, No. 5:2020cv00222 - Document 16 (N.D.N.Y 2020)
Court Description: MEMORANDUM-DECISION AND ORDER granting 12 Motion for Default Judgment: The Court hereby ORDERS that Plaintiff's motion for default judgment is GRANTED; and the Court further ORDERS that the Clerk of the Court shall enter judgment in Plaintiff's favor in the amount of $4,979,437.53 and close this case. Signed by U.S. District Judge Mae A. D'Agostino on 6/24/20. (ban)
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Jiangsu Gtig Esen Co., Ltd. v. American Fashion Network, LLC et al Doc. 16 Case 5:20-cv-00222-MAD-ATB Document 16 Filed 06/24/20 Page 1 of 10 UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF NEW YORK ____________________________________________ JIANGSU GTIG ESEN CO., LTD., vs. Plaintiff, 5:20-CV-222 (MAD/ATB) AMERICAN FASHION NETWORK, LLC and JES APPAREL, LLC, Defendants. ____________________________________________ APPEARANCES: OF COUNSEL: BOND SCHOENECK & KING, PLLC One Lincoln Center Syracuse, New York 13202 Attorneys for Plaintiff BRIAN J. BUTLER, ESQ. TAYLOR E. REYNOLDS, ESQ. Mae A. D'Agostino, U.S. District Judge: MEMORANDUM-DECISION AND ORDER I. INTRODUCTION Plaintiff commenced this action on February 27, 2020, asserting breach of contract, an action for price under UCC § 2-709, account stated, and unjust enrichment. See Dkt. No. 1. Upon expiration of Defendants' time to answer the complaint, Plaintiff requested entry of default, which the Clerk of the Court entered on April 13, 2020. See Dkt. No. 10. On May 9, 2020, Plaintiff moved for default judgment, which is currently before the Court. See Dkt. No. 12. II. BACKGROUND Plaintiff Jiangsu Gtig Esen Co., Ltd. is a corporation formed under the laws of the People's Republic of China with its principal place of business at 17A, Guotai Time Plaza, Remning Road, Zhanhijgang City, Jiangsu, China 215600. See Dkt. No. 1 at ¶ 2. Defendant American Fashion Dockets.Justia.com Case 5:20-cv-00222-MAD-ATB Document 16 Filed 06/24/20 Page 2 of 10 Network, LLC (hereinafter "AFN") is a New York limited liability company, organized under the laws of the State of New York, with its principal place of business at 5852 Heritage Landing Drive, East Syracuse, New York 13057. See id. at ¶ 3. Defendant JES Apparel, LLC (hereinafter "JES Apparel") is a Delaware limited liability company, with its principal place of business at 8104 Cazenovia Road, Manlius, New York 13104. See id. at ¶ 4. Since there is complete diversity of citizenship between the parties and the amount in controversy exceeds $75,000, the Court has jurisdiction over this matter pursuant to 28 U.S.C. § 1332. See id. at ¶ 5. Plaintiff manufactures, ships, and delivers specialty garment products. See id. at ¶ 9. Defendants contracted with Plaintiff to manufacture, ship, and deliver a variety of garments for Defendants upon Defendants' request. See id. at ¶ 10. In exchange, Defendants agreed to pay Plaintiff for the garments ordered and provided. See id. Defendants requested garments from Plaintiff through purchase orders that Defendants delivered to Plaintiff. See Dkt. No. 1 at ¶ 11. Upon receipt of the purchase orders, Plaintiff filled those purchase orders by manufacturing, shipping, and delivering the requested products to Defendants and/or third-party retailers on Defendants' behalf. See id. at ¶ 12. Plaintiff would then issue invoices to Defendants reflecting the amount to be paid for the products manufactured by Plaintiff and shipped to Defendants and/or the third-party retailers. See id. at ¶ 13. Between July 13, 2017 and April 16, 2018, Plaintiff and Defendants executed one hundred and sixty-seven (167) purchase orders (hereinafter the "Purchase Orders") for the manufacture and delivery of certain garments (hereinafter the "Product").1 See id. at ¶ 14. The Court refers the parties to the complaint for a complete list of the Purchase Orders at issue. See Dkt. No. 1 at ¶ 14. 1 2 Case 5:20-cv-00222-MAD-ATB Document 16 Filed 06/24/20 Page 3 of 10 Pursuant to the Purchase Orders, Plaintiff manufactured, shipped, and delivered the Product ordered to Defendants and/or the third-party retailers. See id. at ¶ 15. Once shipped, Plaintiff received a Forwarder's Cargo Receipt (hereinafter "FCR") for each of the 167 Purchase Orders, certifying that the Product was received by the carrier chosen to deliver the Product to Defendants. See id. at ¶ 16. Defendants have not rejected or refused to accept any of the Product that Plaintiff manufactured, shipped, and delivered to or on behalf of Defendants. rs in deciding whether to grant a default judgment, including: (1) whether the grounds for default are clearly established; (2) whether the claims were pleaded in the complaint, thereby placing defendants on notice of the relief sought, see Fed. R. Civ. P. 54(c) (providing that "[a] default judgment must not differ in kind from, or exceed in amount, what is demanded in the pleadings"); Enron Oil Corp., 10 F.3d at 95-96; cf. King v. STL Consulting, LLC, No. 05 CV 2719, 2006 WL 3335115, *4-5 (E.D.N.Y. Oct. 3, 2006) (holding that Rule 54(c) is not violated when a court awards damages that accrued during the pendency of a litigation, so long as the complaint provided notice that the plaintiff may seek such damages); and (3) the amount of money potentially involved — the more money involved, the less justification for entering default judgment. See Hirsch v. Innovation Int'l, Inc., No. 91 CV 4130, 1992 WL 316143, *2 (S.D.N.Y. Oct. 19, 1992). Additionally, "the Court may consider whether material issues of fact remain, whether the facts alleged in the complaint state a valid cause of action, whether plaintiff has been substantially prejudiced by the delay involved, and whether the default judgment may have a harsh effect on the defendant." Pacific M. Int'l Corp. v. Raman Int'l Gems, Ltd., 888 F. Supp. 2d 385, 393 (S.D.N.Y. 2012) (internal citations omitted). 5 Case 5:20-cv-00222-MAD-ATB Document 16 Filed 06/24/20 Page 6 of 10 The plaintiff bears the burden of establishing their entitlement to recovery. See Greyhound Exhibitgroup, Inc. v. E.L.U.L. Realty Corp., 973 F.2d 155, 158 (2d Cir. 1992). Upon entry of default, the defendants are deemed to have admitted all well-pleaded factual allegations in the complaint pertaining to liability, but not legal conclusions or allegations relating to damages. See id.; see also Advanced Capital Commercial Grp., Inc. v. Suarez, No. 09 CV 5558, 2013 WL 5329254, *3 (E.D.N.Y. Sept. 20, 2013). It remains the plaintiff's burden to demonstrate that the uncontroverted facts establish each defendant's liability on each cause of action asserted. See Finkel v. Romanowicz, 577 F.3d 79, 84 (2d Cir. 2009). In determining whether the plaintiff has met that burden, however, the Court draws all "reasonable inferences from the evidence offered" in the plaintiff's favor. Id. (quoting Au Bon Pain Corp. v. Artect, Inc., 653 F.2d 61, 65 (2d Cir. 1981)). After demonstrating each defendant's liability, the plaintiff must also establish his or her entitlement to damages to a "reasonable certainty." Gunawan v. Sushi Sake Rest., 897 F. Supp. 2d 76, 83 (E.D.N.Y. 2012). Although "the court must ensure that there is a basis for the damages specified in a default judgment, it may, but need not, make the determination through a hearing." Fustok v. Conticommodity Servs., Inc., 122 F.R.D. 151, 156 (S.D.N.Y. 1988) (collecting cases), aff'd, 873 F.2d 38 (2d Cir. 1989). In the present matter, Plaintiff has complied with the procedural requirements necessary for entry of default judgment in compliance with Rule 55(b) of the Federal Rules of Civil Procedure and Local Rule 55.2. Specifically, Plaintiff submitted the Clerk's entry of default, see Dkt. No. 12-4, a proposed default judgment, see Dkt. No. 12-7, and an affidavit setting forth all of the required information set forth above. See Dkt. No. 12-1. Further, on March 11, 2020, Plaintiff filed proof of service demonstrating that Defendants AFN and JES Apparel were 6 Case 5:20-cv-00222-MAD-ATB Document 16 Filed 06/24/20 Page 7 of 10 properly served with the summons and complaint by means of service through the Secretary of State, pursuant to Rule 4 of the Federal Rules of Civil Procedure and New York Limited Liability Law § 303. See Dkt. Nos. 5 & 6. Having found that Plaintiff has complied with the procedural requirements for default judgment, the Court will now consider the substance of Plaintiff's motion. B. Breach of Contract "Under New York law, the elements of a breach of contract claim are (1) the existence of an agreement; (2) adequate performance of the contract by the plaintiff; (3) breach of contract by the defendant; and (4) damages." Swan Media Group, Inc. v. Staub, 841 F. Supp. 2d 804, 807 (S.D.N.Y. 2012) (citing Eternity Global Master Fund Ltd. v. Morgan Guar. Trust Co., 375 F.3d 168, 177 (2d Cir. 2004); Johnson v. Nextel Comm's Inc., 660 F.3d 131, 142 (2d Cir. 2011)). "'To form a valid contract under New York law, there must be an offer, acceptance, consideration, mutual assent and intent to be bound.'" Register.com, Inc. v. Verio, Inc., 356 F.3d 393, 427 (2d Cir. 2004) (quotation and other citation omitted). In the present matter, the Court finds Plaintiff is entitled to default judgment in its favor as to its breach of contract claim. Accepting the allegations in the complaint as true, Plaintiff has established Defendant it manufactured, shipped, and delivered to Defendants the Product requested pursuant to the Purchase Orders. See Dkt. No. 1 at ¶¶ 24-25. Plaintiff then issued Invoices to Defendants for the Product that was manufactured, shipped, and delivered, requiring Defendants to remit payment within ninety (90) days, which they failed to do. See id. at ¶¶ 26-29. As such, the complaint plausibly alleges that Defendants breached the contractual agreement memorialized in the Purchase Orders and Invoices. C. Goods Sold and Delivered 7 Case 5:20-cv-00222-MAD-ATB Document 16 Filed 06/24/20 Page 8 of 10 Under the doctrine of goods sold and delivered, a plaintiff must demonstrate that (1) he had a valid contract with the buyer; (2) the buyer failed to pay the purchase price; and (3) the buyer accepted the goods. See Kasper Global Collection & Brokers, Inc. v. Global Cabinets & Furniture Mfrs. Inc., 952 F. Supp. 2d 542, 571 (S.D.N.Y. 2013) (citing N.Y.U.C.C. § 2709(1)(a)); see also Daewoo Int'l (Am.) Corp. Creditor Trust v. SSTS Am. Corp., No. 02 Civ. 9629, 2004 WL 830079, *2 (S.D.N.Y. Apr. 13, 2004) ("The essential elements of an action for goods sold and delivered are the purchase, sale and delivery of goods at an established price and nonpayment therefor") (internal citations omitted). A buyer accepts goods when that buyer "(1) has a reasonable opportunity to inspect goods and 'signifies to the seller that the goods are conforming or that he will take or retain them in spite of their non-conformity;' (2) does not effectively reject the goods; or (3) 'does any act inconsistent with the seller's ownership.'" Movado Grp., Inc. v. Caseiko Trading Co., Inc., 912 F. Supp. 2d 109, 114 (S.D.N.Y. 2012) (quoting N.Y.U.C.C. § 2-606(a)-(c)). "Goods that a buyer has in its possession necessarily are accepted or rejected by the time a reasonable opportunity for inspecting them passes." Weil v. Murray, 161 F. Supp. 2d 250, 256 (S.D.N.Y. 2001) (citing Seabury Constr. v. Jeffrey Chain Corp., No. 98 Civ. 5941, 2000 WL 1170109, *2 (S.D.N.Y. Aug. 17, 2000)). In the present matter, the well-pleaded facts demonstrate that Plaintiff had a valid contract with Defendants, that Defendants failed to pay the purchase price as set forth in the Purchase Orders and Invoices, and that Defendants failed to take any action that would signify that they did not accept the Products delivered by Plaintiff. Accordingly, the Court finds that Plaintiff is entitled to default judgment as to liability on its cause of action brought pursuant to Section 2-709 of the New York Uniform Commercial Code. D. Damages 8 Case 5:20-cv-00222-MAD-ATB Document 16 Filed 06/24/20 Page 9 of 10 In support of its application for damages, Plaintiff submitted the Declaration of Xing Zhangjuan, along with a statement of amounts due and, in compliance with Local Rule 55.2(a), interest owed, calculated through May 6, 2020, at the statutory rate of nine (9) percent. See Dkt. No. 12-1 at ¶¶ 17-19; Dkt. No. 12-5; Dkt. No. 12-6. The statement of amount due credits Defendants with payments made prior to and after the complaint was filed for the amounts and dates of payments. After crediting Defendants for the amounts they have already paid towards the Invoices, the evidence before the Court supports a finding that Defendants owed a principal amount of $4,257,827. See Dkt. No. 12-6 at 1. Interest for all past due payments through May 6, 2020 amounts to $722,572.41. See id. Additionally, Plaintiff is entitled to $400.00 for the cost of the filing fee and $150.00 for service of process on Defendants. See Dkt. No. 12-6 at 1. Finally, Defendants are entitled to a credit of $1,512.58 for payment received on April 2, 2020, bringing the total amount to $4,979,437.53. See id. Accordingly, the Court finds that Plaintiff is entitled to default judgment in the amount of $4,979,437.53. This amount reflects interest on the principal amount from the date the Invoice was due through May 6, 2020. IV. CONCLUSION After carefully reviewing the entire record in this matter, Plaintiff's submissions and the applicable law, and for the reasons set forth herein, the Court hereby ORDERS that Plaintiff's motion for default judgment is GRANTED; and the Court further ORDERS that the Clerk of the Court shall enter judgment in Plaintiff's favor in the amount of $4,979,437.53 and close this case; and the Court further 9 Case 5:20-cv-00222-MAD-ATB Document 16 Filed 06/24/20 Page 10 of 10 ORDERS that the Clerk of the Court shall serve a copy of this Memorandum-Decision and Order on the parties in accordance with the Local Rules. IT IS SO ORDERED. Dated: June 24, 2020 Albany, New York 10
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