Enomoto v. Space Adventures, Ltd.
| Decision Date | 03 March 2009 |
| Docket Number | No. 1:08cv861 (JCC).,1:08cv861 (JCC). |
| Citation | 624 F.Supp.2d 443 |
| Parties | Daisuke ENOMOTO, Plaintiff, v. SPACE ADVENTURES, LTD., Defendant. |
| Court | U.S. District Court — Eastern District of Virginia |
Conrad Moss Shumadine, Willcox & Savage PC, Norfolk, VA, Peter J. Carney, White & Case LLP, Washington, DC, for Plaintiff.
Edward John Bennett, Williams & Connolly LLP, John Marcus McNichols, Washington, DC, for Defendant.
This matter is before the Court on Defendant's Motion to Dismiss the Amended Complaint. For the following reasons, the Court will grant in part and deny in part the motion.
The allegations in the Amended Complaint are as follows. On November 3, 2004, Daisuke Enomoto ("Plaintiff" or "Enomoto") and Space Adventures, Ltd. ("Defendant" or "SA") entered into the Orbital Space Flight Purchase Agreement (the "Agreement"), a written contract under which Defendant promised to facilitate Plaintiff's participation in an orbital space flight with the Russian Federal Space Agency ("RFSA") and Plaintiff promised to pay $20,000,000 to Defendant. Section 5.02 of the Agreement divided this amount into four "milestone" payments: a $2,000,000 non-refundable deposit (Deposit), payable upon execution of the Agreement, and three additional payments of $6,000,000. After the first $6,000,000 installment, to be paid "upon selection to a mission with the date range that includes the Planned Launch Date," all amounts become non-refundable and Plaintiff is obligated to pay the full amount.
In the Agreement, Defendant represented that it had already procured rights from the RFSA to sell four seats on future flights to the International Space Station (ISS) to space tourists. In fact, Defendant had only begun negotiations with the RFSA; it did not enter into a contract with that entity until August 30, 2005, approximately 10 months after the parties executed the Agreement.
Plaintiff paid the deposit, but before making the second payment, he requested that Defendant provide a space walk— "extra-vehicular activity" (EVA)—during his space flight. Defendant agreed to facilitate EVA, but stated that the RFSA had complete discretion over such activities. Plaintiff then represented that, without EVA, he might not proceed with the space flight at all. Several weeks later, Defendant told Plaintiff that the RFSA had approved his EVA and Defendant would charge Plaintiff an additional $10,000,000 for the activity. In fact, the RFSA never approved EVA for Plaintiff. Defendant submitted several drafts of an EVA addendum to Plaintiff, but Plaintiff did not sign any of them because he was not satisfied with the (lack of) details that Defendant provided about EVA. Plaintiff did, however, begin to make payments toward the additional $10,000,000 EVA cost after Defendant made an oral request that he do so.
On May 17, 2006, Plaintiff informed Defendant that he had decided not to participate in EVA. He did so because Defendant never provided details on EVA and refused to include a "best efforts" clause in the EVA addendum. A few months later, Plaintiff learned that EVA would need to be approved by all 16 ISS partners, including NASA. NASA publicly stated that it had not been informed of any intention to sell EVA. Defendant refused to refund any of the $7,000,000 Plaintiff had paid toward EVA, unilaterally informing Plaintiff that his EVA payments were non-refundable. Defendant did not seek the final $3,000,000 EVA payment from Plaintiff.
In 2004, Defendant publicly identified Plaintiff as an investor in its business. It then privately pressured Plaintiff to invest in it throughout the two years that the Agreement was in effect. Plaintiff repeatedly refused. Defendant eventually obtained another investor, Anousheh Ansari (Ansari). Defendant then offered Ansari the position of Plaintiff's alternate on his space flight. She trained alongside Plaintiff and eventually paid Defendant $8,000,000 to go to the ISS in what was originally Plaintiff's seat.
Also in 2004, Plaintiff underwent a medical pre-screening examination with a NASA physician working under contract with Defendant. The doctor observed a number of medical conditions that presented problems for space flight. Plaintiff was prescribed and underwent a number of treatments for these conditions in 2004 and 2005. The conditions improved but did not disappear completely.
On June 29, 2006, the Multilateral Space Medicine Board (MSMB) certified Plaintiff as medically fit for space flight. MSMB has final authority over the medical certification of every space flight participant bound for the ISS. It bases its decisions on medical standards and evaluation requirements developed by the sixteen ISS partners. MSMB considers waivers of these medical standards through formal requests. Defendant submitted a waiver request for Plaintiff and Plaintiff was subsequently approved.
Between August 5 and August 8, 2006, the Russian Government Medical Commission (GMK) convened and cleared Plaintiff for space flight after a final medical evaluation. On August 11, 2006, Plaintiff communicated to Defendant that he did not intend to make the final payment under the Agreement, but wanted the $7,000,000 that he had paid toward EVA credited to the space flight. Defendant refused and continued to seek the final $6,000,000 payment from Plaintiff. It also demanded that Plaintiff pay certain expenses that were to be covered by Defendant under the Agreement.
Between August 18 and 21, 2006, the RFSA required Plaintiff to undergo additional physical examinations. On August 22, 2006, Defendant informed Plaintiff that his space flight had been cancelled because of the results of these evaluations. Plaintiff was given a letter (Rejection Letter), allegedly written by the RFSA, stating that, "due to recent changes in the health condition of Mr. Enomoto Daisuke . . . and on the basis of the GMK decision dated August 21, 2006, Mr. Enomoto is disqualified to fly to space and temporarily disqualified to attend the special training."
Plaintiff's medical condition was no worse at disqualification that it had been two weeks prior, when he was medically cleared by GMK, or seven weeks prior, when he was medically cleared by MSMB. Plaintiff has repeatedly requested medical records regarding his disqualification, but Defendant has not provided them. Defendant has also declined to refund any of the $21,000,000 paid by Plaintiff or to train him for a different flight.
Plaintiff filed a complaint on August 20, 2008 (Complaint). Defendant filed a Motion to Dismiss the Complaint on September 24, 2008. The Court held a hearing on this motion on November 21, 2008 and took the matter under advisement. Before the Court issued its decision, Plaintiff filed an amended complaint (Amended Complaint) on December 24, 2008. Defendant filed a Motion to dismiss the Amended Complaint on January 12, 2009. Plaintiff opposed the motion on January 26, 2009; Defendant replied on February 3, 2009. Defendant's Motion to Dismiss the Amended Complaint is currently before the Court.
A Rule 12(b)(6) motion to dismiss tests the legal sufficiency of the complaint, see Randall v. United States, 30 F.3d 518, 522 (4th Cir.1994). In passing on a motion to dismiss, "the material allegations of the complaint are taken as admitted." Jenkins v. McKeithen, 395 U.S. 411, 421, 89 S.Ct. 1843, 23 L.Ed.2d 404 (1969) (citations omitted). Moreover, "the complaint is to be liberally construed in favor of plaintiff." Id. In addition, a motion to dismiss must be assessed in light of Rule 8's liberal pleading standards, which require only "a short and plain statement of the claim showing that the pleader is entitled to relief." Fed.R.Civ.P. 8. Nevertheless, while Rule 8 does not require "detailed factual allegations," a plaintiff must still provide "more than labels and conclusions, and a formulaic recitation of the elements of a cause of action will not do." Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 127 S.Ct. 1955, 1964-65, 167 L.Ed.2d 929 (2007) (citation omitted).
The Amended Complaint states eight causes of action: Breach of Contract (Count I), Breach of Implied Covenant of Good Faith and Fair Dealing (Count II), Fraud (Count III), Fraud in the Inducement (Count IV), violations of the Virginia Consumer Protection Act (Count V), Conversion (Count VI), Breach of Oral Contract (VII), and Unjust Enrichment (Count VIII). The parties agree that this case is governed by Virginia law. The Court will address each count in turn.
The parties chose to brief the merits only of Count IV in the Motion to Dismiss the Amended Complaint and Memorandum in Opposition. They represented to the Court that any changes that the Amended Complaint makes to the factual and legal allegations in the Complaint do not alter the Court's analysis of Counts I-III or Counts V-VIII. In ruling on the question of whether Count IV of the Amended Complaint states a claim for relief, the Court will rely on the papers submitted with and in response to the Motion to Dismiss the Amended Complaint. In ruling on the question of whether the other seven counts of the Amended Complaint state a claim for relief, the Court will rely only on the papers and oral argument submitted in favor of and opposition to the Motion to Dismiss the Complaint.
The elements of a Virginia breach of contract claim are: (1) a legally enforceable obligation of a defendant to a plaintiff, (2) the defendant's violation or breach of that obligation, and (3) resulting injury or harm to the plaintiff. Filak v. George, 267 Va. 612, 594 S.E.2d 610, 614 (2004).
Plaintiff submits that the parties entered into the Agreement, that he paid Defendant $21,000,000, complied with medical recommendations and training standards, and is ready and willing to take his...
To continue reading
Request your trial
-
Elegant Massage, LLC v. State Farm Mut. Auto. Ins. Co.
...dealing are "(1) a contractual relationship between the parties, and (2) a breach of the implied covenant." Enomoto v. Space Adventures, LTD , 624 F.Supp.2d 443, 450 (E.D. Va. 2009) (citing Charles E. Brauer Co., Inc. v. NationsBank of Va., N.A. , 251 Va. 28, 466 S.E.2d 382, 386 (1996) ). A......
-
Nahigian v. Juno Loudoun, LLC
...Plaintiff must allege (1) fraud, (2) by a supplier, (3) in a consumer transaction. Id. at § 59.1-200(A); Enomoto v. Space Adventures, Ltd., 624 F.Supp.2d 443, 456 (E.D.Va. 2009). As a claim sounding in fraud, Rule 9(b)'s particularity requirements apply. Defendants reiterate their argument ......
-
JTH Tax LLC v. CMB Tax Serv.
...contractual rights, a party may not exercise contractual discretion in bad faith, even when such discretion is vested solely in that party." Id. (internal brackets omitted). This duty prohibits "exercise [of] contractual discretion in bad faith," but "does not prevent a party from exercisin......
-
Simpson v. Champion Petfoods USA, Inc., CIVIL ACTION No. 2:18-CV-74 (WOB-CJS)
...under the VCPA, a plaintiff must allege: "(1) fraud, (2) by a supplier, (3) in a consumer transaction." Enomoto v. Space Adventures, Ltd. , 624 F. Supp. 2d 443, 456 (E.D. Va. 2009). In misrepresentation cases, a plaintiff must also prove "the elements of reliance and damages." Owens v. DRS ......
-
Houston, we have a (liability) problem.
...WIRED (Sept. 24, 2008), http://www.wired.eom/science/space/news/2008/09/enomoto_lawsuit; see also Enomoto v. Space Adventures, Ltd., 624 F. Supp. 2d 443 (E.D. Va. (78.) See, e.g., Smith v. O'Donnell, 12 P.2d 933, 934 (Cal. 1932) ("The Supreme Court of that state determined that [the carrier......