Virgin Austl. Reg'l Airlines PTY Ltd. v. Jetpro Int'l
| Decision Date | 14 September 2022 |
| Docket Number | 1:20-CV-06737 (ALC) |
| Parties | VIRGIN AUSTRALIA REGIONAL AIRLINES PTY LTD, Plaintiff, v. JETPRO INTERNATIONAL LLC., Defendant. |
| Court | U.S. District Court — Southern District of New York |
This matter comes before the Court on a motion filed by Plaintiff for the entry of default judgment against Defendant. The Court, having considered the Memorandum of Law (ECF No. 21) Declarations of David J. Harrington, Mark Davey, and Thomas A. Ostendorp (ECF Nos. 22, 23, 29, and 30); and all other pleadings and papers on file in this action, hereby GRANTS Plaintiff's Renewed Motion for Default Judgment. ECF No. 20.
The facts are drawn from the copy of the complaint as included with Plaintiff's Renewed Motion for Default Judgment at ECF No. 20 (hereinafter, “Pl.'s Mot. Default J.”) On August 16, 2018, Plaintiff Virgin Australia Regional Airlines Pty Ltd. (“VARA”) and Defendant JetPro International LLC (“JetPro”) entered into an Engine Sale and Purchase Agreement, pursuant to which VARA would make payment to JetPro in exchange for a V2500-A1 Aircraft engine. Pl.'s Mot. Default J. at 3. The Agreement provided that JetPro would provide the engine to VARA in Quick Engine Change (“QEC”) configuration, a condition in which necessary components and accessories are pre-mounted and installed on the engine to reduce the time needed to replace the engine. Pl.'s Mot. Default J. at 3-4. JetPro gave multiple assurances to VARA that the engine was in QEC configuration before shipping, which VARA relied upon in completing the transaction. Pl.'s Mot. Default J. at 4-7. However, upon inspection at delivery, VARA found that the engine was not in QEC configuration. Pl.'s Mot Default J. at 7. VARA notified JetPro of the issues, but JetPro did not cure their breach. Pl.'s Mot. Default J. at 8. VARA was ultimately forced to purchase the necessary parts to outfit the engine in QEC configuration at VARA's own expense, totaling $791,054. Id. On August 24 2020, VARA filed a Complaint against JetPro for: (1) breach of contract; (2) breach of warranty; and (3) negligent misrepresentation.
To date, Defendant has failed to answer or otherwise respond to Plaintiff's Complaint. On December 29, 2020, the Clerk of Court entered a Certificate of Default. ECF No. 13. On November 30, 2021, this Court denied Plaintiff's original motion for default judgment, ordering that Plaintiff address the following issues:
ECF No. 17 (“The November 30 Order.”)
Plaintiff then filed the instant motion to address these issues on January 13, 2022. ECF No. 20. The Court has considered the well-pleaded factual allegations in the Complaint and Plaintiff's Renewed Motion for Default Judgment and finds that the issues raised at ECF No. 17 have been resolved, as set forth below.
Under Fed.R.Civ.P. 55, after the Clerk of Court enters a Certificate of Default, a district court may, on a motion by plaintiff, enter a default judgment where a “party against whom affirmative relief is sought has failed to plead or otherwise defend.” Fed.R.Civ.P. 55(a). Upon default, the defendant is deemed to have admitted all well-pleaded allegations of liability. Greyhound Exhibitgroup, Inc. v. E.L.U.L. Realty Corp., 973 F.2d 155, 158 (2d Cir. 1992). A court, however, must also determine whether the allegations taken as true establish defendant's liability as a matter of law. Bricklayers and Allied Craftworkers Local 2, Albany N.Y. Pension Fund v. Moulton Masonry & Constr., LLC, 779 F.3d 182, 187 (2d Cir. 2015). The default does not constitute an admission as to damages. Greyhound Exhibitgroup, 973 F.2d at 158. Instead, plaintiff bears the burden of establishing its entitlement to the amount requested. Trs. of the Local 813 Pension Tr. Fund v. Canal Carting, Inc., No. 12-CV-0060 (CBA)(RLM), 2014 WL 843244, at *5 (E.D.N.Y. Mar. 4, 2014). Where a defendant has never appeared in an action, a court may base its determination of damages solely on the plaintiff's submissions. See Fustok v. ContiCommodity Servs., Inc., 873 F.2d 38, 40 (2d Cir. 1989). A district court must establish “damages with reasonable certainty,” but it is under no obligation to conduct a hearing so long as the court ensures “that there was a basis for the damages specified in the default judgment.” Transatlantic Marine Claims Agency, Inc. v. Ace Shipping Corp., Div. of Ace Young Inc., 109 F.3d 105, 111 (2d Cir. 1997) (citation omitted).
JetPro's repeated failure to participate in or respond to this litigation over nearly two years constitutes a failure to “plead or otherwise defend” their conduct in this action. See Fed.R.Civ.P. 55(a). Further, the Court finds that VARA's allegations, when taken as true, are sufficient to establish JetPro's liability as a matter of law.
VARA's Renewed Motion for Default Judgment and supporting Memorandum of Law (ECF Nos. 20 and 21) state colorable claims for breach of contract, breach of warranty, and negligent misrepresentation with sufficient specificity as a matter of law. Thus, the Court will only address the issues raised in its November 30 Order.
In the November 30 Order, the Court rejected VARA's original motion for default judgment and asked that Plaintiff file a renewed motion that addressed the following issues. Plaintiff's renewed motion and the accompanying declarations resolve the Court's questions.
The Court will briefly address the overarching matter of its jurisdiction to decide this case, which underlies the questions in the November 30 Order. As VARA notes, the Court has subject matter jurisdiction based on complete diversity between the parties and an amount in controversy over $75,000. “District courts can exercise subject-matter jurisdiction over actions containing only state law claims where the amount in controversy exceeds $75,000 and the opposing parties are ‘citizens of a State and citizens or subjects of a foreign state.'” France v. Thermo Funding Co., LLC, 989 F.Supp.2d 287, 293 (S.D.N.Y. 2013) (quoting 28 U.S.C. § 1332(a)(2)). VARA is a foreign company organized under the laws of Australia, with a head office in Welshpool, Australia. ECF No. 21 at 9. JetPro is a limited liability company organized under the laws of Missouri, with a principal office in Phoenix, Arizona. ECF No. 21 at 10. As noted above, VARA claims $791,054 in damages. Id. Thus, the two parties are diverse, and the amount in controversy requirement is met. The Court therefore holds subject matter jurisdiction over this case.
Further, the Court finds that there is personal jurisdiction over JetPro due to the choice-of-forum provision in the contract, which states“[e]ach party irrevocably submits to the exclusive jurisdiction of the courts of New York County, New York.” ECF No. 20, Ex. 1, §15.1(c). As the Second Circuit has held, “obligatory venue language suffices to give mandatory force to a forum selection clause.” Phillips v. Audio Active Ltd., 494 F.3d 378, 386-87 (2d Cir. 2007). The phrase “irrevocably submits to the exclusive jurisdiction” (emphasis added) makes clear that the parties intended that the courts of New York County be the sole forum for any disputes arising out of this contract, and because the claims are the result of JetPro's breach, it follows that this Court properly has jurisdiction to adjudicate the claims.
The Court's Order directed Plaintiff to demonstrate “Defendant's liability after applying New York's choice-of-law rules to determine which state law applies to each of Plaintiff's claims.” ECF No. 17 at 1.
The forum-selection clause from the parties' contract settles this question, as it states, “This agreement shall be governed by, and construed in accordance with the laws of New York excluding any conflict of law provisions which would result in the application of the laws of any other jurisdiction.” ECF No. 20, Ex. 1, §15.1(a). As the Supreme Court has held, a forumselection clause “‘represents [the parties'] agreement as to the most proper forum', and should be ‘given controlling weight in all but the most exceptional cases[.]'” Atl. Marine Const. Co., Inc. v. U.S Dist. Ct. for W. Dist. of Texas, 571 U.S. 49, 51 (2013) (internal citations omitted). The New York Court of Appeals has also held that “a New York choice-of-law clause in a contract demonstrates the parties' intent that the courts not conduct a conflict of laws analysis,” and “obviates the application of both common-law conflict-of-law principles and statutory choice-of-law directives...” Ministers & Missionaries Benefit Bd. V. Snow, 26 N.Y.3d 466, 468 (2015).
Here the Court finds no reason to upset the agreement between the parties, nor the framework put forth by the United States Supreme Court and the New...
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