1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 FEDERFIN TECH SRL, Case No. 18-cv-04614-HSG
8 Plaintiff, ORDER DENYING MOTION TO HOLD DEFENDANT IN CIVIL 9 v. CONTEMPT AND DENYING MOTION FOR ATTORNEYS’ FEES AND COSTS 10 UNION PACKAGING, INC., et al., Re: Dkt. Nos. 35, 37 11 Defendants.
12 13 Pending before the Court is Plaintiff Federfin Tech SRL’s motion to hold Defendant Union 14 Packaging, Inc. in civil contempt, Dkt. No. 35, and motion for attorneys’ fees and costs, Dkt. No. 15 37. The Court finds this matter appropriate for disposition without oral argument and the matter is 16 deemed submitted. See Civil L.R. 7-1(b). For the reasons detailed below, the Court DENIES the 17 motions. 18 I. BACKGROUND 19 Plaintiff filed a lawsuit against Defendant on July 31, 2018, alleging claims for breach of 20 contract; unjust enrichment; account stated, goods sold and delivered; violations of California’s 21 Unfair Competition Law; and breach of the implied covenant of good faith and fair dealing related 22 to several orders that Defendant placed from Plaintiff between January 2014 and May 2017 for 23 aluminum bottle caps. See Dkt. No. 1. On September 4, 2018, Defendant filed its own 24 counterclaim against Plaintiff for breach of contract; breach of implied warranty of fitness for a 25 particular purpose; and negligence based on allegations that the bottle caps were defective. See 26 Dkt. No. 19. 27 The parties participated in private mediation, and on January 29, 2019, entered into a 1 agreement, Defendant agreed to pay Plaintiff $150,000, to be paid in installments from January 2 15, 2020, to June 15, 2021. Id. at 1–2. However, if Defendant missed any installment payment, 3 then Defendant would owe $200,000 (less any prior installment payments) immediately. Id. at 2. 4 Plaintiff, in turn, agreed to “use its best efforts” to file and collect a claim with its insurance for the 5 defective bottle caps. Id. at 2. Any payment on the claim would be considered a credit against the 6 money Defendant owed. Id. In conjunction with the settlement agreement, Defendant signed a 7 promissory note for $200,000. Id. Plaintiff subsequently filed a stipulation to dismiss the case 8 with prejudice on February 11, 2019. See Dkt. No. 30. Nevertheless, pursuant to the parties’ 9 stipulation, the Court retained jurisdiction over any action to enforce the settlement agreement. 10 See Dkt. No. 31 at 2. 11 Approximately a year later, Plaintiff filed a motion to enforce the settlement agreement. 12 See Dkt. No. 32. Plaintiff explained that despite the terms of the settlement agreement, Defendant 13 failed to make a single payment and thus breached the settlement agreement. Id. In support of the 14 motion, Plaintiff attached email correspondence from Defendant’s counsel Wendy Rose, dated 15 January 27, 2020. See Dkt. No. 32-1, Ex. 4. In response to a letter from Plaintiff claiming that 16 Defendant was in default, Ms. Rose responded that Defendant “was dissolved last year and no 17 longer exists.” Id. She further explained that “[t]here is deep debt” and the settlement between 18 the parties in this matter “will be in line behind two ver[y] large loans that were also personally 19 guaranteed.” Id. Ms. Rose stated that Defendant was thus “effectively bankrupt and not 20 collectible.” Id. Following Plaintiff’s motion to enforce the settlement agreement, Defendant also 21 filed a statement of non-opposition stating in a single sentence that Defendant “does not oppose 22 the Motion to Enforce Settlement Agreement.” Dkt. No. 33. The Court granted the motion on 23 February 27, 2020, and directed Defendant to tender payment in the amount of $200,000 to 24 Plaintiff within 30 days of the date of the order. See Dkt. No. 34. 25 On April 1, 2020, Plaintiff filed a motion to hold Defendant in contempt and for contempt 26 sanctions. See Dkt. No. 35. Plaintiff explains that it still has neither received payment from 27 Defendant nor heard further from Defendant or its counsel regarding this case. See id. at 4. 1 she states that Defendant was dissolved the year before. See Dkt. No. 35-1, Ex. 4. Plaintiff also 2 filed a motion for attorneys’ fees and costs, seeking $5,983.10 in fees and $159.18 in costs. See 3 Dkt. No. 37. As of the date of this order, Defendant has not responded to either motion. 4 II. DISCUSSION 5 A. Motion for Contempt 6 Plaintiff moves the Court to hold Defendant in contempt, issue a sanctions award to 7 Plaintiff, and award Plaintiff its reasonable attorneys’ fees and costs for filing this contempt 8 motion. See Dkt. No. 35. 9 “A court has wide latitude in determining whether there has been contemptuous defiance 10 of its order.” In re Crystal Palace Gambling Hall, Inc., 817 F.2d 1361, 1364 (9th Cir. 1987). A 11 court may hold a party in civil contempt when the party has displayed “disobedience to a specific 12 and definite court order by failure to take all reasonable steps within the party’s power to comply.” 13 In re Dual-Deck Video Cassette Recorder Antitrust Litig., 10 F.3d 693, 695 (9th Cir. 1993). A 14 party’s behavior “need not be willful” to justify a finding of civil contempt as “there is no good 15 faith exception.” Id. (quotation omitted). Still, “[t]he party alleging civil contempt must 16 demonstrate that the alleged contemnor violated the court’s order by clear and convincing 17 evidence.” Id. (quotation omitted). If a court finds a party in contempt, it has discretion in 18 deciding whether to impose sanctions. “Sanctions for civil contempt may be imposed to coerce 19 obedience to a court order, or to compensate the party pursuing the contempt action for injuries 20 resulting from the contemptuous behavior, or both.” General Signal Corp. v. Donallco, Inc., 787 21 F.2d 1376, 1379 (9th Cir. 1986). “Compensatory awards are limited to actual losses sustained as a 22 result of the contumacy.” Id. (quotations omitted). 23 The Court recognizes the oddity of the case and declines to exercise its discretion to hold 24 Defendant in contempt on the record before it. Unlike criminal contempt, civil contempt “seeks 25 only to coerc[e] the defendant to do what a court had previously ordered him to do.” See Turner v. 26 Rogers, 564 U.S. 431, 441 (2011) (quotations omitted). But the Court has little confidence that 27 this objective would be well served by a contempt order in this case. Although Defendant did not 1 indeed its lack of payment—is because the company “no longer exists” and was dissolved 2 sometime in 2019. See Dkt. No. 35-1, Ex. 4. Although Plaintiff has repeatedly attached this 3 January 2020 email from Defendant to its own filings, Plaintiff has yet to discuss its implications 4 for this case and the motions pending before the Court. However, before the Court may hold a 5 party in civil contempt, it must find that it “fail[ed] to take all reasonable steps within the party’s 6 power to comply.” In re Dual-Deck, 10 F.3d at 695 (emphasis added). Moreover, an inability to 7 comply is a complete defense to civil contempt. See United States v. Drollinger, 80 F.3d 389, 393 8 (9th Cir. 1996) (“Ability to comply is the crucial inquiry, and a court should weigh all the 9 evidence properly before it determines whether or not there is actually a present ability to obey.”) 10 The only evidence currently before the Court suggests that since 2019 Defendant could not 11 comply with the Court’s order and remains unable to pay the settlement payment as directed by 12 the Court in its February 27, 2020, order. See Dkt. No. 34. The Court “will not be blind to 13 evidence that compliance is now factually impossible.
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1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 FEDERFIN TECH SRL, Case No. 18-cv-04614-HSG
8 Plaintiff, ORDER DENYING MOTION TO HOLD DEFENDANT IN CIVIL 9 v. CONTEMPT AND DENYING MOTION FOR ATTORNEYS’ FEES AND COSTS 10 UNION PACKAGING, INC., et al., Re: Dkt. Nos. 35, 37 11 Defendants.
12 13 Pending before the Court is Plaintiff Federfin Tech SRL’s motion to hold Defendant Union 14 Packaging, Inc. in civil contempt, Dkt. No. 35, and motion for attorneys’ fees and costs, Dkt. No. 15 37. The Court finds this matter appropriate for disposition without oral argument and the matter is 16 deemed submitted. See Civil L.R. 7-1(b). For the reasons detailed below, the Court DENIES the 17 motions. 18 I. BACKGROUND 19 Plaintiff filed a lawsuit against Defendant on July 31, 2018, alleging claims for breach of 20 contract; unjust enrichment; account stated, goods sold and delivered; violations of California’s 21 Unfair Competition Law; and breach of the implied covenant of good faith and fair dealing related 22 to several orders that Defendant placed from Plaintiff between January 2014 and May 2017 for 23 aluminum bottle caps. See Dkt. No. 1. On September 4, 2018, Defendant filed its own 24 counterclaim against Plaintiff for breach of contract; breach of implied warranty of fitness for a 25 particular purpose; and negligence based on allegations that the bottle caps were defective. See 26 Dkt. No. 19. 27 The parties participated in private mediation, and on January 29, 2019, entered into a 1 agreement, Defendant agreed to pay Plaintiff $150,000, to be paid in installments from January 2 15, 2020, to June 15, 2021. Id. at 1–2. However, if Defendant missed any installment payment, 3 then Defendant would owe $200,000 (less any prior installment payments) immediately. Id. at 2. 4 Plaintiff, in turn, agreed to “use its best efforts” to file and collect a claim with its insurance for the 5 defective bottle caps. Id. at 2. Any payment on the claim would be considered a credit against the 6 money Defendant owed. Id. In conjunction with the settlement agreement, Defendant signed a 7 promissory note for $200,000. Id. Plaintiff subsequently filed a stipulation to dismiss the case 8 with prejudice on February 11, 2019. See Dkt. No. 30. Nevertheless, pursuant to the parties’ 9 stipulation, the Court retained jurisdiction over any action to enforce the settlement agreement. 10 See Dkt. No. 31 at 2. 11 Approximately a year later, Plaintiff filed a motion to enforce the settlement agreement. 12 See Dkt. No. 32. Plaintiff explained that despite the terms of the settlement agreement, Defendant 13 failed to make a single payment and thus breached the settlement agreement. Id. In support of the 14 motion, Plaintiff attached email correspondence from Defendant’s counsel Wendy Rose, dated 15 January 27, 2020. See Dkt. No. 32-1, Ex. 4. In response to a letter from Plaintiff claiming that 16 Defendant was in default, Ms. Rose responded that Defendant “was dissolved last year and no 17 longer exists.” Id. She further explained that “[t]here is deep debt” and the settlement between 18 the parties in this matter “will be in line behind two ver[y] large loans that were also personally 19 guaranteed.” Id. Ms. Rose stated that Defendant was thus “effectively bankrupt and not 20 collectible.” Id. Following Plaintiff’s motion to enforce the settlement agreement, Defendant also 21 filed a statement of non-opposition stating in a single sentence that Defendant “does not oppose 22 the Motion to Enforce Settlement Agreement.” Dkt. No. 33. The Court granted the motion on 23 February 27, 2020, and directed Defendant to tender payment in the amount of $200,000 to 24 Plaintiff within 30 days of the date of the order. See Dkt. No. 34. 25 On April 1, 2020, Plaintiff filed a motion to hold Defendant in contempt and for contempt 26 sanctions. See Dkt. No. 35. Plaintiff explains that it still has neither received payment from 27 Defendant nor heard further from Defendant or its counsel regarding this case. See id. at 4. 1 she states that Defendant was dissolved the year before. See Dkt. No. 35-1, Ex. 4. Plaintiff also 2 filed a motion for attorneys’ fees and costs, seeking $5,983.10 in fees and $159.18 in costs. See 3 Dkt. No. 37. As of the date of this order, Defendant has not responded to either motion. 4 II. DISCUSSION 5 A. Motion for Contempt 6 Plaintiff moves the Court to hold Defendant in contempt, issue a sanctions award to 7 Plaintiff, and award Plaintiff its reasonable attorneys’ fees and costs for filing this contempt 8 motion. See Dkt. No. 35. 9 “A court has wide latitude in determining whether there has been contemptuous defiance 10 of its order.” In re Crystal Palace Gambling Hall, Inc., 817 F.2d 1361, 1364 (9th Cir. 1987). A 11 court may hold a party in civil contempt when the party has displayed “disobedience to a specific 12 and definite court order by failure to take all reasonable steps within the party’s power to comply.” 13 In re Dual-Deck Video Cassette Recorder Antitrust Litig., 10 F.3d 693, 695 (9th Cir. 1993). A 14 party’s behavior “need not be willful” to justify a finding of civil contempt as “there is no good 15 faith exception.” Id. (quotation omitted). Still, “[t]he party alleging civil contempt must 16 demonstrate that the alleged contemnor violated the court’s order by clear and convincing 17 evidence.” Id. (quotation omitted). If a court finds a party in contempt, it has discretion in 18 deciding whether to impose sanctions. “Sanctions for civil contempt may be imposed to coerce 19 obedience to a court order, or to compensate the party pursuing the contempt action for injuries 20 resulting from the contemptuous behavior, or both.” General Signal Corp. v. Donallco, Inc., 787 21 F.2d 1376, 1379 (9th Cir. 1986). “Compensatory awards are limited to actual losses sustained as a 22 result of the contumacy.” Id. (quotations omitted). 23 The Court recognizes the oddity of the case and declines to exercise its discretion to hold 24 Defendant in contempt on the record before it. Unlike criminal contempt, civil contempt “seeks 25 only to coerc[e] the defendant to do what a court had previously ordered him to do.” See Turner v. 26 Rogers, 564 U.S. 431, 441 (2011) (quotations omitted). But the Court has little confidence that 27 this objective would be well served by a contempt order in this case. Although Defendant did not 1 indeed its lack of payment—is because the company “no longer exists” and was dissolved 2 sometime in 2019. See Dkt. No. 35-1, Ex. 4. Although Plaintiff has repeatedly attached this 3 January 2020 email from Defendant to its own filings, Plaintiff has yet to discuss its implications 4 for this case and the motions pending before the Court. However, before the Court may hold a 5 party in civil contempt, it must find that it “fail[ed] to take all reasonable steps within the party’s 6 power to comply.” In re Dual-Deck, 10 F.3d at 695 (emphasis added). Moreover, an inability to 7 comply is a complete defense to civil contempt. See United States v. Drollinger, 80 F.3d 389, 393 8 (9th Cir. 1996) (“Ability to comply is the crucial inquiry, and a court should weigh all the 9 evidence properly before it determines whether or not there is actually a present ability to obey.”) 10 The only evidence currently before the Court suggests that since 2019 Defendant could not 11 comply with the Court’s order and remains unable to pay the settlement payment as directed by 12 the Court in its February 27, 2020, order. See Dkt. No. 34. The Court “will not be blind to 13 evidence that compliance is now factually impossible. Where compliance is impossible, neither 14 the moving party nor the court has any reason to proceed with the civil contempt action.” See 15 United States v. Rylander, 460 U.S. 752, 757 (1983). 16 The Court therefore DENIES the motion without prejudice. If Plaintiff is able to proffer 17 information about why it believes Defendant was nevertheless able to comply with the Court’s 18 order and can still pay the agreed upon settlement amount, the Court will consider a renewed 19 motion. 20 B. Motion for Attorneys’ Fees 21 Plaintiff also seeks attorneys’ fees and costs related to this lawsuit. See Dkt. No. 37. 22 Plaintiff cites the parties’ settlement agreement, which states in relevant part: 23 [I]n the event an action is brought by any Party hereto to enforce this 24 Agreement and/or the Promissory Note, the prevailing party shall be entitled to reasonable attorneys’ fees and costs in addition to all other 25 relief to which that Party may be entitled. 26 See SA at 6. Because Plaintiff prevailed on its earlier motion to enforce the settlement agreement, 27 Plaintiff contends that it is entitled to its reasonable fees and costs “for ‘all hours reasonably spent’ 1 on this litigation by its counsel.”1 See Dkt. No. 37 at 7. Plaintiff seeks compensation for 25.4 2 hours of attorney and paralegal time, totaling $5,983.10, as well as $159.18 for “costs incurred 3 with litigating this matter following the execution of the parties’ settlement agreement.” See id. 4 The Court acknowledges that Plaintiff prevailed in its motion to enforce the settlement 5 agreement. See Dkt. No. 32. However, at least some of Plaintiff’s attorneys’ fees and costs cited 6 in this motion appear to be for time spent throughout the litigation of this case, and not just in 7 enforcing the settlement agreement. See, e.g., Dkt. No. 37 at 7 (asking for fees and costs “for ‘all 8 hours reasonably spent’ on this litigation by its counsel.” (emphasis added)). The Court is not 9 persuaded by Plaintiff’s expansive reading of the settlement agreement. The settlement 10 agreement’s provision regarding attorneys’ fees appears limited to the “prevailing party” in actions 11 “to enforce this Agreement and/or the Promissory Note.” See SA at 6. Plaintiff’s requested fees 12 and costs are thus overinclusive. 13 Plaintiff’s billing records appear to include approximately $420 incurred even before the 14 date by which Defendant was to pay the first installment payment under the settlement agreement. 15 See Dkt. No. 37-2, Ex. A. And Plaintiff has also included substantial time spent preparing the 16 motion to hold Defendant in contempt and for contempt sanctions, which the Court has denied. 17 Plaintiff, therefore, does not appear to be the “prevailing party” on that motion as contemplated by 18 the settlement agreement, and Plaintiff does not otherwise explain why it should be entitled to 19 attorneys’ fees spent preparing that motion. And because much of the attorneys’ time is block 20 billed, the Court cannot disaggregate the entries to determine what time was spent on enforcing the 21 settlement agreement. 22 The Court therefore DENIES the motion without prejudice. Plaintiff may still renew its 23 motion with more detailed support. Nevertheless, the Court notes that if Defendant cannot pay the 24 agreed-upon settlement amount, it seems unlikely that it will be able to pay any attorneys’ fees or 25
26 1 To the extent Plaintiff suggests that the Court has “granted [Plaintiff] the right to move the court” for attorneys’ fees and costs, see Dkt. No. 37 at 2, the Court clarifies that it merely set a deadline 27 for the filing of such a motion when Plaintiff indicated its intention to file one. See Dkt. No. 32 at 1 costs either. 2 Wl. CONCLUSION 3 Accordingly, the Court DENIES WITHOUT PREJUDICE the motions in their entirety. 4 IT IS SO ORDERED. 5 Dated: 5/21/2020
HAYWOOD S. GILLIAM, JR. 7 United States District Judge 8 9 10 11 12
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