Megaforce Company Limited v. Nodesnow Inc.

District Court, N.D. California·Decided June 22, 2026·No. 4:25-cv-08241·Unknown

Opinion

MEGAFORCE COMPANY LIMITED, Case No. 4:25-cv-08241-KAW

Plaintiff, REPORT AND RECOMMENDATION TO GRANT MOTION FOR DEFAULT v. JUDGMENT; ORDER REASSIGNING CASE TO A DISTRICT JUDGE Re: Dkt. Nos. 19, 20 Defendant.

On September 26, 2025, Plaintiff Megaforce Company Limited (“Megaforce”) filed this action against Defendant NodesNow Inc. (“NodesNow”) asserting a claim for breach of contract. Default was subsequently entered against NodesNow, and, on February 6, 2026, Megaforce filed a Motion for Default Judgment. (Dkt. Nos. 19-20.) Therein, Megaforce requests compensatory damages of $1,775,713.36, pre-judgment interest of $281,926.08, and costs of $405. Id. No opposition was filed by NodesNow. (Dkt. No. 27.) On May 7, 2026, the Court held a hearing at which NodesNow did not appear. (Dkt. No. 36.) Having considered the filings and the relevant legal authorities, and for the reasons set forth below, the Court REASSIGNS this case to a district judge with the RECOMMEDATION to GRANT Megaforce’s Motion for Default Judgment. A. Factual Background Megaforce is a Taiwanese electronics corporation that develops, designs, and sells computers and computer parts. (Compl. ¶¶ 4, 9.)1 NodesNow is a Delaware corporation and a company with business activities consisting of the development, manufacturing, and marketing of digital communication and collaboration solutions, platforms, services, and devices. (Compl. ¶¶ 5, 10.) In November 2022, Megaforce and NodesNow entered into the Design and Built Framework Agreement (“Framework Agreement”) to collaborate on the provision of technological solutions, platforms, and devices. (Compl. ¶ 11; Framework Agreement, Compl. ¶ 11, Ex. A.) The Framework Agreement is a valid and binding contract. (Compl. ¶ 30.) By the Framework Agreement, Megaforce agreed to provide multitouch displays with integrated PC systems and sensor technology to NodesNow for use in their software and hardware systems. (Compl. ¶ 1.) In exchange for Megaforce’s products and services, NodesNow agreed to a compensation structure including payments for engineering services, prototypes and materials, non-recurring engineering costs, incurred non-recurring engineering costs for the NN-86 design prototype, further service costs, initial mass production units, and delivery costs. (Compl. ¶ 2.) Section 5 of the Framework Agreement, titled “Fees, Remuneration and Billing,” set forth the various compensation and payment structures. (Compl. ¶¶ 2, 13-18.) Under Section 1 of the Framework Agreement, the parties agreed that their first collaboration project would be the development and production of the NN-86 Prototype. (Compl. ¶ 12.) Megaforce undertook to provide multitouch displays with integrated PC systems and sensor technology for use in NodesNow’s digital communication and collaboration platforms and, starting in late 2023, began delivering the NN-86 product to NodesNow. (Compl. ¶¶ 2, 20.) Megaforce fully performed its obligations under the Framework Agreement, including by supplying NodesNow with the agreed-upon products and services and the development and delivery of the NN-86 product beginning in late 2023. (Compl. ¶¶ 2-3, 20-21, 31.) Despite Megaforce’s complete performance, NodesNow failed to make payment on six invoices issued between March 2023 and May 2024. (Compl. ¶¶ 21, 32.) The total amount of the unpaid invoices is $819,317.17 (Compl. ¶ 21), and is broken down as follows: (a) $417,246.88 for Delivery Costs under Section 5.7 of the Framework Agreement, which provides:

MEGAFORCE is entitled to invoice appropriate delivery costs and custom clearance costs (together “DELIVERY COSTS”) to NODESNOW without any markup and on a cost basis. . . . The DELIVERY COSTS shall be invoiced on the day of delivery at the DELIVERY LOCATION with a payment term of sixty (60) days. (See Compl. ¶¶ 18, 21(a), 32.) (b) $167,930 for Engineering Services under Section 5.1, which provides: Engineering service hours shall be remunerated on a monthly basis based on the service fee outlined in ANNEX 5.1 attached to this FRAMEWORK AGREEMENT. Latest on the 15th of each month, MEGAFORCE shall submit an invoice to charge for the service hours rendered in the respective previous month with a payment term of sixty (60) days. (See Compl. ¶¶ 14, 21(b), 32.) (c) $149,731.78 for Further Service Costs under Section 5.5, which provides in part: Both PARTIES agree that MEGAFORCE is entitled to claim further service and material costs in connection with the development and production of the NN-86 DESIGN PROTOTYPE in the amount of USD 149,731.78. Both PARTIES hereby agree that such costs shall be paid by NODESNOW as follows: 100% of these costs shall be invoiced by MEGAFORCE on the date of the first delivery of MASS PRODUCTION UNITS to NODESNOW according to Section 4.7 with a payment term of sixty (60) days. (See Compl. ¶¶ 16, 21(c), 32.) (d) $84,408.51 for interest on the letter of credit under Section 5.6.2, which provides in part:

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Megaforce Company Limited v. Nodesnow Inc., (N.D. Cal. 2026).

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