StandardAero Aviation Holdings, Inc. v. Signature Aviation Limited

Opinion

USDC SDNY UNITED STATES DISTRICT COURT DOCUMENT SOUTHERN DISTRICT OF NEW YORK ELECTRONICALLY FILED STANDARDAERO AVIATION HOLDINGS, DOC INC. DATE FILED: _10/18/2023 Plaintiff, -against- 22 Civ. 7515 (AT) SIGNATURE AVIATION LIMITED f/k/a SIGNATURE AVIATION PLC, ORDER Defendant. ANALISA TORRES, District Judge: On September 2, 2022, Plaintiff, StandardAero Aviation Holdings, Inc., filed a complaint in this action asserting, infer alia, a claim for breach of contract based on the February 16, 2021 sale and purchase agreement between Plaintiff and Defendant, Signature Aviation Limited. Compl. § 1, ECF No. 1. The complaint stated that the text of the sale and purchase agreement was attached as Exhibit A. See id. §2. Exhibit A, however, is a one-page document that says “Sealing Application Forthcoming.” ECF No. 1-1. No sealing application has been made, and the agreement has not been provided despite being incorporated by reference to the complaint. See Chambers v. Time Warner, Inc., 282 F.3d 147, 152-53 (2d Cir. 2002). Certain excerpts of the agreement have been filed. See Morris Decl. Ex. 1, ECF No. 34-1. But the Court has an obligation, in construing a contract, to “give full meaning and effect to all of [the contract’s] provisions.” Novartis Pharma AG v. Incyte Corp., 520 F. Supp. 3d 514, 525 (S.D.N.Y. 2021). Moreover, certain relevant provisions of the contract have not been provided to the Court in their entirety. See Pl. Opp. at 3, ECF No. 33 (referencing Section 6.01(c)(xix)); Def. Reply at 5-7, ECF No. 40 (referencing Section 6.01(c)(vii)). Accordingly, by October 25, 2023, Plaintiff shall file the February 16, 2021 sale and purchase agreement in its entirety. SO ORDERED. Dated: October 18, 2023 New York, New York

ANALISA TORRES United States District Judge