Inova International LLC v. Tsai

Filing 14

OPINION AND ORDER granting 11 Motion for Default Judgment. The Clerk shall enter judgment on all counts in favor of plaintiff. Plaintiff is entitled to damages against defendant arising from the breach of contract, conversion, tortious interference, and civil theft in the amount of $276,408.00, plus attorney's fees and costs under Count IV in the amount of $28,043.00. Signed by Judge John E. Steele on 11/15/2023. (RKR)

UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF FLORIDA
FORT MYERS DIVISION
INOVA INTERNATIONAL LLC,
Plaintiff,
v.

Case No:

2:23-cv-518-JES-NPM

NIKKI TSAI,
Defendant.
OOPINION AND ORDER
This matter comes before the Court on plaintiff's Motion for
Entry of Final Judgment After Default (Doc. #11) filed on October
31, 2023.

No response has been filed and the time to respond has

expired.
I.
The Court has a sua sponte obligation to identify and dismiss
a shotgun pleading.

Davis v. Coca-Cola Bottling Co. Consol., 516

F.3d 955, 979 n.54 (11th Cir. 2008) (collecting cases); Byrne v.
Nezhat, 261 F.3d 1075, 1130 (11th Cir. 2001).

“The most common

type — by a long shot — is a complaint containing multiple counts
where each count adopts the allegations of all preceding counts,
causing each successive count to carry all that came before and
the last count to be a combination of the entire complaint.”
Weiland v. Palm Beach Cnty. Sheriff's Off., 792 F.3d 1313, 1321

(11th Cir. 2015).

The incorporation of all prior paragraphs in

Counts II, III, and IV is improper. 1

Accordingly, paragraphs 25,

29, and 35 will be deemed to incorporate only paragraphs 1 through
19.
II.
“The mere entry of a default by the clerk does not in itself
warrant the entry of default by the Court.

Rather the Court must

find that there is sufficient basis in the pleadings for the
judgment to be entered.”

GMAC Commercial Mortg. Corp. v. Maitland

Hotel Assocs., Ltd., 218 F. Supp. 2d 1355, 1359 (M.D. Fla. 2002)
(citing Nishimatsu Construction v. Houston National Bank, 515 F.
2d 1200, 1206 (5th Cir. 1975)).

A complaint must state a claim

in order for default judgment to be granted.

Id.

On July 13, 2023, Inova International LLC (plaintiff or Inova)
filed

a

four-count

Complaint

against

Nikki

Tsai

(defendant)

alleging a breach of contract, conversion, tortious interference
with a contract or business relationship, and civil theft under
Fla. Stat. § 772.11.

A Summons (Doc. #4) was issued, and a Return

of Service (Doc. #7) was filed indicating service was executed on
an

unnamed

co-resident

over

15

years

of

age

at

defendant’s

Count II incorporates paragraphs 1 through 23, Count III
incorporates paragraphs 1 through 27, and Count IV incorporates
paragraphs 1 through 33. (Doc. #1, ¶¶ 21, 25, 29, 35.)
1

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residence in Honolulu, Hawaii.

On September 18, 2023, a Clerk’s

Entry

was

of

Default

(Doc.

#9)

issued

against

defendant.

Therefore, all prerequisites have been met for a default judgment.
Fed. R. Civ. P. 55(a).
According

to

the

Complaint,

on

or

about

July

3,

2021,

defendant Tsai entered into an Independent Sales Consult Agreement
with Vibrant Films LLC, a Florida company, and Plaintiff Inova was
a signatory.

(Doc. #1, ¶ 6.)

Inova sent defendant demo equipment

and inventory to use when promoting plaintiff’s remote health
monitoring services.

Defendant secured letters of intent with

doctors to use plaintiff’s services and defendant was compensated
for her services.

Inova began experiencing high rates of accounts

receivable,

plaintiff’s

invoices.

but

clients

were

not

paying

their

On or about May 4, 2023, Inova’s head of Healthcare

Operations learned from a client that defendant had been collecting
payments that were due and owed to Inova and falsely representing
that she had the right to collect the payments on behalf of
plaintiff.

Instead, defendant took the funds and converted them

for her own use and instructed several clients to pay her directly.
On or about May 10, 2023, plaintiff sent a cease-and-desist letter.
Defendant did not officially respond, did not return the funds,
and did not return the inventory and equipment.

On or about July

5, 2023, defendant sent emails to Inova and plaintiff’s customers

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claiming to have a court order against plaintiff and directing
that they should withhold all payments to Inova and pay her.

As

of July 2023, plaintiff had $143,960 in outstanding accounts
receivable from clients.

John LeBoeuf, CEO of Inova, submitted a

Declaration

reiterating

(Doc.

#12)

the

allegations

in

the

Complaint and noting $132,448.00 worth of inventory and equipment
has not been returned.

Patrick McAndrews, Esq., counsel for Inova

overseeing invoicing and billing also filed a Declaration (Doc.
#13).

Mr.

McAndrews

outlines

the

attorney’s

fees

through

September 30, 2023, and the costs incurred, and represents that
defendant’s counsel in Hawaii was notified of the default.
Plaintiff argues that the breach of contract is the misuse of
confidential information about each customer and interfering with
and soliciting Inova customers.

(Doc. #11, ¶ 10.)

The Court may

consider documents outside of the Complaint if the document is
central

to

the

plaintiff’s

claim

and

its

authenticity

is

undisputed.

E.g., Horsley v. Feldt, 304 F.3d 1125, 1134 (11th

Cir. 2002).

Here, the Agreement and the cease-and-desist letter

referenced in the Complaint are central to the claims, and their
authenticity has not been disputed.
The Complaint alleges that defendant breached the Agreement
by

“(1)

misusing

Inova’s

confidential

information

about

each

customer; (2) intercepting payments from customers that were due

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and owed to Inova; [and] (3) interfering with and soliciting Inova
customers with the intent of ‘taking away business’ from Inova.”
(Doc. #1, ¶ 23.)

The Inova Independent Sales Consultant Agreement

(Doc. #12-1) attached to the Declaration of John LeBoeuf (Doc.
#12)

addresses

the

disclosure

of

confidential

information

in

paragraph 14 of the Agreement and the solicitation of customers to
compete against Inova in paragraph 19 of the Agreement.
#12-1.)

(Doc.

Also attached to the Declaration is the cease-and-desist

letter which states that defendant was continuing to use Inova’s
equipment and platform to form her own competing company, and that
she was communicating with Inova clients she worked with as a
consultant with “authority” to collect payments.
1-2.)

(Doc. #12-2, pp.

The Court finds that plaintiff has sufficiently stated a

claim for breach of the Agreement in Count I.
The Court also agrees that plaintiff is entitled to a default
judgment on Count II for conversion since defendant has retained
dominion and control over plaintiff’s equipment and inventory
provided after a demand was made for their return.
12.)

(Doc. #11, ¶

The Court further agrees that plaintiff is entitled to a

default judgment on Count III since defendant was contracted to
facilitate business relationships with doctors in Hawaii and she
intentionally interfered with plaintiff’s clients by instructing

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them to withhold payment when it was required causing damages to
Inova.

(Id. at ¶ 14.)

In Count IV, plaintiff seeks damages for civil theft.
A person commits theft if he or she knowingly
obtains or uses, or endeavors to obtain or to
use, the property of another with intent to,
either temporarily or permanently:
(a) Deprive the other person of a right to the
property or a benefit from the property.
(b) Appropriate the property to his or her own
use or to the use of any person not entitled
to the use of the property.
Fla. Stat. § 812.014(1).

A person who “proves by clear and

convincing evidence that he or she has been injured” by the theft,
“has a cause of action for threefold the actual damages sustained
and, in any such action, is entitled to minimum damages in the
amount of $200, and reasonable attorney's fees and court costs in
the

trial

and

appellate

courts.”

Fla.

Stat.

§

772.11(1).

Plaintiff must have made a written demand for $200 or the treble
damages.

Id.

The cease-and-desist letter made the following

demands:
- Immediately cease collecting payments from
providers and immediately turn over any
payments you have already received. Any
payments collected must be mailed to Inova at
Inova Care, 7853 Gunn Highway, Unit 246,
Tampa, Florida 33626-1611;
- Refrain from communication, either directly
or indirectly, with any Inova provider or

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client which you worked with while performing
services for Inova;
- Cease any steps taken to step up a business
to compete with Inova;
- Stop all unauthorized use of the Inova’s
intellectual property and equipment; and
- Return all equipment provided by Inova to
the following address: Inova Care, 7853 Gunn
Highway, Unit 246, Tampa, Florida 33626-1611
unless otherwise agreed to by the Parties in
writing.
(Doc. #12-2, p. 3.)

The Court finds that plaintiff is entitled

to a default judgment as to this count, including attorney fees
and costs.
Having reviewed the allegations in the Complaint, the Court
finds that plaintiff is entitled to a default judgment on Counts
I through IV.
Accordingly, it is hereby
ORDERED:
1. Plaintiff's

Motion

for

Entry

of

Final

Judgment

After

Default (Doc. #11) is GRANTED.
2. Plaintiff is entitled to damages against defendant arising
from

the

breach

of

contract,

conversion,

tortious

interference, and civil theft in the amount of $276,408.00,
plus attorney’s fees and costs under Count IV in the amount
of $28,043.00.

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3. The Clerk shall enter judgment in favor of plaintiff on
all counts (Counts I through IV), terminate all pending
motions and deadlines, and close the file.
DONE and ORDERED at Fort Myers, Florida, this
of November 2023.

Copies:
Counsel of Record

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15th

day