World Fuel Services, Inc. v. SASS CORP et al

Filing 24

ORDER granting 20 Motion for Default Judgment (Written Opinion) Signed by Senior Judge David S. Doty on 4/27/2017. (DLO)

UNITED STATES DISTRICT COURT
DISTRICT OF MINNESOTA
Civil No. 16-4131(DSD/SER)

World Fuel Services, Inc.,

Plaintiff,
v.

ORDER

SASS CORP, a Minnesota
Corporation, Omar Wazwaz, and
Ronya Salaymeh,
Defendants.

Christopher J. Heinze, Esq and Libby Law Office, PA, 855
Rice Street, Suite 100, St. Paul, MN 55117, counsel for
plaintiff.
No appearance by defendants.

This matter is before the court upon the motion for default
judgment against defendants SASS Corporation and Omar Wazwaz.
Based on a review of the file, record, and proceedings herein,
and for the following reasons, the court grants the motion.

BACKGROUND
Plaintiff is a Texas corporation, with its principal place
of business located in the State of Florida, specifically located
at 9800 N.W. 41st Street, Suite 400, Miami, FL, 33178.

Defendant

SASS CORP is a corporation incorporated and existing under the

1

laws of the State of Minnesota.
is

in

the

State

of

Its principal place of business

Minnesota,

specifically

Stinson Boulevard, St. Anthony, MN, 55421.

located

at

3803

Defendant Omar Wazwaz

is an individual who is domiciled in the State of Minnesota.
Omar Wazwaz is the sole owner and shareholder of SASS CORP.
Defendant
Complaint

in

SASS
this

CORP
matter

was

served

with

the

Summons

and

on

December

19,

2016

through

the

Minnesota Secretary of State.

Defendant Omar Wazwaz was served

with the Summons and Complaint in this matter on December 20,
2016.
On January 10, 2017, counsel for Omar Wazwaz, Steven T.
Grimshaw, contacted Plaintiff’s counsel, and informed Plaintiff’s
counsel that neither Defendant Omar Wazwaz or Defendant SASS CORP
would be filing an Answer to the Complaint in this matter.

More

than the allowed time to answer has elapsed since Defendants SASS
CORP and Omar Wazwaz were served in this action and Defendants
have failed to plead or otherwise defend as provided by the
Federal Rules of Civil Procedure.
In consideration of and as an inducement for Plaintiff to
enter into an Assumption Agreement with Defendant SASS CORP,
Defendant Omar Wazwaz personally guaranteed, on April 14, 2014
(“Individual Guaranty”), all of the debts of the previous dealer
under the original Motor Fuel Agreement dated October 26, 2011.
Additionally,

Defendant

Omar

Wazwaz
2

agreed

to

pay

reasonable

attorney’s fees and all costs and other expenses incurred by
Plaintiff as a result of any such default or in enforcing the
Individual Guaranty.

Thereafter, Plaintiff and Defendants SASS

CORP and Omar Wazwaz entered into the Assumption Agreement on
June

11,

assumed

2014
all

whereby

rights

Defendants

and

SASS

obligations

CORP

and

under

the

Omar
Motor

Wazwaz
Fuel

Agreement’s Supply Agreement.
On or about March 6, 2015 Defendants SASS CORP and Omar
Wazwaz breached the Supply Agreement and Assumption Agreement by
failing to purchase motor fuel from Plaintiff, failing to pay
Plaintiff for motor fuel already received, and ceasing operations
at the retail gasoline station located at 3803 Stinson Boulevard
in St. Anthony, Minnesota.

In addition, Defendant Omar Wazwaz

breached the Individual Guaranty by failing to pay Plaintiff the
debt owed by Defendant SASS CORP.

Plaintiff suffered damages in

this matter due to Defendants’ actions and inactions for a total
amount of $298,526.55.

DISCUSSION
Under Minnesota law, a breach of contract claim contains the
following elements: “(1) formation of a contract; (2) performance
by plaintiff of any conditions precedent; (3) a material breach
of the contract by defendant; and (4) damages.”

Parkhill v.

Minn. Mut. Life Ins. Co., 174 F. Supp.2d 951, 961 (D. Minn. 2000)
3

(citing Briggs Trans. Co. v. Ranzenberger, 217 N.W.2d 198, 200
(Minn. 1970)).

The formation of a contract requires an offer,

acceptance, and consideration. See Taxi Connection v. Dakota,
Minnesota & Eastern R.R. Corp., 513 F.3d 823, 826 (8th Cir. 2008)
(citing Commercial Assocs., Inc. v. Work Connection, Inc., 712
N.W.2d 772, 782 (Minn. Ct. App. 2006)); see also Cederstrand v.
Lutheran Bhd., 263 Minn. 520, 529-32, 117 N.W.2d 213, 219- 21
(1962). “Consideration is something of value exchanged for a
performance or promise of performance.” In re MJK Clearing, Inc.,
408 F.3d 512, 515 (8th Cir. 2005) (citing E.J. Baehr v. Penn-OTex Oil Corp., 258 Minn. 533, 104 N.W.2d 661, 665 (1960)).
Having reviewed Plaintiff’s Complaint, Motion for Default
Judgment, and Affidavit in Support of Default Judgment, this
Court finds that Defendants SASS CORP and Omar Wazwaz breached
its contracts with Plaintiff.
A court may enter a default judgment against a party who
“fails to appropriately respond in a timely manner.” See Marshall
v. Baggett, 616 F.3d 849, 852 (8th Cir. 2010); see also Fed. R.
Civ. Proc. 55(b)(2).

However, default judgments are generally

not

courts.

favored

Cabinets,

by

Inc.,

the
88

F.

Supp.

Rogovsky
3d

1034,

Enter.
1039

v.

(D.

Masterbrand
Minn.

2015);

Berthelsen v. Kane, 907 F.2d 617, 620 (6th Cir. 1990). The court
has the discretion to enter a default judgment. Belcourt Pub.
Sch. Dist. v. Herman, 786 F.3d 653, 661 (8th Cir. 2015).
4

The

court

may

consider

a

several

factors

when

entering

default

judgment such as: whether the defaulting party’s actions were
inadvertent or de minimis; whether the default resulted from bad
faith; the possibility of prejudice to the plaintiff; the merits
of the plaintiff’s substantive claim; the sufficiency of the
complaint; the amount of the claim; and whether the default was
due to excusable neglect.
(8th

Cir.

2001);

Bambu

Forsythe v. Hales, 255 F.3d 487, 490
Sales

v.

Ozak

Trading,

58

F.3d

849,

852–854 (2d Cir. 1995); Grandbouche v. Clancy, 825 F.2d 1463,
1468 (10th Cir. 1987); Aldabe v. Aldabe, 616 F.2d 1089, 1092–1093
(9th Cir. 1980); Wahl v. McIver, 773 F.2d 1169, 1174 (11th Cir.
1985);

Hutton

v.

Fisher,

359

F.2d

913,

916

(3d

Cir.

1966);

Anilina Fabrique de Colorants v. Aakash Chems., 856 F.2d 873, 879
(7th Cir. 1988).
Applying the standards and factors set forth above, this
Court finds that default judgment is appropriate in this matter.
Plaintiff properly served the Complaint on Defendants SASS CORP
and Omar Wazwaz. Defendants’ counsel then informed Plaintiff that
neither

defendant

purposeful action.

would

be

filing

an

answer,

which

was

a

Defendants’ default was not a result of bad

faith on the part of Plaintiff.

A denial of default judgment

would prejudice Plaintiff in that it would be more difficult for
Plaintiff, without the aid of a court order, to collect its
damages from Defendants SASS CORP and Omar Wazwaz.
5

The merits of

Plaintiff’s claims are supported from the existing record and
there is a well pleaded complaint.

This Court has sufficient

information from the existing record to determine the amount of
damages. Therefore, further inquiry or an evidentiary hearing is
unnecessary.

See Taylor v. Ballwin, 859 F.2d 1330, 1333 (8th

Cir.

Finally,

1988).

neglect

as

the

Defendants’

default

counsel

was

not

informed

due

to

excusable

Plaintiff

neither

defendant would file an answer.

CONCLUSION
Accordingly, based on the above, IT IS HEREBY ORDERED that:
1.

Plaintiff’s motion for default judgment as to defendants

SASS CORP and Oscar Wazwaz [ECF No. 20] is granted; and
2.
of

Two

Plaintiff is entitled to recover damages in the amount
Hundred

Ninety-Eight

Thousand

Five

Hundred

Twenty-Six

Dollars and Fifty-Five Cents ($298,526.55) against defendants
SASS CORP and Omar Wazwaz.
Date: April 27, 2017
s/David S. Doty
David S. Doty, Judge
United States District Court

6