AAR Supply Chain Inc v. N & P Enterprises LLC

Filing 17

MEMORANDUM OPINION AND ORDER: The court grants Defendant's 14 Motion to Set Aside Clerk's Entry of Default; denies as moot Plaintiff's 11 Motion for Final Default Judgment; and sets aside the 10 clerk's entry of default against Defendant. (Ordered by Judge Sam A Lindsay on 11/22/2017) (ran)

IN THE UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION
AAR SUPPLY CHAIN INC.,
Plaintiff,
v.
N & P ENTERPRISES, LLC d/b/a
JetstandsNow.com,
Defendant.

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Civil Action No. 3:16-CV-2973-L

MEMORANDUM OPINION AND ORDER
Before the court is Plaintiff’s Motion for Final Default Judgment (Doc. 11), filed March 1,
2017; and Defendant’s Motion to Set Aside Clerk’s Entry of Default (Doc. 14), filed May 8, 2017.
After careful consideration of the motions, briefs, evidence, record, and applicable law, the court
grants Defendant’s Motion to Set Aside Clerk’s Entry of Default (Doc. 14); and denies as moot
Plaintiff’s Motion for Final Default Judgment and Memorandum in Support (Doc. 11); and sets
aside the clerk’s entry of default against Defendant (Doc. 10).
I.

Background
On October 24, 2016, Plaintiff AAR Supply Chain, Inc. (“Plaintiff”) brought this action

against Defendant N & P Enterprises, LLC d/b/a JetStandsNow.com (“Defendant”) for delivery of
allegedly nonconforming and defective jet engine stands, asserting causes of action for breach of
contract, breach of express warranty, breach of implied warranty of merchantability, and breach of
implied warranty of fitness for a particular purpose, and seeking damages.

Memorandum Opinion and Order – Page 1

The docket indicates that service of process was effected on Defendant on November 4, 2016.
After service, Defendant did not answer or otherwise respond timely to Plaintiff’s Complaint and
did not seek an extension of time to do so. On March 1, 2017, Plaintiff moved for entry of default
by the clerk and default judgment. Default was entered by the clerk against Defendant on the same
date (Doc. 10).
On April 27, 2017, Defendant filed its Answer (Doc. 12). On May 8, 2017, Defendant
moved pursuant to Federal Rule of Civil Procedure 55(c) to set aside the clerk’s entry of default.
Defendant asserts that its failure to act was not willful; that it can present a meritorious defense to
Plaintiff’s claims; and that setting aside the entry of default will not prejudice Plaintiff. Plaintiff
opposes Defendant’s motion, contending it will be prejudiced because it has incurred attorney’s fees
and costs as a result of Defendant’s conduct. Alternatively, Plaintiff requests an award of attorney’s
fees and costs in Defendant’s motion is granted.
II.

Defendant’s Motion to Set Aside Clerk’s Entry of Default
A.

Legal Standard

A court may set aside an entry of a default for good cause shown. Fed. R. Civ. P. 55(c); Lacy
v. Sitel Corp., 227 F.3d 290, 291-92 (citing Fed. R. Civ. P. 55(c)). In determining whether good
cause is present to set aside a default, a court considers “whether the default was willful, whether
setting it aside would prejudice the adversary, and whether a meritorious defense is present.” Id. at
292 (citation and quotation marks omitted). A court also considers whether the defaulting party
“acted expeditiously” to cure the default. Id. (citation omitted). If the court determines that a default
is willful—that is, intentional failure to answer or otherwise respond—such “[w]illful failure alone
may constitute sufficient cause for the court to deny [the] motion [to set aside default].” Matter of

Memorandum Opinion and Order – Page 2

Dierschke, 975 F.2d 181, 184-85 (5th Cir.1992). Default judgments are “generally disfavored in the
law” and “should not be granted on the claim, without more, that the defendant ha[s] failed to meet
a procedural time requirement.” Lacy, 227 F.3d at 292 (quoting Mason & Hanger–Silas Mason Co.
v. Metal Trades Council, 726 F.2d 166, 168 (5th Cir.1984)). The Fifth Circuit has adopted a policy
in favor of resolving cases on the merits and against the use of default judgments. See Rogers v.
Hartford Life & Accident Ins. Co., 167 F.3d 933, 936 (5th Cir. 1999); see also Sun Bank of Ocala
v. Pelican Homestead & Sav. Ass’n, 874 F.2d 274, 276 (5th Cir. 1989) (“Default judgments are a
drastic remedy, not favored by the Federal Rules and resorted to by the courts in extreme situations
[and] are available only when the adversary process has been halted because of an essentially
unresponsive party.”) (internal quotations and citations omitted).
B.

Discussion

The docket indicates that Defendant was personally served with a summons and copy of
Plaintiff’s Complaint on November 4, 2016. Defendant asserts that, pursuant to the distributorship
agreement between Defendant and its supplier/manufacturer, MTSGSE, Inc. (“MTSGSE”),
MTSGSE agreed to indemnify and hold it harmless in any proceedings related to the quality of the
goods at issue in this lawsuit. Aff. of Navyug Gupta ¶ 3 (Doc. 14-2). Defendant further asserts, in
a prior lawsuit between it and Plaintiff in Illinois, MTSGSE managed the litigation on Defendant’s
behalf pursuant to the distributorship agreement. Defendant, therefore, asserts that its failure to
answer or otherwise respond in this action was not willful but instead the result of a mistaken belief
that MTSGSE was managing the litigation in this case and preparing Defendant’s answer. Id. ¶ 5.
Defendant states that, shortly after being made aware of its mistake as a result of the default

Memorandum Opinion and Order – Page 3

proceedings initiated by Plaintiff, it sought other legal representation and filed its Answer on April
27, 2017. Id.
Defendant’s motion and evidence demonstrate that its failure to file an answer or otherwise
respond timely was the result of the reasonable but mistaken belief that MTSGSE would be
managing the litigation in this case and preparing Defendant’s answer as it had done in the Illinois
litigation. Notwithstanding the mistake, Defendant acted expeditiously to cure the default.
Accordingly, the court determines that, under these circumstances, Defendant’s failure to respond
was not willful. Moreover, Defendant alleges in its Answer and motion that the jet engine stands
in question were conforming. Alternatively, Defendant alleges that it attempted to cure any perceived
nonconformities. Without ruling on the merits of the parties’ claims and defenses, the court
determines that Defendant has presented a meritorious defense to Plaintiff’s claims. Finally,
Defendant contends, and the court agrees, that Plaintiff will not suffer legal prejudice if the clerk’s
entry of default is set aside. Although Plaintiff contends that it will or has incurred attorney’s fees
and costs, such harm is insufficient to establish legal prejudice that would warrant denying the
motion to set aside the clerk’s entry of default.
Accordingly, Defendant has met its burden of establishing good cause to set aside the clerk’s
entry of default against it. Moreover, the drastic remedy of default judgment is not warranted in light
of Defendant’s mere failure to comply with a procedural time requirement. The court, therefore,
grants Defendants’ Motion to Set Aside Clerk’s Entry of Default (Doc. 14). The court’s ruling as
to Defendant’s motion moots Plaintiff’s request for entry of default judgment. Thus, the court
denies as moot Plaintiff’s Motion for Final Default Judgment (Doc. 11).

Memorandum Opinion and Order – Page 4

III.

Plaintiff’s Request for Attorney’s Fees
Plaintiff, in the alternative, seeks an award of attorney’s fees for securing the clerk’s entry

of default, preparing and filing its Motion for Final Default Judgment, and responding to Defendant’s
Motion to Set Aside Clerk’s Entry of Default. Defendant’s conduct and delays necessarily caused
Plaintiff to incur attorney’s fees in obtaining entry of default, responding to Defendant’s Motion to
Set Aside Clerk’s Entry of Default, and preparing a motion for default judgment. The court,
therefore, determines that Plaintiff is entitled to recover its reasonable attorney’s fees for these
discrete tasks. The court strongly urges the parties to resolve the issue of attorney’s fees without
court intervention, as it should not turn into a major litigation. In the unlikely event that the parties
are unable to resolve the issue of attorney’s fees, Plaintiff may file an application to recover
reasonable attorney’s fees incurred in securing the entry of default, preparing and filing Plaintiff’s
Motion for Final Default Judgment, and preparing and filing its response to Defendant’s motion.
Any such application must be filed by December 15, 2017, together with supporting documentation.
IV.

Conclusion
For the reasons stated, good cause exists to set aside the Clerk’s Entry of Default entered

against Defendant. The court, therefore, grants Defendant’s Motion to Set Aside Clerk’s Entry of
Default (Doc. 14); denies as moot Plaintiff’s Motion for Final Default Judgment (Doc. 11); and sets
aside the clerk’s entry of default against Defendant (Doc. 10).
It is so ordered this 22nd day of November, 2017.

_________________________________
Sam A. Lindsay
United States District Judge
Memorandum Opinion and Order – Page 5