Searching over 5,500,000 cases.


searching
Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.

STARTECH, INC. v. VSA ARTS

December 7, 2000

STARTECH, INC., F/K/A VERY SPECIAL ARTS NEW YORK, PLAINTIFF,
V.
VSA ARTS, F/K/A VERY SPECIAL ARTS, INC., DEFENDANT.



The opinion of the court was delivered by: McMAHON, District Judge.

MEMORANDUM DECISION AND ORDER DENYING DEFENDANT'S MOTION TO DISMISS

Defendant VSA Arts moves pursuant to Fed.R.Civ.P. 12(b)(6) for an order dismissing Plaintiff Startech, Inc.'s claims for breach of contract and wrongful enrichment. For the reasons stated below, the motion is denied.

Summary

Plaintiff brings this action for damages in the amount of $500,000 pursuant to 28 U.S.C. § 1332. Startech is a not-for-profit corporation with its principal place of business in New York, and VSA is a not-forprofit corporation with its principal place of business in Washington D.C. Startech is a former affiliate of VSA.

Startech's complaint alleges that VSA wrote a letter promising to pay Starchtech 50% of the proceeds raised by VSA in "private fundraising actives" for three concurrents years beginning in FY 1994. (Pl.Exh. ¶ 1.) The agreement was subject to renegotiation. VSA paid nothing in respect of the agreement to Startech, which argues that VSA breached the agreement, or in the alternative that Defendant was wrongful enriched.

I. Factual Background

Except as otherwise indicated, all facts are drawn from Plaintiff's complaint.

Plaintiff is a former affiliate of Defendant and a not-for-profit corporation providing job training and education to the disabled. Plaintiff was founded in 1977 in part through the efforts of Defendant, a national organization founded in 1975 for the purpose of fostering learning opportunities for disabled persons. Plaintiff's success in its early years led to the Defendant's creation of other local affiliates, which escalated the growth of Defendant as a national organization.

Between 1977 and 1986, Plaintiff actively sponsored numerous arts-related events for the benefit of disabled persons in New York. The parties' relationship was governed by a series of affiliation agreements, under which Defendant imposed minimum standards and policies upon Plaintiff in return for Plaintiff's ability to participate in the national organization. One of Plaintiff's obligations was to raise a certain percentage of its (i.e., Plaintiff's) funds from businesses and individuals located within the State of New York. However, as Defendant grew, its own fund raising activities in New York increased, which "complicated" Plaintiff's ability to raise money.

Startech claims that the parties held discussions about its financial plight and VSA's contribution to, same for several years. Those discussions resulted in the issuance of a letter by VSA. (Pl.Exh.1) The letter read as follows:

Per our discussions, in light of the fact that the current level of funding support for Very Special Arts New York will be greatly diminished due to budgetary constraints, and by way of compensation for national fundraising activities conducted in the state of New York, this serves to confirm our agreement that gross proceeds raised by Very Special Arts in such private fundraising activities (including the Carey Limousine Wall Street Rat Race) will be split on an equal (50/50) basis effective FY 1994. This agreement will be effective for three concurrent years at which time the terms may be renegotiated.
Your continued support of Very Special Arts national fundraising activities in New York state is important in our efforts to continue to build awareness for Very Special Arts programs around the country. All national fundraising activities initiated in New York will be discussed on a case-by-case basis, and funds will be divided as mutually deemed appropriate. With regard to the annual Carey Limousine Rat Race, your continued assistance in securing necessary permits and related documentation to support this event is both recognized and much appreciated.
As discussed, it is agreed that proceeds from that event will directly support the ongoing activities of Very Special Arts New York." (Pl.Exh.1).

VSA did not keep its promise to pay plaintiff 50% of its take from fund raising activities in New York. Indeed, in March 1996, VSA terminated its affiliation with Plaintiff. Plaintiff claims that it was terminated from the VSA organization due to its insistence on Defendant's honoring the terms of the letter. VSA claims Plaintiff ...


Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.