Airs International, Inc. v. Perfect Scents Distributions, Ltd.

ORDER DENYING PERFECT SCENTS’ MOTION FOR SUMMARY JUDGMENT

I. Introduction and Background

This is an action involving agreements for distribution of perfume products in Canada. Plaintiff Airs International, Inc. (“Airs”) alleges that defendant Perfect Scents Distributions, Ltd. (“Perfect Scents”) breached the parties’ 1993 distribution contract. Perfect Scents has “cross-claimed” against Airs and its president, Stephen Marcus, alleging that such contract was superseded by a 1994 agreement between the parties, and that Airs has breached this superseding contract. Perfect Scents now moves for summary judgment, contending that there are no genuine issues of material fact and that it is entitled to judgment as a matter of law on both Airs’ claims and its cross-claims.

A. Undisputed Facts

Airs is a California corporation with its principal place of business in Watsonville, California. Perfect Scents is a Canadian corporation with its principal place of business in British Columbia. The amount in controversy exceeds $50,000.

On March 31, 1993, the parties entered into a written contract entitled “Exclusive Distribution Contract” (the “1993 contract”). The 1993 contract gave Perfect…