Consortium Information Services, Inc. v. Credit Data Services, Inc.

MEMORANDUM **

Credit Data Services, Inc. (“CDS”), appeals the district court judgment, following a bench trial, and $1.2 million damage award to Consortium Information Services, Inc. (“Consortium”) on a claim of promissory estoppel. Consortium cross-appeals, challenging the damage award as inadequate. We have jurisdiction pursuant to 28 U.S.C. § 1291 , and we affirm.

I. Choice of Law

The district court correctly determined that the law of the forum state, California, as opposed to Florida law governs this action. ‘We review[] decisions concerning the appropriate choice of law de novo.” Gen. Signal Corp. v. MCI Telecomms. Corp., 66 F.3d 1500, 1505 (9th Cir.1995). CDS failed to timely assert the Florida statute of frauds as a defense. Federal Rule of Civil Procedure 8(c) lists “certain matters that a party must plead affirmatively, among which matters is the defense of the Statute of Frauds.” Morgan Elec. Co. v. Neill, 198 F.2d 119, 122 (9th Cir.1952). “Failure to plead this defense results in waiver of it” under Rule 12(h). Id. CDS raised the California statute of frauds in its answer to Consortium’s complaint, and relied upon California law in its summary judgment papers. It…

dissenting.

I respectfully dissent.

In this case, a solo operator domiciled in California approached an established Florida business, traveled to Florida for negotiations, pursued the deal avidly, and contemplated a contract that required the application of Florida law. When the Florida corporation determined the deal would be financially disadvantageous, it pulled out of negotiations. The United States District Court for Central District of California concluded that the California businessman should receive the benefit of California law and the windfall of the proceeds of a contract that the Florida party chose not to sign. The majority of this panel of the Court of Appeals affirms this decision. I must dissent. I believe the district court erred in several ways. I *578 would reverse and remand with instructions to apply the law of the state of Florida and dismiss the case, based on the statute of frauds. In the alternative, I would find there was no promissory estoppel. Finally, the damages awarded by the district court were excessive.

A. Choice of Law

The district court erred in its analysis of the choice of law question, both in its conclusion that Defendant raised the…