On May 20, 2021 a
Motion,Ex Parte
was filed
involving a dispute between
Fenchem, Inc.,
and
Does 1-25,
Sdc Nutrition, Inc.,
for Other Contract Unlimited
in the District Court of San Bernardino County.
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Jarrad L. Wood (SBN 3 10688)
jlwood@reedsmith.com
REED SMITH LLP
355 South Grand Avenue, Suite 2900
Los Angeles, CA 9007 1 - 1 5 14
Telephone:+1 213 457 8000
Facsimile: +1 213 457 8080
Brian J. Willett (pro hac vice)
Email: bwillett@reedsmith.com
REED SMITH LLP
599 Lexington Avenue
22nd Floor
New York, NY 10022
Telephone: +1 212 521 5400
Facsimile: +1 212 521 5450
Attorneysfor Defendant, SDC Nutrition Inc.
10
Delaware
11 SUPERIOR COURT OF THE STATE OF CALIFORNIA
0f
State
12 FOR THE COUNTY OF SAN BERNARDINO
the
LLP
in
13
FENCHEM,
formed
SMITH
INC., Case N0. CIV SB 21 14881
14
partnership
REED
Plaintiff,
15
liability DEFENDANT SDC NUTRITION INC.’S
16 V. SEPARATE STATEMENT IN SUPPORT OF
MOTION FOR SUMMARY JUDGMENT,
limited
A
17 SDC NUTRITION, INC.; and DOES 1 OR IN THE ALTERNATIVE, FOR
through 25, inclusive, SUMMARY ADJUDICATION
18
Defendants. Date: December 18, 2023
19
Time: 8:30 a.m.
20 Dept: S32
Res #:
21
[Filed concurrently with SDC Nutrition Inc. ’s
22 Notice OfMotion and Motion; Memorandum 0f
Points and Authorities and the Declaration ofJoe
23
Sciullo in Support ofMotionfor Summary
24 Judgment, 0r in the Alternative, for Summary
Adjudication]
25
Case Filed: May 20, 2021
26 FAC Filed: May 18, 2023
27
28
US_ACT|VE-1 75684030
DEFENDANT SDC NUTRITION INC.’S SEPARATE STATEMENT IN SUPPORT OF MOTION FOR SUMMARY
JUDGMENT, OR IN THE ALTERNATIVE, FOR SUMMARY ADJUDICATION
SEPARATE STATEMENT OF UNDISPUTED MATERIAL FACTS
Defendant SDC Nutrition Inc. (“SDC”) submits the following undisputed material facts with
reference t0 supporting evidence pursuant t0 Code 0f Civil Procedure Section 437C and California
Rules 0f Court, Rule 3.1350 in support of its Motion for Summary Judgment, or in the alternative,
Motion for Summary Adjudication. By reason 0f these facts and evidence, there is n0 genuine issue
as to any material fact with respect to Plaintiff Fenchem Inc.’s (“Plaintiff’) claims against SDC, and
SDC is entitled to judgment as a matter 0f law.
Issue 1: Plaintiff s first cause 0f action for breach 0f contract is barred because Plaintiff failed
to satisfy the conditions precedent t0 contract formation and has not produced any evidence 0f
a breach of any contract or any damages.
10
Delaware
11
0f SDC’S Undisputed Material Facts and Plaintiff’s Response and Supporting
State
12 Supporting Evidence Evidence
the
LLP
in
13 1. SDC is a supplement manufacturer and was a
long-time customer of Plaintiff’ s. Declaration 0f
formed
SMITH
14 Joe Sciullo (“Sciullo Decl.”) 1]
3.
partnership
REED
15
liability 2. SDC purchased numerous ingredients from
Plaintiff for use in nutritional supplements that
limited
16
A
SDC manufactures. SDC purchases these
17 ingredients from numerous suppliers, including
Plaintiff, through the issuance 0f purchase orders
18 sent t0 the suppliers. Sciullo Decl., 4.
1]
3. SDC’s Purchase Orders clearly state that they
19
must be confirmed Within 24 hours 0f receipt.
20 This requirement is necessary so that SDC can
ensure adequate supplies 0f its products t0
21 customers. Sciullo Decl., 1]
5.
4. Plaintiff knew about this requirement and
22 Plaintiff admitted that SDC never waived the
confirmation requirement for SDC’s purchase
23
orders with Plaintiff. See Declaration 0f Jarrad
24 Wood (“Wood Decl.”), EX. A at 63:02 — 64:22.
6. On or about March 30, 2019, SDC
25 submitted to Plaintiff Purchase Order 19-0503,
seeking to acquire 6,000 kg 0f hydrolyzed
26
bovine collagen. The Purchase Order contained
27
the language included in all SDC purchase
orders: “SDC requires confirmation of this
28 purchase order Within 24 hours 0f receipt. Please
_1_ US_ACT|VE-1 75684030
DEFENDANT SDC NUTRITION INC.’S SEPARATE STATEMENT IN SUPPORT OF MOTION FOR SUMMARY
JUDGMENT, OR IN THE ALTERNATIVE, FOR SUMMARY ADJUDICATION
Document Filed Date
October 31, 2023
Case Filing Date
May 20, 2021
Category
Other Contract Unlimited
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Jarrad L. Wood (SBN 3 10688) jlwood@reedsmith.com REED SMITH LLP 355 South Grand Avenue, Suite 2900 Los Angeles, CA 9007 1 - 1 5 14 Telephone:+1 213 457 8000 Facsimile: +1 213 457 8080 Brian J. Willett (pro hac vice) Email: bwillett@reedsmith.com REED SMITH LLP 599 Lexington Avenue 22nd Floor New York, NY 10022 Telephone: +1 212 521 5400 Facsimile: +1 212 521 5450 Attorneysfor Defendant, SDC Nutrition Inc. 10 Delaware 11 SUPERIOR COURT OF THE STATE OF CALIFORNIA 0f State 12 FOR THE COUNTY OF SAN BERNARDINO the LLP in 13 FENCHEM, formed SMITH INC., Case N0. CIV SB 21 14881 14 partnership REED Plaintiff, 15 liability DEFENDANT SDC NUTRITION INC.’S 16 V. SEPARATE STATEMENT IN SUPPORT OF MOTION FOR SUMMARY JUDGMENT, limited A 17 SDC NUTRITION, INC.; and DOES 1 OR IN THE ALTERNATIVE, FOR through 25, inclusive, SUMMARY ADJUDICATION 18 Defendants. Date: December 18, 2023 19 Time: 8:30 a.m. 20 Dept: S32 Res #: 21 [Filed concurrently with SDC Nutrition Inc. ’s 22 Notice OfMotion and Motion; Memorandum 0f Points and Authorities and the Declaration ofJoe 23 Sciullo in Support ofMotionfor Summary 24 Judgment, 0r in the Alternative, for Summary Adjudication] 25 Case Filed: May 20, 2021 26 FAC Filed: May 18, 2023 27 28 US_ACT|VE-1 75684030 DEFENDANT SDC NUTRITION INC.’S SEPARATE STATEMENT IN SUPPORT OF MOTION FOR SUMMARY JUDGMENT, OR IN THE ALTERNATIVE, FOR SUMMARY ADJUDICATION SEPARATE STATEMENT OF UNDISPUTED MATERIAL FACTS Defendant SDC Nutrition Inc. (“SDC”) submits the following undisputed material facts with reference t0 supporting evidence pursuant t0 Code 0f Civil Procedure Section 437C and California Rules 0f Court, Rule 3.1350 in support of its Motion for Summary Judgment, or in the alternative, Motion for Summary Adjudication. By reason 0f these facts and evidence, there is n0 genuine issue as to any material fact with respect to Plaintiff Fenchem Inc.’s (“Plaintiff’) claims against SDC, and SDC is entitled to judgment as a matter 0f law. Issue 1: Plaintiff s first cause 0f action for breach 0f contract is barred because Plaintiff failed to satisfy the conditions precedent t0 contract formation and has not produced any evidence 0f a breach of any contract or any damages. 10 Delaware 11 0f SDC’S Undisputed Material Facts and Plaintiff’s Response and Supporting State 12 Supporting Evidence Evidence the LLP in 13 1. SDC is a supplement manufacturer and was a long-time customer of Plaintiff’ s. Declaration 0f formed SMITH 14 Joe Sciullo (“Sciullo Decl.”) 1] 3. partnership REED 15 liability 2. SDC purchased numerous ingredients from Plaintiff for use in nutritional supplements that limited 16 A SDC manufactures. SDC purchases these 17 ingredients from numerous suppliers, including Plaintiff, through the issuance 0f purchase orders 18 sent t0 the suppliers. Sciullo Decl., 4. 1] 3. SDC’s Purchase Orders clearly state that they 19 must be confirmed Within 24 hours 0f receipt. 20 This requirement is necessary so that SDC can ensure adequate supplies 0f its products t0 21 customers. Sciullo Decl., 1] 5. 4. Plaintiff knew about this requirement and 22 Plaintiff admitted that SDC never waived the confirmation requirement for SDC’s purchase 23 orders with Plaintiff. See Declaration 0f Jarrad 24 Wood (“Wood Decl.”), EX. A at 63:02 — 64:22. 6. On or about March 30, 2019, SDC 25 submitted to Plaintiff Purchase Order 19-0503, seeking to acquire 6,000 kg 0f hydrolyzed 26 bovine collagen. The Purchase Order contained 27 the language included in all SDC purchase orders: “SDC requires confirmation of this 28 purchase order Within 24 hours 0f receipt. Please _1_ US_ACT|VE-1 75684030 DEFENDANT SDC NUTRITION INC.’S SEPARATE STATEMENT IN SUPPORT OF MOTION FOR SUMMARY JUDGMENT, OR IN THE ALTERNATIVE, FOR SUMMARY ADJUDICATION