On Thursday, Ascot Valley Foods, LTD. filed a complaint in the Southern District of New York against ADF Foods (USA), LTD. alleging breach of contract.
According to the complaint, Ascot Valley Foods is an Ohio limited liability company that is a producer and co-packer of various prepared foods. Additionally, the complaint states that ADF Foods is a Delaware corporation and a merchant in the food manufacturing business.
The complaint states that on July 29, 2015, Ascot Valley and ADF entered into a Co-Pack Agreement in which Ascot Valley agreed to manufacture, produce, package and sell to ADF various prepared foods according to ADF’s recipes, including burritos, meatballs, and burgers, among others. The Co-Pack Agreement, attached to the complaint, states that ADF is required to purchase a minimum of 200,000 “cases” of products from Ascot Valley.
According to Ascot Valley, from July 29, 2020 through July 28, 2021, ADF failed to place orders for the minimum quantity of 200,000 cases and had a purchase shortfall of $821,761.95. Subsequently, Ascot Valley states it sent letters to ADF on October 11, 2021 and October 22, 2021, notifying ADF of the shortfall and invoicing them for the balance, but it never received a response from ADF.
Ascot Valley further states that as of January 21, 2022, ADF had yet to respond to Ascot Valley’s notice thus Ascot Valley accordingly sent ADF a letter terminating the Co-Pack Agreement and informing ADF of additional costs due to raw material and packaging of $365,429.08.
The complaint states that ADF failed to satisfy its obligations under the Co-Pack Agreement and owes Ascot Valley a balance of $1,287,897.99. Therefore, Ascot Valley brings the present lawsuit to recover the account stated under the Co-Pack Agreement, compensatory, direct, indirect, consequential and punitive damages, pre- and post-judgment interest, declaratory judgment, attorney’s fees and costs for ADF’s alleged breach of contract, failure to pay for goods sold and delivered and breach of promissory estoppel. Ascot Valley is represented by Brach Eichler LLC.
