Sullivan v. Dumont Aircraft Charter, LLC

695 F.Supp.3d 173

Justin B. SULLIVAN, Plaintiff, v. DUMONT AIRCRAFT CHARTER, LLC, Dumont Aviation, LLC, and Kevin Wargo, Defendants.

CIVIL ACTION NO. 16-10713-DPW

United States District Court, D. Massachusetts

Signed September 29, 2023

Joseph L. Sulman, Law Office of Joseph L. Sulman, Esq., Waltham, MA, David I. Brody, Sherin and Lodgen LLP, Boston, MA, for Plaintiff.

Joseph A. Martin, Pro Hac Vice, Martin Law Firm, LLC, Cherry Hill, NJ, Christine R. Fitzgerald, Belcher Fitzgerald LLP, Boston, MA, for Defendants.

MEMORANDUM AND ORDER

DOUGLAS P. WOODLOCK, United States District Judge

TABLE OF CONTENTS

I. BACKGROUND . . . 179

II. DEFENDANTS' RULE 50(b) MOTION . . . 179

A. Legal Standard . . . 180

B. The Contested Findings . . . 180

1. Dry Lease Flights . . . 180

2. The Parties' Damages Stipulation . . . 182

III. PLAINTIFF'S PETITION FOR ATTORNEYS' FEES . . . 185

A. In Calculating the Lodestar . . . 187

Certain Time Reductions are Appropriate . . . 187

B. No Further Time Adjustments are Warranted Based Upon Purported "Lack of Success" by Mr. Sullivan . . . 189

C. Reasonableness of Hourly Rates . . . 191

1. Mr. Sulman . . . 192

2. Ms. Haas . . . 193

IV. PREJUDGMENT INTEREST . . . 194

A. Prejudgment Interest on Wage Act Damage Award . . . 195

B. Prejudgment Interest on Contract Claims . . . 195

V. COSTS . . . 198

VI. COMPUTATION OF ATTORNEYS' FEES, COSTS AND PREJUDGMENT INTEREST AWARD . . . 198

VII. CONCLUSION . . . 198

I. BACKGROUND

Plaintiff Justin Sullivan worked as a salesman for Delaware-based Dumont Aviation, selling airplane charter services and arranging private sales of Dumont aircraft. Mr. Sullivan's compensation consisted of commissions based on percentages of Dumont Aviation's revenues from charter flights and aircraft sales.

Mr. Sullivan sued Dumont affiliated entities and personnel¹ as defendants on April 13, 2016, alleging violations of the Massachusetts Wage Act and the federal Fair Labor Standards Act, breach of contract, and unjust enrichment. He filed an amended complaint prior to a court ruling on a motion to dismiss. The Dumont defendants filed counterclaims against him. Before trial, Mr. Sullivan voluntarily dismissed claims against one of the two individual Dumont defendants, Daniel Piraino. [Dkt. No. 86].

At the summary judgment stage, I dismissed portions of the breach of contract and unjust enrichment claims, to the extent that they pertained to transactions concerning particular aircraft. Sullivan v. Dumont Aircraft Charter, LLC, 364 F. Supp. 3d 63, 88-91 (D. Mass. 2019). I also largely dismissed Defendants' counterclaims. Mr. Sullivan voluntarily abandoned the FLSA claim when the case was presented to the jury.²

Following a four-day trial, the jury returned a verdict largely in Mr. Sullivan's favor. The jury found that Defendants had improperly deducted certain expenses from Mr. Sullivan's compensation and that the parties' compensation agreement required Defendants to pay commissions for most categories of charter flights operated by Dumont Aviation, regardless of whether Mr. Sullivan had personally worked on selling those flights.

The Dumont defendants have filed a motion [Dkt. No 171] for directed verdict and judgment notwithstanding the verdict.

The parties have each filed proposed orders of judgment. [Dkt. Nos. 170, 172]. Defendants have also filed a letter outlining their arguments in opposition to assessing prejudgment interest. [Dkt. No. 172].

To resolve the final outstanding issues in this case before final judgment is entered, Mr. Sullivan has submitted a petition for attorneys' fees, supported by affidavits by his counsel, Mr. Joseph Sulman and Ms. Andrea Haas. [Dkt. No. 169]. Mr. Sullivan has also filed a supplement to the attorneys' fees petition, identifying additional post-trial fees. [Dkt. No. 177].

II. DEFENDANTS' RULE 50(b) MOTION

With respect to the Dumont defendants' motion for Directed Verdict and Judgment Notwithstanding the Verdict [Dkt. No. 171], upon careful and extended review of the full record, I conclude Defendants have not surmounted the high burden of proving that no reasonable jury could have reached the verdict rendered in this case.³

A. Legal Standard

Even if some other jury, or I, could have decided differently than the jury in this case did, that possibility is not enough to support a directed verdict contrary to the decision entered by the jury that was empaneled to decide this case. "Courts may only grant a judgment contravening a jury's determination when the evidence points so strongly and overwhelmingly in favor of the moving party that no reasonable jury could have returned a verdict adverse to that party." Monteagudo v. Asociacion de Empleados del Estado Libre Asociado de Puerto Rico, 554 F.3d 164, 170 (1st Cir. 2009) (quoting Marcano Rivera v. Turabo Med. Ctr. P'ship, 415 F.3d 162, 167 (1st Cir. 2005)). That is not the state of the evidence following trial in this case.

B. The Contested Findings

Defendants attack two of the jury's findings, which were set forth on a special verdict slip. [Dkt. No. 160].⁴

Defendants' first challenge is to the jury's finding that "dry lease flights" were subject to the parties' employment agreement. Defendants' argument is essentially a reprise of their summary judgment contention that, as a matter of law, the parties' term sheet cannot be read to include dry lease flights.⁵ [Dkt. No. 90 p.19].

Defendants' second argument concerns the "Lyon Flights" and pursues a different approach. Rather than challenging the jury's finding that "[f]lights booked by the Lyon's Sales Dept." [Dkt. 160] were legally subject to the parties' employment agreement, Defendants contend that the parties' joint damages stipulation about the Lyon flights was somehow defective. Because of these claimed defects, and because Mr. Sullivan did not present evidence concerning the precise amounts of revenue attributable to the Lyon flights, Defendants argue there are insufficient findings of fact to support entry of judgment on the jury's verdict with respect to the Lyon flights claim.

1. Dry Lease Flights

As detailed in my summary judgment Memorandum and Order, there was a genuine dispute of fact as to whether so-called "dry lease flights" fall within the scope of the parties' agreement regarding commissions owed to Mr. Sullivan. Sullivan, 364 F. Supp. 3d at 75. The parties' positions, when they moved for Summary Judgment and at trial, were essentially mirror images. The parties dispute the legal significance of their term sheet, which provided that Mr. Sullivan would receive commissions on "gross flight charge revenues sales." [Id.].

Mr. Sullivan contends that the broad language of the term sheet, by its use of the word "gross," encompassed all revenues for flight charges, regardless of source. Defendants, by contrast point out that the dry lease flights were never discussed, were not expressly listed in the parties' term sheet, and were not part of Mr. Sullivan's sales efforts. On this basis Defendants argue that the dry lease flights were outside the scope of the parties' agreement.

I denied summary judgment and submitted the question to the jury because both parties' positions were plausible readings of the term sheet, which was itself ambiguous. The evidence was sufficient to support a verdict for either party.

Yet Defendants' motion for directed verdict revives their summary judgment contention that theirs is the only valid interpretation of the term sheet. For the same reasons that I rejected Defendants' motion for summary judgment on this point, their current motion also fails. The term sheet does not contain any integration clause and is silent as to whether "gross flight charge revenues sales" includes "dry lease flights," or other categories of flights for that matter. The written document was drafted by Defendants, so - as I instructed the jury - any ambiguities must be construed against them.

Because the term sheet is ambiguous as to which particular categories of flights were within the scope of the parties' agreement, the jury received extrinsic evidence, including Mr. Sullivan's testimony about his understanding of the terms of the agreement.

Mr. Sullivan's reading of the agreement is by no means implausible, and it is broadly consistent with Mr. Sullivan's testimony that, after a long meeting at Defendants' offices he "felt like [he] had a deal . . . That [he] would receive 2.25 percent of all flight charges for all of Dumont's planes." [Dkt. No. 164 Trial Tr. 27:21-24]. Mr. Sullivan further testified that there was no discussion about excluding any category of flights from his commission base. [Id. 21:14-18].

Mr. Sullivan's testimony reasonably supported his contention that he had agreed to work with Defendants on the understanding that he would be compensated based on all of Defendants' flights - whether Mr. Sullivan himself had booked them or not. In his telling, the parties discussed two possible compensation models: one which would have provided a higher base commission (dubbed "eat-what-you-kill"), the other which would incentivize Mr. Sullivan to maximize Defendants' business on multiple fronts (dubbed "leading the charge"). [Id. Trial Tr. 29:16-30:4]. A contemporaneous email exchange between Mr. Sullivan and an individual Dumont defendant, Kevin Wargo, bolstered Mr. Sullivan's narrative in that it explicitly contrasted the "I eat what I kill" and "I lead the charge" approaches. [Id.]. Mr. Sullivan's testimony included the following:

Q. After the email exchange that we just looked at in Exhibit 3, what was your understanding of flights that you would be receiving commission on?

A. I would be receiving commission on all flight charges, all the planes.

Q. And did that depend on whether or not you booked those flights?

A. No. Eat what you kill or lead the charge. And we did not do eat what you kill.

[Id. at 34:6-14].

At trial, in cross-examining Mr. Sullivan, Defendants extracted an acknowledgment that dry lease flights were not something that ...