Judge Mark E. Windham, Case Number: 24STLC03430, Date: 2024-10-30 Tentative Ruling

Judge: Mark E. Windham, Case: 24STLC03430, Date: 2024-10-30 Tentative Ruling

Case Number: 24STLC03430 Hearing Date: October 30, 2024 Dept: 26

Alexander, Winton & Associates, Inc. v. America Chung Nam, LLC, et al

DEMURRER

(CCP § 430.10, et seq.)

TENTATIVE RULING:

Defendant America Chung Nam, LLC’s Demurrer to the Complaint is OVERRULED. DEFENDANT IS TO FILE AND SERVE AN ANSWER TO THE COMPLAINT WITHIN 20 DAYS OF THIS ORDER.

ANALYSIS:

On May 13, 2024, Plaintiff Alexander, Winton & Associates, Inc. (“Plaintiff”) filed the Complaint in this action against Defendant America Chung Nam, LLC (“Defendant”). On July 31 2024, Defendant filed the instant Demurrer to the Complaint. Plaintiff filed an opposition on October 7, 2024 and Defendant replied on October 18, 2024.

Discussion

Allegations in the Complaint

Plaintiff is the assignee of claims owned by DC Logistics, LLC and Gulfstream Logistics, Inc. (“the Assignors”), who are in the business of transporting goods. (Compl., ¶2.) Defendant, the shipper/arranger and/or receiver/consignee, is a California limited liability company with its principal place of business at 1163 Fairway Drive, Walnut, California. (Id. at ¶3.) Defendant, through its agents Authentic Logistics, LLC and CRST The Transportation Solution, Inc. (“the Brokers”), hired the Assignors to transport goods from businesses in Arizona to the receiver’s warehouses in California. (Id. at ¶7.) The loads are evidenced by the rate confirmation and bills of lading. (Ibid.) Between July 7, 2022 and November 9, 2022, the Assignors sent the Brokers invoices identifying the service and the price Defendant agreed to pay for transporting the loads. (Id. at ¶8 and Exh. 3.)

The Assignors performed all obligations due to Defendant under the agreements by delivering the loads as directed for the benefit of defendant. (Id. at Exh. 9 and Exh. 2.) Despite demand, neither the Assignors nor Plaintiff have received payment for the transportation service costs. (Id. at ¶10.) Due to Defendant’s failure and refusal to perform its obligations as the shipper/arranger and/or receiver/consignee, Defendant is liable to Plaintiff in the amount of $17,799.56, plus service charges and reasonable attorney’s fees. (Id. at ¶¶11-12.)

Demurrer to the Complaint

The Complaint alleges causes of action for (1) Breach of Contract; (2) Account Stated; and (3) Quantum Meruit. The Demurrer is accompanied by a meet and confer declaration as required by Code of Civil Procedure section 430.41. (Demurrer, Lu Decl., ¶2.) Defendant demurs on the grounds that the Complaint fails to allege facts sufficient to state a cause of action and uncertainty. (Citing Code Civ. Proc., § 430.10, subd. (e), (f).) As special demurrers are not permitted in the limited jurisdiction court, the Court will not consider the question for uncertainty. (See Code Civ. Proc., § 92, subd. (c).) To the extent Plaintiff attempts to classify the entire demurrer as one for uncertainty, the Court is not persuaded. Plaintiff cites no authority for its contention that “the use of exhibits to the complaint to argue that sufficient facts are not alleged reveals that defendant’s actual argument is that the complaint is uncertain or ambiguous.” (Opp., p. 2:24-25.)

Plaintiff also mischaracterizes the demurrer as one that doubts “whether defendant can tell from the exhibits to the complaint whether it is a shipper or receiver.” (Id. at p. 2:23-24.) The demurrer, however, does not raise this doubt. Instead, it argues that the allegation that Defendant is the shipper/arranger and/or receiver/consignee of the cargo loads is contradicted by the attachments. (Demurrer, p. 1:9-19.) The demurrer also points to cases involving general demurrers sustained based on exhibits attached to the complaint. (Citing Stella v. Asset Management Consultants, Inc. (2017) 8 Cal.App.5th 181, 193-194; Moran v. Prime Healthcare Mgmt., Inc. (2016) 3 Cal.App. 5th 1131, 1145-1146.) Where the attached exhibits contradict the allegations, the exhibits will be given precedence. (Brakke v. Economic Concepts, Inc. (2013) 213 Cal. App. 4th 761, 767.) Plaintiff’s opposition does not provide authority that disputes this case law.

A review of the Complaint confirms Defendant’s contention that they are not identified anywhere in the rate confirmations or bills of lading attached to the Complaint. However, the Court does not find this contradicts the allegations in the Complaint. The Complaint alleges that Defendant is the shipper/arranger and/or receiver/consignee of the cargo loads through its brokers. (Compl., ¶7 [emphasis added].) The Complaint does not allege that the relationship between Defendant and its brokers is evidenced by the attached documents. It only alleges that that cargo loads are evidenced by those documents and that the invoices were sent from Plaintiff’s assignors to the Brokers. (Id. at ¶8.) The documents, therefore, do not contradict the allegation that Plaintiff is responsible for payment as the shipper/arranger and/or receiver/consignee.

Conclusion

Based on the foregoing, Defendant America Chung Nam, LLC’s Demurrer to the Complaint is OVERRULED. DEFENDANT IS TO FILE AND SERVE AN ANSWER TO THE COMPLAINT WITHIN 20 DAYS OF THIS ORDER.

Court clerk to give notice.