Clive Samuels & Associates, Inc. v. Boxcar Foods, USA, Inc.

In this breach of contract action, defendants Retail Group, SE, Inc. (“Retail Group”) and Jerome Hoffman (“Hoffman”) (collectively, “Defendants”) appeal from the district court’s entry of summary judgment in favor of plaintiff Clive Samuels & Associates, Inc. (“CSA”). After review, we affirm in part and reverse in part.

I. BACKGROUND

In September 2005, Hoffman, the CEO, CFO, president, and sole shareholder of Retail Group, approached CSA, an engineering firm, about design services for several retail stores to be known as “Boxcar” stores. Hoffman requested that CSA design, among other things, a…