Aadi Bioscience, Inc. v. EOC Pharma Limited

Background

EOC Pharma (Hong Kong) Limited began arbitration against Aadi Bioscience, Inc., alleging that Aadi breached a license agreement governing EOC’s importation and commercial distribution of a drug developed by Aadi. The agreement required binding arbitration administered by the International Chamber of Commerce in New York.

After written submissions and an evidentiary hearing, the arbitration tribunal found that Aadi had not breached the license agreement and was not liable to EOC. The tribunal also ordered each party to pay its own costs and fees. Aadi then filed this action under the Convention on the Recognition and Enforcement of Foreign Arbitral Awards, commonly called the New York Convention, and Chapter 2 of the Federal Arbitration Act, seeking confirmation of the award.

EOC did not respond to the petition. EOC also did not respond after Aadi later filed an order asking the court to require EOC to explain why the petition should not be treated as unopposed. The court therefore treated the petition as unopposed, but explained that it still had to determine whether Aadi was legally entitled to confirmation.

Jurisdiction and Legal Standard

The court held that it had jurisdiction under the New York Convention because the agreement was written, provided for arbitration in New York, concerned a commercial matter, and was not entirely domestic. The court also stated that it had diversity jurisdiction because the amount in controversy exceeded $75,000 and the parties met the applicable citizenship requirements described in the opinion.

Because a petition to confirm an arbitration award is accompanied by an evidentiary record, the court treated the petition and record as similar to an unopposed motion for summary judgment. Summary judgment is appropriate when there is no genuine dispute about a material fact and the moving party is entitled to judgment under the law. Even when the opposing party does not respond, the court must independently determine whether the evidence supports the requested result.

Under the New York Convention, a court generally must confirm an arbitration award unless one of the Convention’s specified grounds for refusing or delaying recognition applies. The Federal Arbitration Act also allows an award to be vacated on limited grounds, including fraud, arbitrator bias or corruption, serious misconduct, exceeding the arbitrator’s authority, or manifest disregard of the law.

Ruling

The court found nothing in the record suggesting that any Convention defense or Federal Arbitration Act ground for vacating the award applied. EOC, which had the burden of establishing such defenses, did not contest the petition.

Judge John G. Koeltl granted the petition to confirm the arbitration award. The court directed the Clerk of Court to enter judgment for Aadi confirming the award and to close the case.