Jobanputra v. Yoon Kim and Mochi Capital

Background

Jalak Jobanputra sued Yoon Kim and Mochi Capital, LLC, alleging that they withheld her share of profits from a 2017 cryptocurrency investment venture. The parties discussed an arrangement under which Jobanputra would identify and provide access to cryptocurrency investments, Kim would provide capital, and profits would be divided 20 percent to Jobanputra and 80 percent to Kim. The investments included Polkadot (DOT) and Blockstack (STX). The DOT investment later generated Kusama (KSM) tokens, and Kim also received additional tokens through staking.

Jobanputra alleged that Kim did not transfer her share of the tokens, profits, or their cash value. She asserted breach of contract, unjust enrichment, and quantum meruit claims. Unjust enrichment and quantum meruit are alternative theories seeking payment for a benefit received or services provided when fairness requires compensation.

Motions and legal standard

Both sides moved for summary judgment under Rule 56. Summary judgment is appropriate when the evidence shows that no genuine dispute exists about a fact that could affect the outcome and the moving party is entitled to judgment under the law.

Jobanputra sought summary judgment on her breach-of-contract claim and, alternatively, on her quasi-contract claims. Defendants sought summary judgment on the contract, unjust enrichment, and quantum meruit claims.

Breach of contract

The court ruled that the parties formed an enforceable contract. It found that their communications and conduct showed mutual assent to an arrangement under which Jobanputra would identify cryptocurrency investments, Kim would provide the capital, and the parties would share profits 20 percent and 80 percent. The court rejected Defendants’ argument that the September 25, 2017 email was only a draft proposal. It also ruled that the absence of terms addressing every possible issue did not prevent the agreement from being enforceable.

The court found that Jobanputra performed by identifying the DOT and STX investments. It found that Defendants breached the contract by accepting her services and failing to compensate her. It further found that Jobanputra was damaged because she did not receive the tokens or their cash value.

Defendants also argued that Jobanputra had made a binding factual admission that the agreement required transfer of 20 percent of the tokens themselves, rather than payment of profits or cash value. The court rejected that argument. It concluded that the complaint’s statements were not sufficiently clear and unequivocal to constitute a binding judicial admission, particularly because the complaint also referred to receiving the cash value of the tokens.

The court therefore granted Jobanputra’s motion for summary judgment on the breach-of-contract claim and denied Defendants’ motion on that claim.

Quasi-contract claims

The court separately ruled for Jobanputra on her unjust enrichment and quantum meruit theories. It found that she acted in good faith, provided services by identifying the investments, expected compensation, and conferred a benefit on Kim. The court found that 20 percent was a reasonable value for her services, relying in part on Jobanputra’s statement that 20 percent was standard in the industry and consistent with compensation she received elsewhere. The court also rejected Defendants’ argument that their history of exchanging favors meant Jobanputra’s services were merely informal favors.

For the DOT and KSM investments, the court found that the absence of a sale did not defeat Jobanputra’s claims. It ruled that she was entitled to the tokens themselves or their cash value, and that Defendants’ receipt of additional tokens through staking did not eliminate her entitlement. The court granted Jobanputra’s motion and denied Defendants’ motion as to this quasi-contract claim.

For STX, the court found that Kim had sold the tokens in June 2021 for approximately $100,000. It used the value of the STX at the time of breach, March 5, 2021, when the tokens were valued at $253,249.595. The court ruled that, assuming 20 percent was the reasonable value of Jobanputra’s services, she was entitled to 20 percent of that amount minus Kim’s initial $25,000 investment. The court granted Jobanputra’s motion and denied Defendants’ motion as to the STX quasi-contract claim.

Disposition

Judge Ramos granted Jobanputra’s motion for summary judgment, denied Defendants’ motion for summary judgment, directed the Clerk of Court to enter judgment in Jobanputra’s favor, and directed that the motions be terminated. The opinion does not state a final total dollar amount for the judgment.