Judge Robert Sweet
In exchange for holding and insuring a large collection of diamonds, Marc Lazar Inc. (MLI) and Lazar were granted a 33 percent ownership interest. By 2010 they held 34 diamonds belonging to Usov, including the large collection and a 1.75-carat stone consigned for sale. In 2011 Lazar confirmed Usov's 66 percent interest in the large collection. In addition to selling two stones therefrom for $4.725 million, and the 1.75-carat stone for $350,000 defendants did not pay Usov $3.09 million. In 2012 the amount owed Usov was $3.5 million in addition to proceeds from diamonds already sold. Defendants allegedly display the large collection to boost their reputation. District court only partly dismissed Usov's contract breach claim, which survives only as against MLI. Usov's agreements with MLI did not show intent to include Lazar personally, and allegations made by Usov and his daughter were insufficient to pierce MLI's corporate veil. Further, Usov adequately alleged unjust enrichment only as against MLI. Lazar was not shown to have acted other than as an MLI officer. Usov also failed to state a claim for replevin. He did not allege any independent duty by defendants outside of the purported contracts.
