OPINION & ORDER Red Pocket, Inc. (“Plaintiff”) brings this Action against Interactive Communications International, Inc. (“Defendant”), alleging breach of contract, breach of bailment, and conversion. (See Am. Compl. (Dkt. No. 28); see also Not. of Removal (Dkt. No. 1).) Currently before the Court are the Parties’ Motions for Summary Judgment. (See Nots. of Mot. (Dkt. Nos. 131, 135).) For the reasons discussed below, both Motions are denied. I. Background A. Factual Background The following facts are taken from the Parties’ Rule 56.1 Statements and Counterstatements.1 (See Def.’s 56.1 Statement in Supp. of Def.’s Mot. (“Def.’s 56.1″); Pl.’s 56.1 Statement in Supp. of Pl.’s Mot. (“Pl.’s 56.1″); Pl.’s 56.1 Counter Statement in Opp’n to Def.’s 56.1 (“Pl.’s Counter 56.1″); Def.’s Counter 56.1 Statement in Opp’n to Pl.’s 56.1 (“Def.’s Counter 56.1″) (Dkt. Nos. 133, 140, 153, 157).) Plaintiff is a foreign corporation engaged in the mobile telephone and internet business. (Pl.’s 56.1 25.) Plaintiff provides SIM cards and related mobile voice and data services in the United States under the brand name “Red Pocket Mobile.” (Def.’s 56.1 2.) Defendant is a distributor and technology provider of pre-paid and store value products to retail merchants. (Id. 1.) Plaintiff and Defendant worked together to manufacture, package, and distribute pre-paid mobile phone cards known as SIM Airtime Bundle Kits (the “Kits”). (Pl.’s 56.1
26, 28.) The packaged SIM card, which is a small programmable chip that allows customers to access Plaintiff’s mobile voice and data services, is activated at the register of the vendor at the time of purchase. (Id. 27; Def.’s 56.1 5.) On June 23, 2014, Plaintiff and Defendant entered into a SIM and Airtime Bundle Kit Distribution and Services Agreement (the “Distribution Agreement”), a valid and binding contract. (Def.’s 56.1 3.) Generally, Plaintiff bore the cost of production prior to retail sale, and both Plaintiff and Defendant received portions of the proceeds from the retail sales of the Kits. (Id. 10.) Under the Distribution Agreement, Defendant delivered the Kits to be sold at several retail stores, including Target. (Pl.’s 56.1 28.) Throughout 2014 and early 2015, Defendant distributed approximately 48,900 Kits to Target’s distribution centers. (Def.’s 56.1 12.) Target offered the Kits for sale in approximately 1,328 Target retail stores during that period, but sales were poor, and, as a result, in May 2015, Target decided to pull the Kits from the stores. (Id.
