OPINION AND ORDER Plaintiff Viber Media S.à r.l., f/k/a Viber Media, Inc. (“Viber”), brings this action against NxtGn, Inc., Next Group Holdings, Inc. (“NGH”), Cuentas, Inc. (collectively, “Defendants”), and Next Communications, Inc., alleging breach of contract. Now before the Court is Defendants’ motion to dismiss the Amended Complaint for lack of personal jurisdiction under Rule 12(b)(2) and for failure to state a claim upon which relief can be granted under Rule 12(b)(6) of the Federal Rules of Civil Procedure. For the following reasons, Defendants’ motion is GRANTED. I. BACKGROUND1 On June 22, 2012, Viber and Next Communications entered into a Non-Disclosure and Confidentiality Agreement to protect the parties’ proprietary information in connection with their pursuit of potential business opportunities involving videoconferencing technology. (Am. Compl. Ex. F (“NDA”).) Although only Viber and Next Communications executed the NDA, it defined the term “Party,” to which various provisions of the NDA applied, as “either entity executing this Agreement and any subsidiary, affiliate and/or parent company of such entity.” (Id. at 1.) The NDA required the parties to “[r]estrict disclosure of Proprietary Information solely to any person or entity with a ‘need to know’ the Proprietary Information and not disclose such Proprietary Information to any other third parties.” (Id. at 2.) The NDA also included a fee-shifting provision (“Section 11″), which stated: “If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney’s fees and paralegal fees, costs and expenses, including fees and costs at the appellate level, in addition to any other relief to which it may be entitled.” (Id. at 3-4.) In the intervening years, Viber and Next Communications’ relationship soured, and in 2014, Next Communications and NxtGn sued Viber, alleging that Viber was using information it had learned about NxtGn’s proprietary services to develop its own videoconferencing technology. Next Commc’ns, Inc. v. Viber Media, Inc., No. 14-cv-8190 (RJS), 2017 WL 4402540, at *2 (S.D.N.Y. Sept. 30, 2017). Specifically, Next Communications individually asserted claims for breach of contract and misappropriation of a business idea, and Next Communications and NxtGn together asserted claims for misappropriation of trade secrets and unjust enrichment. (Am. Compl. Ex. I (“Initial Action Am. Compl.”) at 11-16.) The Court granted Viber’s motion to dismiss the misappropriation of a business idea claim and subsequently also granted Viber’s motion for summary judgment on the remaining claims. Next Commc’ns, 2017 WL 4402540, at *1-2. Next Communications and NxtGn appealed the Court’s summary judgment on October 30, 2017. (Am. Compl. 51; id. Ex. L.) While the appeal was pending, Viber issued a letter in light of “its status as the prevailing party in the District Court Action,” demanding that “Next Communications, NxtGn, and their subsidiaries, affiliates and parent companies, including, without limitation, NGH, immediately pay Viber all attorneys’ fees, paralegal fees, costs and expenses incurred by Viber in the District Court Action.” (Am. Compl. 52; id. Ex. M.) In addition to the $527,782.10 in legal fees, costs, and expenses that Viber incurred in the district court, Viber also announced that it intended to seek appellate fees and costs should it prevail in Next Communications’ and NxtGn’s appeal of the Court’s summary judgment. (Am. Compl.
53-54; id. Ex. M.) Appellate counsel for Next Communications and NxtGn responded on January 2, 2018, asserting that Next Communications was the “sole signer” of the NDA, that Next Communications had “no subsidiaries or parent companies,” that Next Communications had filed for “bankruptcy protection,” and therefore, that “[a]ny claims…must be made in the bankruptcy proceeding.” (Am. Compl. Ex. N.) Though the letter did not mention details, Next Communications had filed for Chapter 11 bankruptcy in the United States Bankruptcy Court for the Southern District of Florida on December 21, 2016. (Am. Compl. 12.) On January 23, 2018, Viber filed a Proof of Claim against Next Communications in the bankruptcy proceeding, seeking the payment of $527,782.10 for “[p]revailing party fees and costs” under Section 11 that resulted from Next Communications’ lawsuit. (Id. 15; id. Ex. C at 2.) Although Next Communications objected to Viber’s claim, the bankruptcy court overruled those objections and granted Viber permission to “liquidate through to judgment any and all of its claims against [Next Communications] before the NY Courts.” (Id. Ex. E at 2.) On January 24, 2018, Viber filed the original Complaint in this action against NxtGn and NGH, asserting a claim for breach of contract and seeking a declaratory judgment that NxtGn and NGH were jointly and severally liable for Viber’s fees and costs incurred in litigating the initial district court action, the appeal of that action, and this case. (Doc. No. 1.) Beginning on April 4, 2018, this case was stayed at the parties’ joint request pending the appeal of the initial district court action. (Doc. No. 22.) After the Second Circuit affirmed the Court’s summary judgment ruling on December 11, 2018, Next Commc’ns, Inc. v. Viber Media, Inc., 758 F. App’x 46 (2d Cir. 2018), the Court lifted the stay in this action (Doc. No. 28). Viber filed an Amended Complaint on February 6, 2019 that removed the request for a declaratory judgment and added Next Communications and Cuentas as defendants. (Am. Compl.) Defendants thereafter filed a motion to dismiss the Amended Complaint, asserting that (1) NGH should be dismissed as a defendant because it has changed its name to Cuentas and is no longer a separate entity; (2) this Court lacks personal jurisdiction over Cuentas under Rule 12(b)(2); and (3) Viber has failed to state a claim for which relief could be granted under Rule 12(b)(6). (Doc. Nos. 57, 58.) II. DISCUSSION A. NGH Must Be Dismissed as a Separate Party. Defendants assert that NGH changed its corporate name to Cuentas in August 2018, and that therefore “all claims as against NGH in the Amended Complaint should be deemed alleged as against Cuentas, and NGH should be dismissed from this action as a separate party.” (Mem. at 8-9.) The Amended Complaint itself states that NGH changed its name to Cuentas (see Am. Compl.
