Block Mining Inc v. Hosting Source LLC

[7] UNITED STATES DISTRICT COURT WESTERN DISTRICT OF WASHINGTON [8] AT SEATTLE [9] 10 BLOCK MINING, INC., CASE NO. C24-0319JLR 11 Plaintiff, ORDER v. [12] HOSTING SOURCE, LLC, [13] Defendant. [14] 15 I. INTRODUCTION 16 Before the court is Defendant / Counterclaimant Hosting Source, LLC’s (“Hosting 17 Source”) motion to dismiss Plaintiff / Counter-Defendant Block Mining, Inc.’s (“Block 18 Mining”) claims for conversion, trespass to chattels, and a permanent injunction. (Def. 19 MTD (Dkt. # 25); Def. Reply (Dkt. # 40); see also Compl. (Dkt. # 1).) Block Mining 20 opposes Hosting Source’s motion. (Pl. Resp. (Dkt. # 38).) Also before the court is Block 21 Mining’s motion to dismiss Hosting Source’s breach of contract counterclaim. (Pl. MTD 22 (Dkt. # 37); Pl. Reply (Dkt. # 47); see also Answer (Dkt. # 27).) Hosting Source opposes 1 Block Mining’s motion. (Def. Resp. (Dkt. # 46).) The court has reviewed the motions, 2 the parties’ submissions in support of and in opposition to the motions, the relevant 3 portions of the record, and the governing law. Being fully advised,1 the court GRANTS 4 in part and DENIES in part Hosting Source’s motion and GRANTS Block Mining’s 5 motion. 6 II. BACKGROUND 7 This dispute arises between two entities engaged in the business of mining 8 Bitcoin, a cryptocurrency. The court provides background information on Bitcoin and 9 cryptocurrencies in general before setting forth the relevant factual background, as 10 pleaded by the parties, and the procedural history of this case. 11 A. Bitcoin Background 12 Bitcoin (“BTC”) is a popular cryptocurrency. (Compl. (Dkt. 1) ¶ 12.) Block 13 Mining describes cryptocurrencies as “digital assets” that, like any other currency, “hold 14 value and can be used to buy goods and services.” (Id.) All cryptocurrencies exist on a 15 “blockchain,” which “is an open-sourced string of code” comprising “the underlying 16 technology that facilitates the creation of and subsequent transaction in a particular 17 cryptocurrency.” (Id. ¶ 13.) When consumers transact in cryptocurrency, those 18 transactions are validated on the blockchain in batches, known as “blocks.” (Id. ¶ 14.) 19 The blockchain is publicly available and reflects all of the “blocks” of validated [21] 1 Hosting Source requests oral argument and Block Mining does not. (See Def. MTD at 1; Pl. MTD at 1.) The court concludes that oral argument would not aid in its disposition of the [22] motions. See Local Rules W.D. Wash. LCR 7(b)(4). 1 transactions that occurred at a particular point in time, ordered by date in a “chain”— 2 hence, “blockchain.” (Id. ¶ 15.) BTC is a “decentralized, open-source, and peer-to-peer 3 cryptocurrency.” (Id. ¶ 16.) In other words, there is no single central authority that 4 regulates BTC; instead, the public controls the supply of and validates transactions in 5 BTC. (Id.) This process of validating transactions in BTC and thereby creating new 6 BTC is known as “mining.” (Id. ¶ 17.) BTC miners use high-powered computers, 7 commonly known as “rigs,” to solve complex cryptographic puzzles on the BTC 8 network. (Id. ¶ 17.) By solving the puzzle, the miner validates a BTC transaction, 9 creates a new block in the blockchain, and unlocks newly minted BTC. (Id. ¶¶ 17-18.) 10 Newly minted BTC is awarded to successful miners in order to generally incentivize 11 participation in the validation of BTC transactions. (Id. ¶ 18.) At the time Block Mining 12 initiated this lawsuit, the reward for mining one block was 6.25 BTC.2 (Id.) 13 Because BTC was “designed with scarcity as a central feature,” there is only a 14 limited amount of BTC on the cryptocurrency market and available to be mined. (Id. 15 ¶ 19.) All together, there exists a maximum supply of 21 million BTC. (Id.) 16 Approximately 19 million BTC has already been mined, leaving just 2 million remaining 17 to be mined. (Id.) To ensure scarcity and prevent inflation, the BTC network also 18 executes “a periodic Bitcoin-halving event” every time that 210,000 BTC blocks have 19 been mined, or approximately once every four years. (Id.) The Bitcoin Halving reduces [21] 2 As of this writing, Bloomberg values 1 BTC at $66,661.63 USD. BXBT-USD Cross Rate, Bloomberg, https://www.bloomberg.com/quote/XBTUSD:CUR (last visited June 13, [22] 2024). 1 the reward for mining BTC by half. (Id.) The most recent halving event occurred on 2 April 19, 20243 and reduced the reward for mining one block to 3.125 BTC, making it 3 comparatively more expensive to mine a single BTC. (See id.) 4 As Block Mining explains, “crypto mining is an extremely competitive and 5 difficult industry in which to operate.” (Id. ¶ 20.) One challenge is that BTC mining 6 requires significant computer power, which is measured “in terms of a ‘hash rate.’” (Id. 7 ¶ 24; see also id. ¶¶ 17, 21-23.) The “hash rate” is “oftentimes expressed in terms of 8 PetaHash per second (‘PH/s’).” (Id. ¶ 24.) Rigs can operate at varying power levels; the 9 higher the hash rate, “the more BTC the Rigs are able to mine over time.” (Id. ¶ 47.) The 10 rise of BTC and the challenges that come with mining it have spawned an entire 11 pseudo-industry of mining-related services known as “colocation services.” (See id. 12 ¶¶ 20-23.) These services typically involve “hous[ing] large numbers of rigs dedicated to 13 mining cryptocurrencies every hour of every day, . . . monitoring electricity costs, 14 providing the facility with the appropriate temperature for rigs to operate, and ensuring 15 that rigs maintain internet connectivity to participate in cyptocurrency mining.” (Id. 16 ¶¶ 21-22.) The instant dispute stems from a contract between Block Mining and Hosting 17 Source for the provision of these colocation services. (Id. ¶¶ 1-2.) 18 // 19 // [21] 3 Patrick McGimpsey, Bitcoin Halving 2024: Not with a Bang, but a Whimper, Forbes Advisor (Apr. 20, 2024), https://www.forbes.com/advisor/investing/cryptocurrency/bitcoin22 halving-2024/. 1 B. The Contract and the Fallout 2 In July 2021, Block Mining and Hosting Source entered into a Colocation Mining 3 Services Agreement (the “Agreement”) with respect to 1,610 rigs (the “Rigs”) that Block 4 Mining had purchased from a third party for approximately $6,400,000. (Id. ¶¶ 1-2, 5 25-26; see also Marchiori Decl. (Dkt. # 5) ¶ 20 & Ex. A (Dkt. # 5-1) (“Agreement”).) 6 Hosting Source agreed to house and operate the Rigs at its mining facility located in East 7 Wenatchee, Washington (the “Facility”).4 (Compl. ¶ 26.) Under the Agreement, Hosting 8 Source was to install the Rigs and power them at a hash rate of 141.704 PH/s, allowing 9 the Rigs to efficiently perform cryptographic functions and mine BTC. (Id. ¶¶ 26-28; see 10 also Agreement, Ex. A §§ 1.8, 4, Exs. B-C.) The Agreement also provided Block Mining 11 with certain physical and remote VPN access rights so it could monitor and inspect its 12 Rigs. (Compl. ¶¶ 30-32; see also Agreement, Ex. A §§ 2.5, 2.7.) In exchange for 13 colocation services, Hosting Source earned a portion of the BTC rewards generated by 14 Block Mining’s Rigs at the Facility. (Compl. ¶¶ 34-35; see also Agreement, Ex. A § 6.) 15 In early 2023, Hosting Source received notice from third party lender NYDIG 16 ABL, LLC (“NYDIG”) that Block Mining had defaulted on its loan obligation with 17 respect to the Rigs. (Compl. ¶ 39.) Thereafter, Hosting Source began reducing the power 18 ouput to Block Mining’s Rigs. (Id. ¶¶ 43-44.) Block Mining cured the delinquency by 19 February 28, 2023. (Id. ¶ 41.) Nevertheless, Hosting Source continued to operate the [21] 4 Block Mining ultimately delivered 1,508 Rigs to the Facility for colocation services. (Marchiori Decl. ¶ 20.) Although this fact is not alleged in the complaint, the court includes it [22] here for clarity purposes. (See generally Compl.) 1 Rigs on “low power mode” despite Block Mining’s requests to restore them to full power 2 as set forth in the Agreement. (Id. ¶¶ 51-55.) This was concerning to Block Mining, 3 because by placing a miner in low power mode, the miner does not hash at its highest 4 rate, thereby decreasing the amount of BTC that is mined on any given day. (See id. 5 ¶¶ 46-51.) According to Block Mining, the loan arrangement had no bearing on the 6 Agreement and Hosting Source therefore had no right to reduce the power output. (See 7 id. ¶ 45.) Yet Hosting Source kept Block Mining’s Rigs running at low power, 8 continuing to cite the unrelated loan as cause to do so. (See id. ¶¶ 42, 52-55.) Block 9 Mining asserts that, during this time, Hosting Source was “redirecting power to its own or 10 other customers[’] miners that [were] more profitable to Hosting Source.” (Id. ¶ 44.) 11 In November 2023, Hosting Source elected to terminate the Agreement with 12 respect to 402 Rigs and the parties arranged for their removal, which was completed by 13 January 2024. (Id. ¶¶ 56-60.) Block Mining consented to the removal on the 14 understanding that Hosting Source would restore full power to the remaining 1,106 Rigs. 15 (Id. ¶ 60.) Block Mining alleges Hosting Source never restored the remaining Rigs to full 16 power and instead terminated the Agreement entirely. (Id. ¶¶ 60-62.) 17 Hosting Source proposed a schedule to remove the remaining Rigs in batches over 18 the course of several months through July 2024, citing a provision of the Agreement that 19 states: “In the event of any termination by [Hosting Source], [Block Mining] shall be 20 obligated to remove no more than 400 pieces of Equipment per month.” (Agreement, Ex. 21 A § 11.1; Compl. ¶¶ 63, 66.) Block Mining initially agreed to this proposal based on 22 Hosting Source’s representations that it would restore the remaining Rigs to full power 1 until all of the Rigs could be removed from the Facility. (Compl. ¶¶ 65-67.) But soon 2 thereafter, Hosting Source demanded that Block Mining pay it $278,242.41 in claimed 3 fees, “completely and unilaterally” shut down Block Mining’s Rigs, and removed Block 4 Mining’s VPN access, preventing Block Mining from monitoring its Rigs. (Id. ¶¶ 69-71.) 5 Block Mining refused to pay, denying that it owed any fees to Hosting Source. (See id. 6 ¶¶ 71-72.) Hosting Source maintains that “Block Mining failed to timely pay all monies 7 due and owing to Hosting Source.” (Answer ¶ 1.10.) 8 On March 2, 2024, Block Mining informed Hosting Source that it intended to 9 retake possession of all of the Rigs beginning on March 5, 2024, citing a provision of the 10 Agreement that states: “Upon Termination of this Agreement for any reason, [Hosting 11 Source] shall permit [Block Mining] to retake possession of the Mining Equipment 12 within 72 hours notice.” (Agreement, Ex. A § 2.4; Compl. ¶¶ 73-74.) Block Mining 13 representatives traveled from Chicago, Illinois to East Wenatchee, Washington on March 14 5 to collect the Rigs, but arrived to a deserted Facility “with no signs of personnel.” 15 (Compl. ¶¶ 75-76.) Block Mining was unable to recover its Rigs. (See id. ¶¶ 1, 77.) 16 C. Procedural History 17 Block Mining filed this lawsuit on March 8, 2024, raising claims for breach of 18 contract, conversion, trespass to chattels, and a permanent injunction. (Id. ¶¶ 78-100.) 19 Block Mining alleges that “Hosting Source has either turned the Rigs off altogether or, 20 despite its representations, may be using the Rigs without permission or approval from 21 Block Mining to mine BTC for itself, effectively stealing Block Mining’s property.” (Id. 22 ¶ 4.) Concurrently with its complaint, Block Mining filed an emergency motion for a 1 temporary restraining order (“TRO”) and preliminary injunction, arguing that Hosting 2 Source was holding its Rigs “hostage” at a critical time in the Bitcoin mining industry— 3 just one month before the Bitcoin Halving. (TRO Mot. (Dkt. # 2) at 1.) The court denied 4 the motion, concluding Block Mining failed to show a likelihood of irreparable harm 5 because the alleged harm was purely economic and could thus be remedied by monetary 6 damages. (3/18/24 Order (Dkt. # 20) at 13.) 7 On March 29, 2024, Hosting Source took the somewhat unusual step of filing both 8 a motion to dismiss and an answer to the complaint. (See generally Def. MTD; Answer.) 9 In its motion, Hosting Source argues Block Mining fails to state a claim for conversion, 10 trespass to chattels, and a permanent injunction. (See generally Def. MTD.) In its 11 answer, Hosting Source asserts a breach of contract counterclaim based on Block 12 Mining’s alleged failure to pay all amounts due under the Agreement. (Answer 13 ¶¶ 1.1-1.17.) On April 19, 2024, Block Mining moved to dismiss the counterclaim based 14 on lack of subject matter jurisdiction and the failure to state a claim. (See generally Pl. 15 MTD.) The motions are now ripe for decision. 16 III. ANALYSIS5 17 Below, the court sets forth the relevant legal standards before turning to the 18 parties’ motions. [19] 20 5 As an initial matter, Hosting Source asks the court to consider several documents not attached to the complaint in ruling on its motion to dismiss. (Def. MTD at 4-6.) “As a general rule, ‘a district court may not consider any material beyond the pleadings in ruling on a Rule [21] 12(b)(6) motion” without converting the motion into one for summary judgment. Lee v. City of Los Angeles, 250 F.3d 668, 688 (9th Cir. 2001) (quoting Branch v. Tunnell, 14 F.3d 449 , 453 [22] (9th Cir. 1994)). Nevertheless, in ruling on a motion to dismiss, a court may properly consider 1 A. Legal Standards 2 Subject matter jurisdiction is a threshold issue that goes to the court’s power to 3 hear a case. Steel Co. v. Citizens for a Better Env’t, 523 U.S. 83, 94-95 (1998). Federal 4 Rule of Civil Procedure 12(b)(1) allows a party to seek dismissal of a claim for lack of 5 subject matter jurisdiction. Fed. R. Civ. P. 12(b)(1). When subject matter jurisdiction is 6 challenged, the party asserting that jurisdiction exists bears the burden of proof. Vacek v. 7 U.S.P.S., 447 F.3d 1248, 1250 (9th Cir. 2006). 8 In addition, Federal Rule of Civil Procedure 12(b)(6) provides for dismissal when 9 a complaint “fail[s] to state a claim upon which relief can be granted.” Fed. R. Civ. P. 10 12(b)(6); see also Fed. R. Civ. P. 8(a)(2) (requiring the plaintiff to provide “a short and 11 plain statement of the claiming showing that the pleader is entitled to relief”). Under this 12 standard, dismissal is proper when there is either a “lack of a cognizable legal theory or 13 the absence of sufficient facts alleged under a cognizable legal theory.” Balistreri v. 14 Pacifica Police Dep’t, 901 F.2d 696, 699 (9th Cir. 1988). The court must construe the 15 allegations in the light most favorable to the nonmoving party, Livid Holdings Ltd. v. 16 Salomon Smith Barney, Inc., 416 F.3d 940, 946 (9th Cir. 2005), but need not accept as [17] material “not physically attached to the complaint” if the documents’ authenticity is not 18 contested and the plaintiff’s complaint necessarily relies on them. Id. (reviewing the district court’s decision to consider extrinsic material for abuse of discretion). The court agrees with 19 Hosting Source that the court may properly consider the Agreement in ruling on the instant motions, as the complaint necessarily relies upon the Agreement and neither party contests its 20 authenticity. (See generally Compl.; see also Def. MTD at 4-6; Pl. Resp. at 2 n.1 (“While Block Mining has no objection to Hosting Source citing documents that Block Mining has already placed in the record . . . Hosting Source’s submittion of additional documents outside the [21] pleadings is improper.”); Agreement (filed by Block Mining).) But the court, in its discretion, declines to consider the remaining documents at this juncture and will instead limit its review to [22] the pleadings and the Agreement. 1 true legal conclusions, “formulaic recitation[s] of the legal elements of a cause of action,” 2 Chavez v. United States, 683 F.3d 1102, 1008 (9th Cir. 2012), or “allegations that are 3 merely conclusory, unwarranted deductions of fact, or unreasonable inferences,” Sprewell 4 v. Golden State Warriors, 266 F.3d 979, 988 (9th Cir. 2001). Although the pleading 5 standard announced by Federal Rule of Civil Procedure 8 does not require “detailed 6 factual allegations,” it demands more than “an unadorned, the-defendant-unlawfully 7 harmed-me accusation.” Iqbal, 556 U.S. at 678 (citing Twombly, 550 U.S. at 555); see 8 also Fed. R. Civ. P. 8(a). “[A]ll the Rules require is a short and plain statement of the 9 claim’ that will give the defendant fair notice of what the plaintiff’s claim is and the 10 grounds upon which it rests.’” Yamaguchi v. U.S. Dep’t of the Air Force, 109 F.3d 1475 , 11 1481 (9th Cir. 1997) (quoting Conley v. Gibson, 355 U.S. 41, 47 (1957)). 12 B. Hosting Source’s Motion to Dismiss 13 Hosting Source moves to dismiss Block Mining’s claims for conversion, trespass 14 to chattels, and a permanent injunction pursuant to Rule 12(b)(6). The court concludes 15 that Block Mining’s tort claims meet minimum pleading standards, but that its claim for a 16 permanent injunction must be dismissed with prejudice. 17 1. Conversion 18 “Conversion is the unjustified, willful interference with a chattel which deprives a 19 person entitled to the property of possession.” In re Marriage of Langham & Kolde, 106 20 P.3d 212 , 218 (Wash. 2005) (quoting Meyers Way Dev. Ltd. P’ship v. Univ. Sav. Bank, [21] 910 P.2d 1308, 1320 (Wash. Ct. App. 1996)); see also id. (“A chattel is ‘[a]n article of 22 personal property, as distinguished from real property. A thing personal and moveable.’” 1 (quoting Chattel, Black’s Law Dictionary (6th ed. 1990))). “Conversion involves three 2 elements: (1) willful interference with chattel belonging to the plaintiff, (2) by either 3 taking or unlawful retention, and (3) thereby depriving the owner of possession.”6 4 Burton v. City of Spokane, 482 P.3d 968, 970 (Wash. Ct. App. 2021). Relevant here, 5 “[o]ne in possession of a chattel as bailee or otherwise, who on demand, refuses to 6 surrender its possession to another entitled to the immediate possession thereof, is liable 7 for its conversion.” Judkins v. Sadler-Mac Neil, 376 P.2d 837, 839 (Wash. 1962) 8 (quoting Restatement (First) of Torts § 237 (Am. L. Inst. 1934)). 9 Block Mining’s conversion claim is straightforward: Block Mining alleges 10 Hosting Source, as bailee, converted the Rigs—Block Mining’s exclusive personal 11 property—by refusing to surrender them upon Block Mining’s demand for their [12] 6 In its reply brief, Hosting Source confidently but incorrectly asserts that “[i]t has been 13 long held in the State of Washington that intent to deprive the owner of its chattel is integral to recovering on a claim of conversion.” (Def. Reply at 7 (emphasis in original) (citing Spokane 14 Grain Co. v. Great N. Express Co., 104 P. 794, 796 (Wash. 1909)).) In fact, the opposite is true: it is well-established in Washington that “[w]rongful intent is not an element of conversion, and good faith is not a defense.” Brown ex rel. Richards v. Brown, 239 P.3d 602, 610 (Wash. Ct. 15 App. 2010 ); see also Clapp v. Johnson, 57 P.2d 1235, 1236 (Wash. 1936) (holding defendant “was nevertheless guilty of conversion” despite “act[ing] in good faith and without a willful [16] intent to convert”). Hosting Source’s cited authority, Spokane Grain Co., cannot reasonably be read to support the proposition that intent is an essential element of conversion in Washington. 17 Spokane Grain Co. merely instructs that, “[w]here there is no unlawful taking or exercise of dominion over a chattel,” a conversion action cannot lie. 104 P. at 796 (rejecting conversion 18 claim for the value of two horses injured in defendant’s care during cross-country transport, concluding “there [was] no unlawful taking or exercise of dominion over” the horses and 19 plaintiff’s claims sounded more appropriately in negligence or breach of contract). Defense counsel is reminded of the ethical duty of candor toward the tribunal under RPC 3.3. See 20 Washington Rules of Professional Conduct RPC 3.3, Comment 2 (“[T]he lawyer must not allow the tribunal to be misled by false statements of law or fact evidence that the lawyer knows to be false.”); see also Local Rules W.D. Wash LCR 83.3(a)(2) (requiring “attorneys appearing in this [21] district [to] be familiar with and comply with . . . [t]he Washington Rules of Professional Conduct”). Gross misstatements of the law will not be tolerated, and may result in sanctions in [22] the future. 1 immediate repossession pursuant to the terms of the Agreement. (See Compl. ¶¶ 73-77, 2 85-91; Pl. Resp. at 6-7; see also Agreement, Ex. A §§ 11.2 (providing that upon 3 “termination of this Agreement . . . [Block Mining] shall be entitled to the immediate 4 possession of all Mining Equipment”), 11.3 (stating that the Rigs “shall remain the 5 exclusive property of [Block Mining]” and requiring Hosting Source, upon termination of 6 the Agreement for any reason, to “provide [Block Mining] with immediate and 7 unconditional access to” the Facility “to allow [Block Mining] to modify, protect, or 8 remove the [Rigs]”).) These allegations, when taken as true, state a plausible conversion 9 claim under Judkins, 376 P.2d at 839 . 10 Hosting Source argues that Block Mining’s conversion claim must be dismissed 11 for three principal reasons. The court is not persuaded. 12 First, Hosting Source argues Block Mining’s conversion claim fails because 13 “[t]here has been no conversion of any monetary arrangements.” (Def. MTD at 7-8 14 (citing Davenport v. Wash. Educ. Ass’n, 197 P.3d 686, 698 (Wash. Ct. App. 2008) 15 (stating that the law “treats money as a chattel only if the defendant wrongfully received 16 the money or was under obligation to return the specific money to the party claiming it” 17 (internal quotation marks omitted)).) This argument misapprehends the alleged 18 conversion. Nowhere in the complaint does Block Mining claim that Hosting Source 19 converted money. (See generally Compl.) Rather, at issue is Hosting Source’s alleged 20 conversion of Block Mining’s Rigs, which are personal property items not subject to 21 special rules governing the conversion of monies. (Id. ¶¶ 85-91.) 22 // 1 Second, Hosting Source asserts that Block Mining “cannot satisfy the [conversion] 2 elements when it willingly agreed to, and required, Hosting Source to physically take 3 custody and care of the computers” by entering into the Agreement. (Def. MTD at 7.) 4 But Block Mining’s initial consent to Hosting Source’s custody of the Rigs does not bar a 5 conversion claim because a bailee may be liable for conversion under the circumstances 6 alleged here, where the bailee, “on demand, refuses to surrender its possession to another 7 entitled to the immediate possession thereof.” Judkins, 376 P.2d at 839 . 8 Third, Hosting Source argues Block Mining fails to state a conversion claim 9 because it was not contractually entitled to immediately repossess the Rigs. According to 10 Hosting Source, its termination of the Agreement triggered Block Mining’s “obligat[ion] 11 to remove no more than 400 pieces of Equipment per month” under Section 11.1 of the 12 Agreement. (Agreement, Ex. A § 11.1; see also Def. MTD at 7.) Pursuant to Section 13 11.1, Hosting Source proposed “a removal schedule extending through July 2024” after it 14 terminated the Agreement, allegedly promising that “it would increase the power output 15 to the Rigs” until “the terms for each miner expired” and they were removed from the 16 Facility. (Compl. ¶¶ 66-67.) Although it disputed Hosting Source’s interpretation of 17 Section 11.1, Block Mining “decided to accept” this arrangement. (Id. ¶ 67.) Hosting 18 Source now argues that, because Block Mining “consented to the termination agreement” 19 and the removal dates have not yet passed, Block Mining’s conversion claim “lacks 20 merit” and “is not ripe.” (Def. MTD at 7.) Block Mining counters that Section 11.1 21 merely “sets a cap for how many Rigs Hostin[g] Source can force Block Mining to 22 remove,” and “[n]othing [p]recludes Block Mining from removing as many Rigs as it 1 wants” pursuant to Sections 11.2 and 11.3 of the Agreement (Pl. Resp. at 6-7), which 2 contemplate Block Mining’s “immediate possession” and “access” to the Rigs upon 3 termination of the Agreement for any reason (Agreement, Ex. A §§ 11.2, 11.3). Block 4 Mining further argues that, even if the parties modified the Agreement by assenting to a 5 subsequent “termination agreement,” Block Mining is not bound by the removal schedule 6 because Hosting Source breached that subsequent agreement by failing to restore the Rigs 7 to full power pending their removal. (Pl. Resp. at 7-9.) 8 The parties offer competing interpretations of the Agreement—specifically, 9 Sections 11.1 through 11.3, and their effect on Block Mining’s possessory rights in its 10 Rigs. The court must therefore apply Washington contract law to evaluate the sufficiency 11 of Block Mining’s conversion claim. “The purpose of contract interpretation is to 12 ascertain the intent of the parties.” Kelley v. Tonda, 393 P.3d 824, 829 (Wash. Ct. App. 13 2017). Washington follows “the ‘objective manifestation theory’ of contracts, wherein 14 the parties’ intent is determined by focusing on the objective manifestations of the 15 agreement, rather than on the unexpressed subjective intent of the parties.” Radliff v. 16 Schmidt, 532 P.3d 622, 625 (Wash. Ct. App. 2023). “Clear and unambiguous contracts 17 are enforced as written.” Grey v. Leach, 244 P.3d 970, 975 (Wash. Ct. App. 2010). 18 “Language in a contract is ambiguous if it is susceptible to two different but reasonable 19 interpretations or where separate contractual provisions irreconcilably conflict.” Radliff, [20] 532 P.3d at 625 ; see also id. (“When contract provisions conflict,” the court must 21 “harmonize them to the extent possible.”). “[A]mbiguity will not be read into a contract 22 where it can reasonably be avoided by reading the contract as a whole.” McGary v. 1 Westlake Invs., 661 P.2d 971, 974 (Wash. 1983). “Interpretations giving lawful effect to 2 all the provisions in a contract are favored over those that render some of the language 3 meaningless or ineffective.” Grey, 244 P.3d at 976 . Contractual “ambiguity presents a 4 question of fact that can[] [neither] be determined as a legal matter” nor “resolved at the 5 motion to dismiss stage.” Smokey Point Com., LLC v. Dick’s Sporting Goods, Inc., No. 6 C17-1015JLR, 2017 WL 4882664 , at *4 (W.D. Wash. Oct. 30, 2017) (citing GMAC v. 7 Everett Chevrolet, Inc., 317 P.3d 1074 , 1078 (Wash. Ct. App. 2014)). Thus, to prevail, 8 Hosting Source must show that its interpretation of the Agreement is the only reasonable 9 interpretation of the Agreement. See id. 10 Hosting Source does not even attempt to make this showing and would rather 11 ignore Sections 11.2 and 11.3 altogether. (See generally Def. MTD (failing to discuss, 12 cite, or otherwise acknowledge these provisions at all); Def. Reply (same).) The court 13 concludes not only that Hosting Source fails to make the requisite showing, but that 14 Block Mining offers the only reasonable interpretation of the Agreement. Hosting 15 Source’s reading of Section 11.1 has initial appeal but falls apart when the contract is 16 read as a whole. If the court were to read Section 11.1 in isolation as Hosting Source 17 does, the Agreement would entitle Block Mining to immediate possession of only some 18 of its Rigs upon Hosting Source’s termination of the Agreement. But Sections 11.2 and 19 11.3 expressly contemplate Block Mining’s right to “immediate possession of all” of its 20 Rigs upon termination of the Agreement “for any reason.” (Agreement, Ex. A §§ 11.2-.3 21 (emphasis added).) Hosting Source’s interpretation of the Agreement would therefore 22 render Sections 11.2 and 11.3 meaningless. Conversely, if Section 11.1 is properly read 1 as limiting the number of Rigs Hosting Source can force Block Mining to remove upon 2 Hosting Source’s election to terminate the Agreement, Block Mining could still exercise 3 its rights under Sections 11.2 and 11.3 to immediately repossess as many Rigs as it wants. 4 This understanding gives force to the immediate possessory rights that Sections 11.2 and 5 11.3 plainly confer to Block Mining. Grey, 244 P.3d at 976 . For these reasons, Hosting 6 Source’s interpretation of the Agreement is unreasonable and fails as a matter of law. 7 The Agreement unambiguously entitles Block Mining to immediate possession of all of 8 its Rigs under the circumstances alleged in the complaint. 9 To the extent Hosting Source argues Block Mining is bound by a subsequent 10 removal agreement (see Def. MTD at 7), Block Mining plausibly alleges that any such 11 agreement required Hosting Source to restore the remaining Rigs to full power (Compl. 12 ¶¶ 65-68). (See Pl. Resp. at 7-8.) Because Hosting Source allegedly failed to do so (id. 13 ¶ 68), Block Mining plausibly alleges that it was discharged from its duties under any 14 subsequent removal agreement based on Hosting Source’s material breach of that 15 agreement. See Skyline Contractors, Inc. v. Spokane Hous. Auth., 289 P.3d 690 , 695 16 (Wash. Ct. App. 2012) (“One party’s material breach . . . will discharge the duty of the 17 other party.”); see also Moore v. Blue Frog Mobile, Inc., 221 P.3d 913 , 917 n.2 (Wash. 18 Ct. App. 2009) (“A material breach is one serious enough to justify the other party’s 19 abandoning the contract because the contract’s purpose is defeated.”). 20 In sum, the court concludes that Block Mining states a plausible conversion claim 21 under Washington law. The court therefore DENIES Hosting Source’s motion to dismiss 22 this claim. 1 2. Trespass to Chattels 2 “Trespass to chattels is something less than a conversion.” Sexton v. Brown, No. 3 61363-4-I, 2008 WL 4616705 , at *5 (Wash. Ct. App. 2008) (unpublished). “It is the 4 intentional interference with a party’s personal property without justification that 5 deprives the owner of possession or use.” Id. (citing Restatement (Second) of Torts 6 § 217 (Am. L. Inst. 1965)). “While a plaintiff must show that the interference was 7 intentional, no intent to deprive the owner must be shown.” Id. “In order to sustain an 8 action for trespass to chattel, however, there must be ‘some actual damage to the 9 chattel.’” G&G Closed Circuit Events, LLC v. Single, LLC, No. C18-1295JLR, 2020 WL 10 5815050, at *4 (W.D. Wash. Sept. 30, 2020) (quoting W. Keeton, D. Dobbs, R. Keeton, 11 & D. Owen, Prosser & Keeton on Law of Torts 87 (5th ed. 1984)); see also Restatement 12 (Second) of Torts § 218, cmt. e (1965) (“[O]ne who intentionally intermeddles with 13 another’s chattel is subject to liability only if his intermeddling is harmful to the 14 possessor’s materially valuable interest in the physical condition, quality, or value of the 15 chattel . . . .”). “Generally, there are three types of cognizable harms for a trespass to 16 chattels claim: ‘(1) actual dispossession, which implies that the plaintiff’s access to the 17 chattel is barred or substantially limited for something more than a few moments; 18 (2) physical harm to the chattel; or (3) physical harm to the plaintiff or to someone or 19 something in which the plaintiff had a legal interest.’” G&G Closed Circuit Events, 2020 20 WL 5815050 , at *4 (quoting D. Dobbs, P. Hayden, & E. Bublick, The Law of Torts § 60 21 (2d ed. 2015)). 22 // 1 As discussed above, the Agreement contractually entitled Block Mining to 2 immediate possession of its Rigs upon termination of the Agreement for any reason. In 3 light of this conclusion, Block Mining plausibly alleges that Hosting Source committed 4 trespass to chattels by terminating the Agreement and thereafter intentionally barring 5 Block Mining from physically accessing its Rigs for an extended period of time, despite 6 Block Mining’s desire to retake physical possession of the Rigs. (See Compl. ¶¶ 62-63, 7 73-77, 92-97.) None of Hosting Source’s arguments persuade the court otherwise, 8 particularly because they appear to be rooted in large part in an objectively unreasonable 9 reading of the Agreement, which the court has now rejected as a matter of law. (See Def. 10 MTD at 8-10; Def. Reply at 4-7.) To the extent Hosting Source argues Block Mining 11 cannot plead harm based on Hosting Source’s physical possession of the computers (Def. 12 MTD at 10), that argument falls flat under G&G Closed Circuit Events. 2020 WL 13 5815050, at *4 (recognizing that cognizable harm in the context of trespass to chattels 14 can include “actual dispossession,” meaning “the plaintiff’s access to the chattel is barred 15 or substantially limited for something more than a few moments”). Moreover, Hosting 16 Source appears to deliberately ignore the nature of the claimed damages, stating “Block 17 Mining would need to argue that their damages were a direct result of denied access.” 18 (Def. MTD at 10 (suggesting this “stance . . . is indefensible in this scenario given that 19 the alleged financial losses incurred are logically tied to the volatile nature of the 20 cryptocurrency market”).) But Block Mining does make this allegation (among others): 21 it claims that Hosting Source blocked its access to the Rigs and unilaterally shut them 22 down without authorization, causing Block Mining to suffer damages unrelated to market 1 volatility because it is unable to use its own to property to mine new BTC at maximum 2 power and efficiency. (See Compl. ¶¶ 1, 4-5, 69-70, 73-77, 92-97.) 3 The court concludes that Block Mining states a plausible trespass to chattels claim 4 under Washington law. Therefore, Hosting Source’s motion to dismiss Block Mining’s 5 trespass to chattels claim is DENIED. 6 3. Permanent Injunction 7 Finally, Hosting Source moves to dismiss Block Mining’s claim for a permanent 8 injunction. (Def. MTD at 11.) As many courts recognize, “an injunction is not a cause of 9 action, but rather a remedy.” Krusee v. Bank of Am., N.A., No. C13-0824RSM, 2013 WL 10 3973966, at *5 (W.D. Wash. July 30, 2013); see also Marzan v. Bank of Am., 779 F. 11 Supp. 2d 1140, 1146 (D. Haw. 2011) (collecting cases). Thus, to the extent Block 12 Mining attempts to assert an independent cause of action for a permanent injunction, this 13 claim is DISMISSED with prejudice. 14 C. Block Mining’s Motion to Dismiss 15 Block Mining moves to dismiss Hosting Source’s breach of contract counterclaim 16 based on the absence of subject matter jurisdiction and failure to state a claim. The court 17 concludes that it has supplemental jurisdiction over Hosting Source’s counterclaim, but 18 that Hosting Source fails to state a breach of contract claim under Washington law. 19 1. Subject Matter Jurisdiction 20 “It is a fundamental precept that federal courts are courts of limited jurisdiction.” 21 Owen Equip. & Erection Co. v. Kroger, 437 U.S. 365, 374 (1978); see also Fed. R. Civ. 22 P. 12 (b)(1) (authorizing dismissal for lack of subject matter jurisdiction). Federal courts 1 have original jurisdiction over all civil actions “arising under the Constitution, laws, or 2 treatises of the United States” and in all civil actions where complete diversity of 3 citizenship exists and the amount in controversy exceeds $75,000. 28 U.S.C. §§ 1331 , 4 1332. In addition, a district court that has original jurisdiction over a civil action “shall 5 have supplemental jurisdiction,” subject to certain exceptions, “over all other claims that 6 are so related to claims in the action within such original jurisdiction that they form part 7 of the same case or controversy under Article III of the United States Constitution.” 28 8 U.S.C. § 1367 (a). Claims form part of the same case or controversy when they share a 9 common nucleus of operative fact and would ordinarily be tried together. See 10 Bahrampour v. Lampert, 356 F.3d 969, 978 (9th Cir. 2004). “In exercising its discretion 11 to decline supplemental jurisdiction, a district court must undertake a case-specific 12 analysis to determine whether declining supplemental jurisdiction ‘comports with the 13 underlying objective of most sensibly accommodat[ing] the values of economy, 14 convenience, fairness and comity.’” Id. (quoting Exec. Software N. Am., Inc. v. U.S. Dist. 15 Ct., 24 F.3d 1545 , 1557-58 (9th Cir. 1994)); see also 28 U.S.C. § 1367 (c) (setting forth 16 circumstances in which court may appropriately decline to exercise supplemental 17 jurisdiction). 18 Here, the court has original jurisdiction over Block Mining’s claims on the basis of 19 diversity, but diversity jurisdiction is lacking with respect to Hosting Source’s state law 20 breach of contract counterclaim because Hosting Source fails to plead the amount in 21 controversy. (See generally Answer); see also, e.g., Sparrow v. Mazda Am. Credit, 385 22 F. Supp. 2d 1063, 1065-66 (E.D. Cal. 2005) (“Diversity jurisdiction cannot provide an 1 independent jurisdictional basis for Defendant’s counterclaims because the amount 2 Defendant is claiming is not over $75,000, as 28 U.S.C. § 1332 requires.”).7 Thus, 28 3 U.S.C. § 1367 provides the only possible basis for subject matter jurisdiction over 4 Hosting Source’s counterclaim.8 (See Def. Resp. at 8-9 (asserting supplemental 5 jurisdiction).) The court has little trouble concluding that Hosting Source’s breach of 6 contract counterclaim shares a common nucleus of operative facts with Block Mining’s 7 claims, such that they form the same case or controversy sufficient to establish 8 supplemental jurisdiction. All claims arise out of the same contractual relationship and 9 the same series of events that caused the relationship to fall apart. Further, none of the 10 exceptions to supplemental jurisdiction under 28 U.S.C. § 1367 (c) apply to this case, and 11 declining supplemental jurisdiction would not promote economy, convenience, fairness, 12 or comity under the circumstances. Accordingly, the court will exercise supplemental 13 jurisdiction over Hosting Source’s breach of contract counterclaim pursuant to 28 U.S.C. 14 § 1367. 15 // [16] 17 7 “The essential elements of diversity jurisdiction . . . must be affirmatively alleged in the pleadings.” Rainero v. Archon Corp., 844 F.3d 832, 840 (9th Cir. 2016) (cleaned up). The court 18 therefore declines Hosting Source’s invitation to look outside the pleadings for information respecting the amount in controversy. (See Def. Resp. at 8.) 19 8 The parties dispute whether Hosting Source’s counterclaim is compulsory or permissive. (See Def. Resp. at 6-8; Pl. Reply at 2.) This issue is a red herring because 28 U.S.C. 20 § 1367 governs the question of subject matter jurisdiction over Hosting Source’s counterclaim: “Prior to the passage of § 1367, courts relied on the distinction between compulsory and permissive counterclaims to determine whether jurisdiction over a counterclaim was proper [21] absent an independent basis for subject matter jurisdiction,” but “§ 1367 now governs the limits on supplemental jurisdiction.” Ader v. SimonMed Imaging Inc., 324 F. Supp. 3d 1045, 1051 (D. 22 Ariz. 2018 ). 1 2. Facial Plausibility 2 A party asserting a breach of contract claim must allege the existence of a valid 3 contract between the parties, breach, and resulting damage. See Lehrer v. Wash. Dep’t of 4 Soc. & Health Servs., 5 P.3d 722, 727 (Wash. Ct. App. 2000); see also Nw. Indep. Forest 5 Mfrs. v. Dep’t of Lab. & Indus., 899 P.2d 6, 9 (Wash. Ct. App. 1995) (“A breach of 6 contract is actionable only if the contract imposes a duty, the duty is breached, and the 7 breach proximately causes damage to the claimant.”). The parties here do not dispute the 8 existence of a contract and associated contractual duties. (See Pl. MTD at 8; Def. Resp. 9 at 5.) Rather, Block Mining argues Hosting Source “falls woefully short” of minimum 10 pleading standards because it fails to identify the specific contract provisions Block 11 Mining allegedly breached, offering only “vague and conclusory allegations” that Block 12 Mining generally owes Hosting Source “unspecified ‘expenses’” under the Agreement. 13 (Pl. MTD at 8-9.) Block Mining further argues that Hosting Source fails to sufficiently 14 plead damages because “Hosting Source seems to allege that its damages are amounts it 15 incurred to defend Block Mining’s lawsuit, rather than any damages resulting from” the 16 alleged breach of contract. (Pl. Reply at 6-7.) The court agrees with Block Mining. 17 The allegations relevant to Hosting Source’s counterclaim are as follows: 18 • “Block Mining and Hosting Source entered into a profit-sharing colocation agreement that was fully executed on or about December 29, 2021, with an 19 effective date of July 1, 2021 (the ‘Contract’).” (Answer ¶ 1.1.) 20 • “Under the terms of the Contract, the ‘Customer is solely responsible for the Costs associated with Generated Digital Assets for each month.’” (Id. 21 ¶ 1.3.) 22 // 1 • “Under the terms of the Contract, Block Mining and Hosting Source agreed to a profit-sharing split concerning mining of the digital assets, Bitcoin.” 2 (Id. ¶ 1.4.) 3 • “Under the terms of the contract, Block Mining acknowledged the inherent risks in mining Bitcoin, but still agreed to be ‘solely responsible for the 4 Costs associated with Generated Digital Assets for each month.’” (Id. ¶ 1 .7.) [5] • “Block Mining incurred expenses in the colocation agreement, which were 6 anticipated to be offset by Bitcoin mining profits. However, any negative shortfall of Bitcoin would be added to the Costs. There were months where 7 the electricity costs incurred were not fully offset by Bitcoin, and thus there were monies due and owing to Hosting Source for providing energy to the 8 computers.” (Id. ¶ 1.8.) [9] • “Block Mining paid for monthly costs with a wire to Hosting Source in USD. Block Mining significantly reduced the amount of the monthly USD 10 wire and were no longer attempting to pay the monthly costs.” (Id. ¶ 1.9.) • “Block Mining failed to timely pay all monies due and owing to Hosting [11] Source.” (Id. ¶ 1.10.) 12 • “Block Mining seeks to frustrate the terms of the contract to the financial detriment of Hosting Source.” (Id. ¶ 1.14.) [13] • “Hosting Source’s damages are proximately and directly caused by Block 14 Mining’s actions or failure to act.” (Id. ¶ 1.15.) 15 • “Hosting Source continues to incur damages because of Block Mining’s conduct.” (Id. ¶ 1.16.) [16] • “Hosting Source is entitled to recover against Block Mining for all damages 17 caused by the wrongful filing of this breach of contract claim, plus reasonable attorney fees and costs in defending this lawsuit.” (Id. ¶ 1.17.) [18] These allegations fall well short of pleading a breach of contract claim. [19] First, Hosting Source does not identify the specific provision of the Agreement [20] that Block Mining allegedly breached. Block Mining is correct that “[t]he Agreement [21] contains multiple terms relating to payments.” (Pl. Reply at 5; see Agreement, Ex. A [22] 1 §§ 2.2, 5-6, 17.12) Yet, Hosting Source’s generalized allegations regarding outstanding 2 payment obligations are untethered to any specific duty outlined in the Agreement. 3 Although Hosting Source makes passing reference to several provisions of the 4 Agreement, it fails to explain which provisions were breached, and how. Without more, 5 the court cannot evaluate the sufficiency of the counterclaim. Hosting Source baldly 6 asserts, without citation to authority, that “[t]here is no requirement to specifically plead 7 exact contract provisions in general failure to pay allegations stemming from a services 8 contract.” (Def. Resp. at 12-13.) But in fact, federal courts regularly dismiss unadorned 9 breach of contract claims where the claimant fails to cite the contractual provision that 10 was allegedly breached. See Corner Computing Sols. v. Google LLC, No. C23-0939TL, [11] 2024 WL 841462 , at *3 (W.D. Wash. Feb. 28, 2024); Lemelson v. Wells Fargo Bank, 12 N.A., 641 F. Supp. 3d 1005 , 1011-12 (W.D. Wash. 2022) (Robart, J.); Engage BDR v. 13 GoDaddy, No. 2:21-cv-02014-JVC (ASx), 2021 WL 8820555 , at *2-3 (C.D. Cal. Sept. 14 23, 2021); McClellon v. Citigrp. Glob. Mkts., Inc., No. C18-0978JCC, 2018 WL 15 5808440, at *5 (W.D. Wash. Nov. 6, 2018); Ill. Nat’l Ins. Co. v. Nordic PCL Constr., 16 Inc., 870 F. Supp. 2d 1015, 1034-36 (D. Haw. 2012); Young v. Facebook, Inc., 790 F. 17 Supp. 2d 1110, 1117 (N.D. Cal. 2011); Miron v. Herbalife Int’l, Inc., 11 F. App’x 927 , 18 929 (9th Cir. 2001) (unpublished). Here, Hosting Source’s failure to specifically identify 19 the relevant contract provisions or sufficiently describe the allegedly breaching conduct 20 // 21 // 22 // 1 leaves Block Mining without fair notice of the factual basis of the counterclaim, 2 warranting dismissal.9 3 Second, Hosting Source fails to adequately plead that Block Mining’s alleged 4 breach proximately caused its damages. Although Hosting Source alleges its damages 5 “are proximately and directly caused by Block Mining’s actions or failure to act” 6 (Answer ¶ 1.15), the allegations suggest Hosting Source’s claimed damages stem from 7 Block Mining’s initiation of this lawsuit—not from any alleged breach of contract. (See 8 id. ¶ 1.17 (“Hosting Source is entitled to recover against Block Mining for all damages 9 caused by the wrongful filing of this breach of contract claim.”).) Hosting Source’s 10 argument that “[g]eneral damages do not need to be pled with specificity” misses the 11 point. (Def. Resp. at 13 (citing Prudence Co. v. Fid. & Deposit Co. of Md., 297 U.S. 198 , [13] 9 Block Mining raises an additional, related argument that its payment obligations under 14 Section 5 of the Agreement were conditioned upon Hosting Source first providing “the estimated Costs for each month by the 5th day of each month.” (Agreement, Ex. A § 5; see also Pl. MTD at 9-10; Pl. Reply at 6.) According to Block Mining, Hosting Source fails to state a breach of [15] contract claim for the independent reason that it offers no factual allegations showing that it provided those cost estimates so as to trigger Block Mining’s obligation to pay the estimated [16] costs. The court disagrees. In Washington, “failure o[f] a condition precedent will discharge the duty of the other party.” Skyline Contractors, 289 P.3d at 695 . “A condition precedent is 17 contrasted with a promise, which ‘subjects the promisor to liability for damages, but does not necessarily discharge the other party’s duty of performance.’” BOFI Fed. Bank v. Advance 18 Funding LLC, 105 F. Supp. 3d 1215, 1219-20 (W.D. Wash. 2015) (quoting Jones Assocs., Inc. v. Eastside Props., Inc., 704 P.2d 681, 684 (Wash. Ct. App. 1985)). Whether a contractual 19 provision is a condition precedent or a mere promise depends on the intent of the parties. Jones Assocs., 704 P.2d at 684 . “An intent to create a condition is often revealed by such phrases and 20 words as ‘provided that,’ ‘on condition,’ ‘when,’ ‘so that,’ ‘while,’ ‘as soon as,’ and ‘after.’” Id. (quoting Vogt v. Hovander, 616 P.2d 660, 666 (Wash. Ct. App. 1979)); see also id. (“Where it is doubtful whether the words create a promise or an express condition, they are interpreted as [21] creating a promise.”). Here, Section 5 contains no language indicating an intent to condition Block Mining’s duty to pay upon Hosting Source first providing the cost estimates. (See [22] Agreement, Ex. A § 5.) Section 5 is properly read as creating mere promises. 1 207-08 (1936)). The problem is not that Hosting Source fails to specify an exact amount 2 of claimed damages, but that it fails to allege Block Mining’s supposed breach 3 proximately caused its damages, which is an essential element of a breach of contract 4 claim. Nw. Indep. Forest Mfrs., 899 P.2d at 9 . 5 Because Hosting Source fails to state a claim for breach of contract, the court 6 GRANTS Block Mining’s motion to dismiss this counterclaim pursuant to Rule 12(b)(6). 7 D. Leave to Amend 8 A district court that dismisses a claim under Rule 12(b)(6) should generally grant 9 leave to amend, “unless it determines that the pleading could not possibly be cured by the 10 allegation of other facts.” Lopez v. Smith, 203 F.3d 1122, 1127 (9th Cir. 2000) (quoting 11 Doe v. United States, 58 F.3d 494, 497 (9th Cir. 1995)). Block Mining’s “claim” for a 12 permanent injunction fails as a matter of law, and is therefore dismissed with prejudice, 13 as explained above. But because Hosting Source could cure its breach of contract 14 counterclaim by alleging other facts, the court GRANTS Hosting Source leave to amend. 15 // 16 // 17 // 18 // 19 // 20 // 21 // 22 // 1 IV. CONCLUSION 2 For the foregoing reasons, the court GRANTS in part and DENIES in part Hosting 3 Source’s motion to dismiss (Dkt. # 25), and GRANTS Block Mining’s motion to dismiss 4 (Dkt. # 37), as set forth above. Hosting Source shall file its amended counterclaim by no 5 later than June 28, 2024. 6 Dated this 14th day of June, 2024. A [8] JAMES L. ROBART United States District Judge