Private Jet Services Group, LLC v. Tauck, Inc.
1:20-cv-01015
D.N.H.Jun 3, 2025Background
- Private Jet Services Group (PJS), a New Hampshire-based aircraft booking agent, and Tauck, Inc., a Connecticut-based tour operator, entered into contracts requiring Tauck to use PJS’s flight services for a minimum of 50 tours per season in New Zealand from 2019 to 2022.
- PJS alleges Tauck breached by not meeting the 50-tour minimum in 2019 (operating only 48 tours with PJS) and dramatically falling short in 2020 (23 tours with PJS, as COVID-19 ended the season).
- Tauck asserts its nonperformance was either due to PJS’s initial failure to provide the designated aircraft in 2019 or excused by impossibility and frustration of purpose due to the COVID-19 pandemic and border closures in 2020.
- Both parties moved for summary judgment; the Court here rules on the motions, granting in part and denying in part for each side.
- Key contract provisions included a minimum payment guarantee, contingency plans for mechanical failures, and a unique force majeure clause, the latter of which became central to the 2020 dispute.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Meaning of "operate" 50 tours (2019) | Tauck must operate 50 tours using PJS aircraft or alternates. | Tours flown with third parties due to PJS’s nonperformance count toward the 50 minimum. | Tauck’s interpretation adopted; third-party tours count if PJS aircraft unavailable. |
| Who bore risk for aircraft unavailability (2019) | PJS had contingency plans; Tauck should pay for all 50 tours. | PJS failed to provide aircraft; Tauck could use alternatives. | Tauck properly used third-party flights, owes PJS only for tours operated by PJS, but must pay full base rate. |
| 2020: COVID-19 and border closures | Tauck remains obligated to 50-tour minimum payment per contract. | Impossibility/frustration: Border closure negates obligation. | Tauck discharged from 2020 obligations; impossibility doctrine applies. |
| Contractual waiver of common law defenses | Force majeure clause implicitly waives defenses for Tauck. | Defenses remain unless expressly waived. | Defenses not waived; Tauck can assert impossibility/frustration. |
Key Cases Cited
- Avila v. CitiMortgage, Inc., 801 F.3d 777 (7th Cir. 2015) (waiver through election to continue performance under a contract)
- Gamble v. Univ. Sys. of New Hampshire, 136 N.H. 9 (N.H. 1992) (contract interpretation based on parties' objective intent)
- Perry v. Champlain Oil Co., 99 N.H. 451 (N.H. 1955) (doctrine of impossibility/frustration in contract law)
- Priv. Jet Servs. Grp., LLC v. Tauck, Inc., 176 N.H. 553 (N.H. 2024) (common law defenses remain unless expressly waived, regardless of force majeure clause)