Extract to table

These overlapping postures create a somewhat nuanced burden framework that must be addressed carefully in any summary judgment briefing

This is an affirmative defense within the meaning of Federal Rule of Civil Procedure 8(c), and Stonefield must prove each element by a preponderance of the evidence

As applied to this case, Vantor, as plaintiff, must prove that Stonefield's termination of the TSA constituted a breach — that is, that the termination was not valid for Cause under Section 13

Under this standard, the party bearing the burden must establish that the existence of the fact at issue is more probable than its nonexistence

It is important to note that Vantor's burden on the breach element is framed in the negative: Vantor must prove that Stonefield's termination was not authorized by the TSA

This means that, on the counterclaim, Stonefield must independently prove each of the following elements: (i) VTS committed a material breach of one or more provisions of the TSA, as required by Section 13