In the

United States Court of Appeals

For the Seventh Circuit ____________________

Nos. 18-2583 & 18-3487

KARMA INTERNATIONAL, LLC,

Plaintiff-Appellant,

v.

INDIANAPOLIS MOTOR SPEEDWAY, LLC,

Defendant-Appellee.

____________________

Appeals from the United States District Court for the

Southern District of Indiana, Indianapolis Division.

No. 1:16-cv-02182 — William T. Lawrence, Judge.

____________________

ARGUED APRIL 12, 2019 — DECIDED SEPTEMBER 18, 2019

____________________

Before FLAUM, EASTERBROOK, and SYKES, Circuit Judges.

SYKES, Circuit Judge. The Indianapolis 500 race has been a 

fixture of American life since 1911, interrupted only by 

world war. So when its 100th running arrived in 2016, 

organizers wanted to shift the race-weekend entertainment

into high gear. They engaged Karma International, LLC, an 

event-planning company, to host a ticketed party.
2 Nos. 18-2583 & 18-3487

Unlike the Indianapolis 500 itself—which sold out for the 

first time in history—the Karma party was a disappointment. Poor ticket sales prevented Karma from covering its 

expenses. Karma sued the racetrack for breach of contract, 

accusing it of failing to adequately promote the party. The 

racetrack counterclaimed, alleging that Karma ignored its 

own advertising obligations. The district judge rejected 

Karma’s claim at summary judgment, ruling that the damages theory rested on speculation. A jury found Karma liable 

on the counterclaim, awarding $75,000 in damages. Karma 

appeals, seeking review of the summary-judgment ruling 

and the denial of its posttrial motions for judgment as a 

matter of law or a new trial.

We affirm. Karma’s evidence of damages is indeed speculative, so its claim fails under Indiana law. And we see no 

reason to second-guess the jury’s determination that Karma 

breached the parties’ contract by failing to fulfill its promises 

to advertise the event online. 

I. Background

The Indianapolis Motor Speedway, LLC, sponsors the 

annual Indianapolis 500 race and associated race-weekend 

events, which include musical acts and other festivities. In 

2015 Karma International became a licensee of Maxim, a

men’s magazine. Karma has hosted Maxim-branded entertainment at large sporting events, including a party prior to 

the 2016 Super Bowl in San Francisco. 

In early 2016 Karma began negotiations with the Speedway to host a Maxim-branded event at that year’s 100thrunning of the race. The parties eventually agreed on terms

memorialized in a March 2016 agreement. The Speedway 
Nos. 18-2583 & 18-3487 3

promised to provide “marketing support via [its] social 

channels and ... dedicated e-mail to [its] database.” In return 

Karma pledged to promote race-weekend activities with a 

“banner ad on Maxim.com (minimum 1 million impressions).” It also promised to provide “marketing support via 

Maxim social channels for [the Indy 500] [m]usic events 

(Carb Day, Legend’s Day and Indy 500 Snake Pit).”

To fulfill its advertising obligations under the contract, 

the Speedway sent four promotional e-mails in May 2016

promoting the Maxim party:

• May 9: A dedicated e-mail to 334 sponsors and 

suite ticketholders

• May 20: A dedicated e-mail to 13,824 fans

• May 21: A cross-promotional e-mail to 89,979 fans

• May 25: A dedicated e-mail to 149,430 “Wing and 

Wheel Newsletter” subscribers

Karma, for its part, never ran the promised banner advertisement on Maxim.com. Nor did it use Maxim’s socialmedia channels to promote race-weekend events.

The Maxim party took place as scheduled on May 27. 

Karma spent $635,855.71 on the event but generated only

$215,690.39 in revenue. While 1,787 guests attended the 

party, Karma sold just 92 full-price tickets. Some of the 

remaining guests bought reduced-price tickets, but most 

received complimentary admission.

In August 2016 Karma sued the Speedway for breach of 

contract, alleging that it failed to promote the Maxim party

as agreed under the terms of the contract. Karma sought

$817,500 in damages, a figure apparently gleaned from 
4 Nos. 18-2583 & 18-3487

conversations with Speedway officials who speculated that 

the party would generate $1 million in gross revenue “from 

ticket and table sales only.”1 The Speedway filed a counterclaim alleging that Karma failed to place the promised

banner advertisement on Maxim’s website or provide marketing support on Maxim’s social-media channels.

The Speedway moved for summary judgment on 

Karma’s claim. The judge discerned a factual dispute regarding the alleged breach of contract. While the Speedway

insisted it hadn’t promised to e-mail its entire database to 

promote the party, the evidentiary record—construed in 

Karma’s favor—permitted an inference that it had. But 

Karma’s damages theory was entirely speculative. Karma

claimed that Speedway officials gave assurances that its 

e-mails would generate the sale of at least 1,500 tickets. The 

judge held that those comments, without more, could not

establish how many additional ticket sales an e-mail to its 

entire database would have generated. Because Karma had 

no nonspeculative evidence of damages, the judge entered 

summary judgment for the Speedway.

The counterclaim proceeded to trial, and Speedway employees testified that no banner advertisement appeared on 

Maxim.com and that Karma failed to provide the promised 

marketing support on Maxim’s social-media channels. 

Karma’s CEO Dylan Marer admitted that he didn’t know 

 1 Long after the deadline to amend the pleadings expired, Karma moved 

to add allegations of additional contract terms not in the written agreement. A magistrate judge denied the motion, and Karma never objected 

to that ruling in the district court. On appeal Karma faults the district 

judge for not sua sponte conforming the pleadings to later-introduced 

evidence. The judge had no obligation to do so.
Nos. 18-2583 & 18-3487 5

whether these marketing efforts had occurred. Jonathan 

Faber, a damages expert, estimated that the Speedway’s lostvalue damages for the nonexistent Maxim.com ad were 

approximately $15,000–$75,000. And he pegged the lostvalue damages for the nonexistent social-media promotion 

at $90,000–$105,000.

The jury found Karma liable and awarded $75,000 in 

damages. Karma moved for judgment as a matter of law, 

and alternatively for a new trial, under Rule 50 of the Federal Rules of Civil Procedure. The judge denied both motions

and entered judgment on the jury’s verdict.

II. Discussion

Karma challenges the judge’s summary-judgment ruling

and the denial of its posttrial motions. “We review a summary judgment de novo, asking whether the movant has 

shown that there is no genuine dispute as to any material 

fact.” Kopplin v. Wis. Cent. Ltd., 914 F.3d 1099, 1102 (7th Cir. 

2019) (quotation marks omitted). Summary judgment is 

appropriate if Karma “failed to make a sufficient showing on 

an essential element of [its] case with respect to which [it] 

has the burden of proof.” Celotex Corp. v. Catrett, 477 U.S. 

317, 323 (1986).

“We review the denial of a Rule 50 motion for judgment 

as a matter of law de novo” and “consider whether the 

evidence presented, combined with all reasonable inferences 

permissibly drawn therefrom, is sufficient to support the 

verdict when viewed in the light most favorable to the party 

against whom the motion is directed.” Martin v. Milwaukee 

County, 904 F.3d 544, 550 (7th Cir. 2018) (quotation marks 

omitted). “Judgment as a matter of law is proper ‘if a rea-
6 Nos. 18-2583 & 18-3487

sonable jury would not have a legally sufficient evidentiary 

basis to find for the party on that issue.’” Lawson v. Sun 

Microsystems, Inc., 791 F.3d 754, 761 (7th Cir. 2015) (quoting 

FED. R. CIV. P. 50(a)(1)). Finally, we review the denial of a 

motion for a new trial for abuse of discretion. Clarett v. 

Roberts, 657 F.3d 664, 674 (7th Cir. 2011). “A verdict will be 

set aside as contrary to the manifest weight of the evidence 

only if ‘no rational jury’ could have rendered the verdict.” 

Moore ex rel. Estate of Grady v. Tuleja, 546 F.3d 423, 427 (7th 

Cir. 2008). 

Indiana law governs the dueling contract claims in this 

diversity suit. In Indiana “the essential elements of a contractual action” are “(1) a valid and binding contract; (2) performance by the complaining party; (3) non-performance or 

defective performance by the defendant; and (4) damages 

arising from defendant’s breach.” U.S. Research Consultants, 

Inc. v. County of Lake, 89 N.E.3d 1076, 1086 (Ind. Ct. App. 

2017) (quotation marks omitted). No one disputes that the 

parties had a valid contract. 

The judge concluded at summary judgment that Karma 

offered only speculative evidence of its damages, an essential element of the claim. Under Indiana law “a factfinder 

may not award damages on the mere basis of conjecture or 

speculation.” Noble Roman’s, Inc. v. Ward, 760 N.E.2d 1132, 

1140 (Ind. Ct. App. 2002). “Although mathematical certainty 

is not required, the amount awarded must be supported by 

evidence in the record.” Country Contractors, Inc. v. A 

Westside Storage of Indianapolis, Inc., 4 N.E.3d 677, 694 (Ind. 

Ct. App. 2014). Moreover, any “damages claimed for a 

breach of contract must be the natural, foreseeable, and 

proximate consequence of the breach.” Masonic Temple Ass'n 
Nos. 18-2583 & 18-3487 7

of Crawfordsville v. Ind. Farmers Mut. Ins. Co., 837 N.E.2d 1032, 

1037 (Ind. Ct. App. 2005).

Karma’s damages theory rested on its contention that 

Speedway officials guaranteed sales of at least 1,500 tickets, 

a promise somehow premised on their characterization of

the Speedway’s e-mail database. Because the Speedway 

didn’t e-mail its entire database, the theory goes, the Maxim 

party attracted far fewer than 1,500 paying customers. 

To begin, the evidence of a 1,500-ticket guarantee is quite 

sparse. It consists of Karma CEO Marer’s deposition testimony that Speedway employees Kyle and Jarrod Krisiloff

“asked me how many [tickets] I would need to—to sell to 

make this worthwhile, and I said a minimum of 1,500, and 

they said, ‘No problem. We sell all of our events out. We’ll 

sell it out, no problem, with our database.’”

This testimony perhaps sheds light on the parties’ expectations, and if Karma had proof of damages, it might be 

relevant to the question of foreseeability. But it is not evidence of harm caused by the alleged breach—namely, the 

Speedway’s decision to promote the event through certain 

subsets of its e-mail database rather than the whole thing.

Karma offered no expert testimony or other evidence of 

harm proximately caused by the allegedly insufficient e-mail

promotion. Three words of Marer’s deposition testimony—

“with our database”—provide the only link between the

alleged breach and the alleged harm.

We cannot attribute low ticket sales to the Speedway’s 

alleged promotional breach merely because its employees 

predicted success. Karma blames the party’s disappointing 

performance on the Speedway’s e-mail strategy, but that 
8 Nos. 18-2583 & 18-3487

claim doesn’t rise above the level of speculation. Karma has

no evidence indicating that the Speedway’s promotional 

choices were the sole or even primary driver of the lackluster ticket sales. And the sheer number of alternative explanations fatally undermines that assumption. Indiana law 

doesn’t require mathematical certainty, but it does require 

more than bare assertions. See Noble Roman’s, 760 N.E.2d at

1140 (explaining that proof of contract damages requires 

more than “mere ... conjecture”). 

At bottom, Karma is making a reliance argument: because it expected the Speedway’s advertising efforts to 

generate 1,500 ticket sales and relied on that expectation, the 

Speedway should be forced to cover the shortfall. That 

sounds like promissory estoppel, not breach of contract. But 

in Indiana the existence of an “express contract” precludes 

recovery under a “theory implied in law.” Keystone Carbon 

Co. v. Black, 599 N.E.2d 213, 216 (Ind. Ct. App. 1992); see also 

Fiederlein v. Boutselis, 952 N.E.2d 847, 857 (Ind. Ct. App. 2011) 

(explaining that promissory estoppel “permit[s] recovery 

where no express contract ... exists”) (emphasis added). Here, 

the existence of an express contract is undisputed.

Karma also relies on a strained analogy to the Maximbranded Super Bowl party, which brought in over $1 million. But the fact that the Indy 500 party generated less 

revenue than its Super Bowl counterpart tells us nothing 

about the harm caused by the Speedway’s alleged breach. 

Without more information about how the Super Bowl party 

was promoted, we have no relevant point of comparison. 

Even when viewed in the light most favorable to Karma, 

this record at best contains only speculative evidence of 
Nos. 18-2583 & 18-3487 9

damages. The judge was right to grant summary judgment 

in favor of the Speedway on Karma’s claim.

Turning now to the posttrial motions on the counterclaim, Karma argues that no reasonable jury could conclude 

that Speedway officials actually anticipated that the racetrack would suffer damages if Karma failed to deliver on the 

promised online advertising. The judge thought this argument rested on a fundamental misunderstanding of contract 

law, and we agree. Indiana courts follow the familiar hornbook rule that damages may not exceed the harm foreseeable to the parties at the time of drafting. See Hadley v. 

Baxendale (1854) 156 Eng. Rep. 145, 147–48; 9 Exch. 341. Put 

differently, a “promisor is not required to compensate the 

injured party for injuries which, when the contract was 

made, the promisor had no reason to believe would be a 

probable result of the breach.” Rogier v. Am. Testing & Eng’g 

Corp., 734 N.E.2d 606, 614 (Ind. Ct. App. 2000). 

Karma doesn’t argue that the Speedway’s damages were

objectively unforeseeable. It instead argues that Indiana’s 

version of the Hadley rule requires at least one fact witness to 

testify that he subjectively anticipated a precise sum of 

damages at the time of drafting. That’s wrong on two fronts. 

First, expert testimony is an accepted method for proving 

contract damages. See Sony DADC U.S. Inc. v. Thompson, 

56 N.E.3d 1171, 1181 (Ind. Ct. App. 2016). Second, Karma 

mistakenly objects to a lack of subjective evidence when “the 

test is an objective one.” Rogier, 734 N.E.2d at 614. A plaintiff

in a breach-of-contract suit doesn’t have to prove his state of 

mind during contract negotiations to receive damages. He is

“entitled to present evidence of the breach and resulting 

damages and have the trier of fact determine what was 
10 Nos. 18-2583 & 18-3487

reasonably foreseeable at the time of contracting.” WESCO 

Distrib., Inc. v. ArcelorMittal Ind. Harbor LLC, 23 N.E.3d 682, 

710 (Ind. Ct. App. 2014). 

The upshot is that the jury could award objectively foreseeable damages. Contrary to Karma’s argument, it didn’t 

need to hear testimony on the subjective expectations of 

Speedway officials before awarding damages. The judge 

properly denied Karma’s motion for judgment as a matter of 

law.

Finally, we see no abuse of discretion in the judge’s ruling on Karma’s motion for a new trial. The jury had plenty 

of evidence that the Speedway complied with its promise to 

send a “dedicated email” to its database. Jarrod Krisiloff 

testified that the database “is a collection of personal records” and “is used for marketing efforts but is never solely 

used in its entirety for any one specific cause.” He explained 

that the Speedway targets its promotional messages strategically rather than sending every message to every subscriber. 

And he testified that sending a dedicated promotional e-mail

to the entire “Wing and Wheel Newsletter” subscriber list 

would have been an unprecedented step for the company. 

Ryan Hollander, manager of direct marketing for the racetrack, testified that the Wing and Wheel Newsletter was the 

“largest, most broadest reaching email ... of the database.”

As the judge observed in denying the motion for a new 

trial, “database” is a vague term, but the trial testimony

supplied the jury with additional context. A rational jury 

could conclude that the Speedway complied with its contractual obligations by sending dedicated messages to multiple 

subsets of its larger database. 
Nos. 18-2583 & 18-3487 11

The record also contains sufficient evidence of Karma’s 

breach. Hollander and the Krisiloff brothers testified that

Karma never ran the banner advertisement on Maxim.com

and failed to provide social-media support for the Indy 500’s 

live music events. Even Karma’s CEO admitted that he 

didn’t know whether this was done. Karma maintains that it 

complied with the agreement by introducing Speedway 

employees to personnel at Maxim who could assist in preparing the promised promotional material. But Karma 

agreed to deliver the advertisements, not to serve as a conduit between the Speedway and Maxim. What’s more, at 

trial the Speedway rebutted Karma’s version of events. 

When asked whether he was “ever introduced by Karma to 

anyone at Maxim for social media channel postings,” Kyle 

Krisiloff said, “No.” And Jared Krisiloff couldn’t recall any 

introduction “for the purpose of this deliverable.” In short, 

the jury’s liability verdict was adequately supported by trial 

testimony. 

Finally, Karma argues that it deserves either a new trial 

or a remittitur because no Speedway official testified that he 

actually anticipated damages stemming from the breach. 

We’ve already addressed that argument’s legal shortcomings. In any event, the jury’s damages award had sufficient 

evidentiary support. Expert testimony valued the loss from 

Karma’s failure to deliver the promised advertising at 

between $115,500 and $198,000. The jury awarded less—

$75,000—and Karma hasn’t made a persuasive case for 

retrial or remittitur.

AFFIRMED