Motion for Preliminary Injunction (Judge Michael E. Whitaker)

Case Number: 23SMCV04868    Hearing Date: December 12, 2023    Dept: 207

TENTATIVE RULING

DEPARTMENT 207
HEARING DATE December 12, 2023
CASE NUMBER 23SMCV04868
MOTION Motion for Preliminary Injunction
MOVING PARTIES Plaintiffs Stephen R. Hofer; Stephen R. Hofer Law Corporation d/b/a Aerlex Law Group; Aerlex Tax Services, LLC; and Aerlex Tax Services, LLP
OPPOSING PARTIES Defendants Vicky Boladian and Boladian Aviation Law Group, APC

BACKGROUND

This case stems from Defendant Vicky Boladian’s alleged dissolution of a working partnership between herself and Plaintiffs to jointly provide tax and legal services to Plaintiffs’ aviation clients, and Defendants’ alleged poaching of those clients.

Plaintiffs Stephen R. Hofer (“Hofer”); Stephen R. Hofer Law Corporation d/b/a Aerlex Law Group (“ALG”); Aerlex Tax Services, LLC; and Aerlex Tax Services, LLP (together, “ATS”) (collectively, “Plaintiffs”) filed suit against Defendants Vicky Boladian (“Boladian”) and Boladian Aviation Law Group (collectively, “Defendants”), alleging causes of action for breach of contract, breach of the implied covenant of good faith and fair dealing, breach of fiduciary duty, intentional misrepresentation, fraud in the inducement, wrongful dissociation, conversion, intentional interference with contractual relations, computer data access and fraud act (Penal Code § 502), receiving stolen property (Penal Code § 496), unlawful business practices (Bus. & Prof. § 17200), and declaratory relief.

Plaintiffs previously filed an ex parte application for a temporary restraining order preventing Defendants from “(1) soliciting or performing work for ATS and/or ALG clients; (2) soliciting, hiring, or retaining ATS employees; (3) removing, utilizing or accessing ATS’s tangible property, funds, and data; and (4) requiring the immediate return to ATS of all property, funds, keys, accounts, and data.”  (See November 1, 2023 Memorandum of Points and Authorities in support of Plaintiffs’ Ex Parte Application)

The Court denied Plaintiffs’ ex parte application on the basis that “Plaintiffs have not demonstrated that they have an inadequate remedy at law.”  (November 2, 2023 Minute Order.)

Plaintiffs now move for a preliminary injunction prohibiting Defendants from the following:

  1. Directly or indirectly owning, managing, operating, participating in, consulting with or working for any business (including, without limitation, Defendant Boladian Aviation Law Group, APC) that is engaged in the same business that ATS was performing in or around September 2023, to wit, the provision of post-acquisition aviation tax services;
  2. Either alone or in conjunction with any other person, partnership or business, directly or indirectly, diverting or attempting to divert any of ATS’s clients or customers (as they existed prior to Boladian’s breaches in or around September 2023) away from ATS, or attempting to persuade a client or customer to reduce, curtail or discontinue business with ATS.
  3. Either alone or in conjunction with any other person, partnership or business, directly or indirectly doing business for any client or customer, if that person / entity was a client or customer of ATS in or around September 2023;
  4. Either alone or in conjunction with any other person, partnership or business, directly or indirectly soliciting, diverting, or retaining, or attempting to solicit, divert, or retain, any employees of ATS (as they existed prior to Boladian’s breaches in or around September 2023) to perform work for or represent any competitor of ATS (including, without limitation, Boladian Aviation Law Group, APC);
  5. Utilizing or retaining, or disclosing or revealing to any competitor of ATS (including, without limitation, Boladian Aviation Law Group, APC), any of ATS’s confidential information including, without limitation, ATS’s data, account access (including ATS’s telephone and email accounts, website domain, financial accounts, and social media accounts), and the identities of and contact information for any of ATS’s clients or customers, the terms and conditions of such representations and/or the nature of the services rendered to such clients or customers;
  6. Refusing to return any of the foregoing information previously taken by Defendants or their agents, employees, and any others acting in concert with them;
  7. Utilizing or retaining ATS’s tangible property, including, without limitation, ATS’s funds, furniture, electronics, and office, mail, and other keys; and,
  8. Refusing to return to Plaintiffs any such property previously taken by Defendants or their agents, employees, and any others acting in concert with them.

(Notice of Motion at pp. 2-3.)

            Defendants oppose the motion and Plaintiffs reply.  In addition, Defendants have filed a request for the Court to consider a sur-reply addressing a supposed false and misleading representation made in Plaintiffs’ reply.

EVIDENTIARY OBJECTIONS

            The Court rules as follows with respect to Plaintiffs’ objections to evidence filed in support of Defendants’ Opposition:

  1. Overruled
  2. Overruled
  3. Overruled
  4. Overruled
  5. Overruled
  6. Overruled
  7. Overruled
  8. Overruled
  9. Overruled
  10. Sustained
  11. Overruled
  12. Overruled
  13. Overruled
  14. Overruled
  15. Overruled
  16. Overruled
  17. Overruled
  18. Overruled
  19. Overruled
  20. Overruled
  21. Overruled
  22. Overruled
  23. Overruled
  24. Overruled
  25. Overruled
  26. Overruled
  27. Overruled
  28. Overruled
  29. Overruled
  30. Overruled
  31. Sustained
  32. Overruled
  33. Sustained
  34. Sustained

PLAINTIFFS’ REPLY DECLARATION AND DEFENDANT’S SUR-REPLY

            In general, a reply cannot contain new evidence because it violates the opposing party’s right to due process.  (See, e.g., San Diego Watercrafts, Inc. v. Wells Fargo Bank, N.A. (2002) 102 Cal.App.4th 308, 316.)  Therefore, the Court declines to consider Plaintiffs’ declaration filed in support of the reply.

            Defendants have filed a request for a sur-reply to address Plaintiffs’ characterization of the opposition brief and of the non-compete clause in the parties’ contract as inaccurate and misleading.  Because the Court is capable of analyzing these documents itself, it finds the sur-reply unnecessary and therefore denies Defendants’ request to consider Defendants’ sur-reply.

LEGAL STANDARD

Pursuant to Code of Civil Procedure section 527, subdivision (a), “[a] preliminary injunction may be granted at any time before judgment upon a verified complaint, or upon affidavits if the complaint in the one case, or the affidavits in the other, show satisfactorily that sufficient grounds exist therefor.” (Code Civ. Proc., § 527, subd. (a).) “The purpose of a preliminary injunction is to preserve the status quo pending final resolution upon a trial.” (Grothe v. Cortlandt Corp. (1992) 11 Cal.App.4th 1313, 1316.)

The status quo has been defined to mean the last actual peaceable, uncontested status which preceded the pending controversy. (14859 Moorpark Homeowner’s Assn. v. VRT Corp. (1998) 63 Cal.App.4th 1396. 1402.) Preliminary injunctive relief requires the use of competent evidence to create a sufficient factual showing on the grounds for relief. (See, e.g., ReadyLink Healthcare v. Cotton (2005) 126 Cal.App.4th 1006, 1016 (hereafter ReadyLink); Ancora-Citronelle Corp. v. Green (1974) 41 Cal.App.3d 146, 150.)

The trial court considers two factors in determining whether to issue a preliminary injunction: (1) the likelihood the plaintiff will prevail on the merits of its case at trial, and (2) the interim harm the plaintiff is likely to sustain if the injunction is denied as compared to the harm the defendant is likely to suffer if the court grants a preliminary injunction. (Code Civ. Proc., § 526, subd. (a); Husain v. McDonald’s Corp. (2012) 205 Cal.App.4th 860, 866-867 (hereafter Husain).) The balancing of harm between the parties “involves consideration of such things as the inadequacy of other remedies, the degree of irreparable harm, and the necessity of preserving the status quo.” (Husain, supra, 205 Cal.App.4th at p. 867.)

“The decision to grant a preliminary injunction rests in the sound discretion of the trial court … before the trial court can exercise its discretion the applicant must make a prima facie showing of entitlement to injunctive relief. The applicant must demonstrate a real threat of immediate and irreparable injury.” (Triple A Machine Shop, Inc. v. State of Cal. (1989) 213 Cal.App.3d 131, 138.) “[A]n injunction is an unusual or extraordinary equitable remedy which will not be granted if the remedy at law (usually damages) will adequately compensate the injured plaintiff,” and the party seeking injunctive relief bears the burden to prove its absence. (Department of Fish & Game v. Anderson-Cottonwood Irrigation Dist. (1992) 8 Cal.App.4th 1554, 1564-1565.)

ANALYSIS

  1. IMMEDIATE AND IRREPARABLE HARM

Under Code of Civil Procedure section 526, an injunction may be granted “[w]hen it appears by the complaint or affidavits that the commission or continuance of some act during the litigation would produce waste, or great or irreparable injury, to a party to the action.” (Code Civ. Proc., § 526, subd. (a)(2).) The threat of irreparable harm must be imminent as opposed to a mere possibility of harm sometime in the future. “An injunction cannot issue in a vacuum based on the proponents’ fears about something that may happen in the future. It must be supported by actual evidence that there is a realistic prospect that the party enjoined intends to engage in the prohibited activity.” (Korean Philadelphia Presbyterian Church v. California Presbytery (2000) 77 Cal.App.4th 1069, 1084.) Plaintiffs need not wait until they have suffered actual harm before applying for an injunction, however, they may seek injunctive relief against threatened infringement of their rights. (Maria P. v. Riles (1987) 43 Cal.3d 1281, 1292.)

An injunction may be granted “[w]hen pecuniary compensation would not afford adequate relief.”  (Code Civ. Proc. § 526, subd. (a)(4).)  “Specific performance of a contract will not be compelled when an adequate remedy exists at law, and if monetary damages afford adequate relief and are not extremely difficult to ascertain, an injunction cannot be granted.”  (Thayer Plymouth Center, Inc. v. Chrysler Motors Corp. (1967) 255 Cal.App.2d 300, 306.)

Here, Plaintiff Hofer has attached a declaration to the Motion, indicating the following, in relevant part.

Plaintiffs’ Partnership with Ms. Boladian

  1. Still desirous of benefiting Boladian and her career, I instead decided to form a new entity, Aerlex Tax Services, LLC, so that I could transfer certain tax-related portions of my practice to, and also make Boladian an equity member of, that company. I would own 55% and Boladian would own 45% of ATS, and Boladian would pay for the transfer of ALG’s tax practice, extensive client list, and existing business relationships to ATS. In this way, ATS would provide tax-related services to ALG clients and others within the aviation industry, and ATS clients would continue to maintain their relationships with ALG for their other aviation-related legal needs.
  2. Boladian’s attorney prepared an LLC Operating Agreement, Buy-Sell Agreement, and Promissory Note to memorialize our agreements in this regard. The Promissory Note reflected Boladian’s promise to pay me 45% of the value of ALG’s tax practice and client list which were transferred to ATS and were the most valuable assets of the newly formed entity. That amount totaled $518,368.50, plus interest.
  3. In early 2017, I ended my romantic relationship with Boladian and began dating someone else. At first, I believed my business relationship with Boladian could continue in a courteous and professional manner. That hope quickly proved to be misplaced. In early 2018, shortly after I got married, Boladian denied that she owed me anything under the Promissory Note (which she had not yet paid) and began a campaign of retaliation against me. This led to both a lawsuit in the Los Angeles Superior Court (Case No. SC 129907) and arbitration proceedings before ADR Services, Inc. (Case No. 19-6165-GSR).
  4. After two years of cross-complaints and extensive litigation, followed by months of settlement negotiations, on or about September 22, 2020, Boladian and I entered into three separate but interrelated agreements to resolve our disputes and continue operating ATS: a Settlement Agreement, an Amended and Restated Operating Agreement, and an Amended and Restated BuySell Agreement (collectively, the “2020 Agreements”). The Amended and Restated Operating Agreement and Amended and Restated Buy-Sell Agreement are attached hereto as Exhibits A and B, respectively. The Settlement Agreement is, by its terms, confidential and so is not attached but will be available for in camera review upon request.
  5. Boladian and I continued our partnership in ATS for nearly three years following the settlement, during which time Boladian generally adhered to the terms of the 2020 Agreements. However, at some point during this time and unbeknownst to me, Boladian concocted a plan to extricate herself both from the 2020 Agreements and from her partnership with me, without ever advising me that she wished to modify the Agreements or otherwise discussing things with me first. I believe now that her plan was long in the making.

(Hofer Decl. ¶¶ 6-10.)

The Dissolution of the Partnership

  1. First, beginning in mid-March 2023, Boladian approached me and expressed concern that she was illegally practicing law by operating ATS as a limited liability company (“LLC”), and that, for that reason, we needed to change the company’s corporate form and convert it to a legal liability partnership (“LLP”). I recognize now that this was a ruse, especially given the fact that we had always agreed, if or when Boladian needed to give legal advice to ATS clients, she would perform and bill such work under ALG, since she was still a contract attorney for ALG and was covered, at all times, by ALG’s malpractice insurance. Nevertheless, I eventually agreed to Boladian’s insistent and continuing demands that we convert ATS to an LLP based on her representation that it would be a simple change in structure that would make her feel more comfortable.
  2. Boladian represented to me that the dissolution of the LLC and the formation of the LLP would affect neither our ownership interests in ATS, nor the terms and conditions of the ATS Operating Agreement or Buy-Sell Agreement. I confirmed that understanding in writing and, when I co-signed the Plan of Dissolution, I wrote that I was doing so “on the understanding that our intent is to retain the existing structure and intent of our various prior agreements.” […]
  3. After the formation of the LLP, Boladian went on to secretly form her own law firm, Boladian Aviation, which she did just 12 days later, on August 21, 2023. Upon information and belief, Boladian promptly began surreptitiously transferring information, property, and manpower from ATS to her new firm.
  4. Next, Boladian drained ATS’s bank accounts by making unplanned member distributions to herself and me on September 6, 2023. This was inconsistent with our policy of always maintaining a minimum of $200,000 in the ATS operating account, and I expressed confusion about the timing and purpose of said distributions. I later learned that Boladian left just enough in the operating account to cover one month’s rent on ATS’s office space and the ATS employees’ September 15th payroll, before they rolled over to the Boladian Aviation payroll. On information and belief, all or substantially all of ATS’s assets have been transferred to Boladian Aviation.
  5. As soon as I caught wind of what was going on, I called Boladian. She did not take my telephone calls, but instead informed me in an email dated September 12, 2023 that she was withdrawing from ATS LLP effective September 15, 2023. […]
  6. Upon information and belief, Boladian quickly siphoned off and/or transferred the remainder of ATS’s personnel, clients, information, accounts, data, property, and assets to her new law firm. In fact, the only thing of substance she left in ATS was my personal guaranty on ATS’s remaining two-year commercial lease, which she abandoned without informing me (or as I learned later, even the landlord). […]
  7. Indeed, despite representing to me that she was leaving “55% of the furniture and equipment” in ATS’s office, she took everything but a table, a few chairs, some computer room equipment, and miscellaneous litter scattered throughout the space. True and correct copies of photos of ATS’s office space are attached hereto as Exhibit G. She even took the physical files owned by ATS and boxes of client files belonging to ALG, files she originally had insisted she needed to carry out ATS’s activities.

(Hofer Decl. ¶¶ 11-17.)

Plaintiffs’ Harm

  1. Since leaving ATS, Boladian insists that she receive all incoming ATS funds and has refused to account for them. Despite abandoning ATS, Boladian still maintains control of ATS’s bank account, QuickBooks, client database, billing records, vendor accounts, website domain, social media accounts, phone numbers, email accounts and physical mailbox, and she refuses to turn any of this ATS property over to me as the remaining member or to otherwise account for them in any way.
  2. Over the course of decades, I built first ALG’s, and then ATS’s, reputations among clients as leaders in providing aviation legal and tax services to clients throughout the country and around the world. As a result, our client base is highly valuable, as is the referral network generated by many years of meaningful client relationships, all of which continue to provide sources of new business for ATS and ALG.
  3. Boladian and Boladian Aviation have stolen all of ATS’s assets. Most importantly, they have taken the entire ATS client network. I am informed and believe that Defendants have solicited all of ATS’s clients, and that the threat of those clients falling prey to Defendants’ fraudulent solicitations is imminent and ongoing. Defendants have also taken all of ATS’s employees, as well as its computers, software, databases, computer files, physical files, office equipment and even most of its office furniture – all apparently spirited away in the middle of the night.
  4. It is my strongly held belief that Boladian, by opening Boladian Aviation, has and will continue to damage and confuse the ATS and ALG brands by marketing itself as ATS’s replacement. In fact, several clients already have reached out to me, confused about whether ATS and ALG will continue to operate. Defendants’ conduct has and will necessarily impact the goodwill among ATS, ALG, and its clients. In fact, Boladian has widely circulated and published an updated biography that erases her years at ATS completely, leading to speculation, confusion, and suspicion within the aviation industry. […]

[…]

  1. Boladian has interfered with ALG and ATS. Until September 2023, ALG and ATS acted as “sister companies” and shared many of the same clients, with whom each had contractual relationships. Boladian and Boladian Aviation knew of the aforementioned contractual relationships. Upon information and belief, Boladian and Boladian Aviation interfered with the contracts by inducing the clients to terminate their relationships with ATS and/or ALG and enter into new contracts with Boladian Aviation. Boladian even changed the outgoing voicemail message on ATS’s phone system to instruct callers to contact Boladian Aviation instead. While still a managing member of ATS and a contract employee for ALG, and while bound by the 2020 Agreements, Boladian actively solicited both ATS and ALG clients to her new law firm by informing them that she was leaving ATS and starting her own firm, Boladian Aviation, and urging them to join her or suffer adverse consequences.
  2. Boladian and Boladian Aviation also knew of ATS’s contractual relationships with its employees, and actively solicited them away from ATS, effectively giving them no choice but to join Boladian’s new firm by usurping all of ATS’s clients, files, and other assets, so there would be no work left for them if they stayed.
  3. ATS has suffered and will continue to suffer harm, including the loss of confidential and proprietary information, goodwill, competitive position, business relationships, and existing and future client relationships as a result of Defendants’ actions. ALG and I have also been damaged by Defendants’ conduct and face substantial imminent harm of future damages, including loss of reputation, loss of goodwill, loss of clients and employees, loss of present and future profits, and confusion in the industry.
  4. If the Court fails to issue the requested restraining orders, the harm to ATS will be catastrophic. ATS will likely cease to retain any of its client base and will have no source of revenue. Further, even if ATS were able to maintain any of its clients, it will have no employees to perform work for them. And, finally, ATS’s reputation and goodwill will be decimated. ALG may also lose clients, and suffer damage to its client and referral network as a result of Boladian’s breaches.

(Hofer Decl. ¶¶ 19-22, 27-30.)

Plaintiffs attempt to resolve the deficiencies identified in the Court’s November 2, 2023 Minute Order denying Plaintiffs’ requested temporary restraining order – that Plaintiffs had not demonstrated an inadequate remedy at law – by arguing (1) injunctive relief can be appropriate to enjoin conduct in furtherance of a noncompete clause that will damage Plaintiffs’ goodwill, confidential information, or trade secrets; (2) ALS will suffer irreparable harm to its business; and (3) a preliminary injunction will preserve the status quo.

Noncompete Clause and Confidential Trade Secrets

First, Plaintiffs have not established that the client list is confidential to the point of constituting a trade secret.  Unlike in Nalley’s Inc. v. Corona Processed Foods, Inc. (1966) 240 Cal.App.2d 948, 949-51, where the Plaintiff processed and distributed various specialty food items and the customer identities were not generally known to the trade, there is no evidence here that the identity of ALS’s aviation clients is particularly undiscoverable to the point of becoming a trade secret.  Similarly, in Alliant Insurance Services, Inc. v. Gaddy (2008) 159 Cal.App.4th 1292, 1301, the trial court expressly found that the confidential client list constituted a trade secret, and the defendant failed to timely challenge that issue on appeal.  Likewise, in Readylink, the business at issue was a nurse staffing company, so the identities of the pool of nurses constituted a company trade secret.  (ReadyLink, supra, 126 Cal.App.4th at p. 1023.)

Moreover, these cases are further distinguishable on the basis that in all of these cases, the defendants were mere employees of the company, who stole company-owned secrets, either for the benefit of an existing competitor or to start their own competing business.  By contrast, here, Boladian was alleged to be a partner of ALS, with an ownership interest in the client accounts at issue, which she also personally managed.1

Furthermore, the non-compete clause, which is contained in the LLC Agreement, applies only following the sale or transfer of all of a member’s interests in ATS, which did not occur here, and clearly contemplates ATS’s continued operations:

2.4 Covenant Not to Compete or Solicit. In the event all of a Member’s Interest in ATS is purchased pursuant to Sections 2.2 or 2.3 as set forth hereinabove, the Parties acknowledge and agree that in consideration of the payments to be made to the Selling Member or on behalf of the Transferring Member, the Selling Member/Transferring Member shall not, for a period of two (2) years following the Closing Date/Involuntary Conveyance Date of the sale of all of the Selling/Transferring Member’s Interest in ATS:

(a) directly or indirectly own, manage, operate, participate in, consult with or work for any business which is engaged in the same business that ATS is performing at the time of the Selling/Transferring Member’s departure, to wit, the provision of post-acquisition aviation tax services; or

(b) either alone or in conjunction with any other person, partnership or business, directly or indirectly, divert or attempt divert any of ATS’s clients or customers away from ATS, or attempt to persuade a client or customer to reduce, curtail or discontinue business with ATS; or

(c) either alone or in conjunction with any other person, partnership or business, directly or indirectly, solicit or divert or attempt to solicit or divert any employees of ATS to work for or represent any competitor of ATS; or

(d) disclose or reveal to any competitor of ATS any of ATS’s confidential information, including without limitation, the identities of and contact information for any of ATS’s clients or customers, the terms and conditions of such representations or the nature of the services rendered, unless such disclosure is necessary pursuant to subsection (e) below.

[…]

(Hofer Decl., Ex. A ¶ 2.4.)

In that regard, it is unclear whether, or to what extent the clause, which contemplates and relies upon characteristics of an LLC that do not exist in an LLP (such as sale of member’s ownership interest, and continued existence as an entity following either party’s departure) applies at all.  Moreover, the Court notes that California law dictates that non-compete clauses are void and unenforceable, except in situations where the assets were sold to a buyer, and then they are only enforceable in the same geographical region as the buyer, and only as long as the buyer continues to engage in that business.  (Bus. & Prof. Code, § 16601.)

The non-compete clause here is limited to “any counties in the State of California in which ATS has clients or customers on its client list at the time of the Selling Member’s departure and any other jurisdictions in which ATS is then doing business.”  (Hofer Decl., Ex. A, ¶ 2.4(g).)  But ATS, LLC was dissolved (Boladian Decl. ¶ 9) and ATS, LLP is left without employees or assets (Hofer Decl. ¶ 16; Boladian Decl. ¶ 10) and currently in the process of winding down, by virtue of Boladian leaving the partnership with Mr. Hofer (Hofer Decl. ¶ 14, Boladian Decl. ¶¶ 10, 12.).  Thus, ATS is no longer in business at all, much less the business of providing tax services to aviation clients.

Thus, because it is not clear from the record that the clients here constitute ATS’s confidential trade secret information, or that the LLC Agreement’s non-compete clause is applicable or enforceable, Plaintiffs have failed to demonstrate preliminary injunctive relief is warranted on this basis.

Irreparable Harm to ATS or ALG

Second, Plaintiffs’ only proffered proof of irreparable harm is that which will befall ATS.    As noted above, ATS, LLC was dissolved and ATS, LLP is dissolving by virtue of Boladian’s departure.  Thus, ATS, LLP will cease to exist, regardless of whether the requested preliminary injunction is granted.

            And while it is Hofer’s “strongly held belief” that Boladian’s continued handling of these clients’ tax accounts will somehow “damage and confuse” the ALG brand, the only proof Hofer has presented is an anecdote of a single client inquiring whether ATS and ALG will continue to operate.  (Hofer Decl. ¶ 22.)

            Thus, Mr. Hofer has failed to demonstrate the requested injunction will prevent “irreparable harm” to either ATS or ALG.

            Status Quo

Third, Plaintiffs’ request would not restore the status quo.  Prior to the instant conflict, Boladian was personally managing all these clients’ accounts for the benefit of both Boladian and Hofer via their ownership interests in ATS.  But ATS, LLC was dissolved, and ATS, LLP is also dissolving by virtue of  Boladian’s departure.  Meanwhile, the clients are continuing to have their accounts managed by Boladian, as they did prior to the instant conflict.  While Hofer may have a contractual claim for lost revenue, a preliminary injunction forcing Boladian to stop servicing the client accounts she has been personally managing for years would not restore ATS, nor would it restore the parties’ or the clients’ day-to-day operations as they existed prior to the instant dispute.  Given the inevitability of ATS, LLP’s demise, the closest thing to the status quo is to let Boladian and the former ATS employees continue servicing these clients’ accounts.2

CONCLUSION AND ORDER

The Court DENIES Plaintiffs’ motion for a preliminary injunction.

Plaintiffs shall provide notice of the Court’s ruling and file a proof of service regarding the same.

DATED:  December 12, 2023                                                ___________________________

                                                                                          Michael E. Whitaker

                                                                                          Judge of the Superior Court

1. The remainder of Plaintiffs’ case law in this regard is either federal case law, or cases involving trademarks or other intellectual property not at issue in this case.

2. Because Plaintiffs have failed to demonstrate irreparable non-pecuniary harm, the Court need not consider Plaintiffs’ likelihood of success on the merits.