Sunday, February 18, 2007
13 Causes of Action: The Mateel’s Lawsuit
The Reggae Suit
As predicted in the Hum last week, The Mateel Community Center has filed a lawsuit in the court of Judge Bruce Watson in an attempt to stop People Productions and Tom Dimmick from moving forward with their own Reggae festival the first weekend in August, in place of Reggae on the River.
I’m not a lawyer. That said, I’ve compressed much of the legalese trying to explain the suit clause by clause in layman’s terms the best I can. Suits like this one are long and necessarily redundant. What you see in quotes comes straight from the document. Otherwise the language is my interpretation and reduction of the Mateel’s allegations. As they say on the radio and TV, the opinions expressed are not those of this blogger or this blog. If someone reading this is a lawyer and you see something I got flat out wrong, let me know and I'll adjust accordingly.
A special rule for comments on this post: No anonymous comments allowed whatsoever. If you have something to say about this sign with your first and last name. And don't waste your time crafting clever insults, they will be rejected. This is serious business.
“Mateel Community Center, Inc., a California non-profit corporation, Plaintiffs, vs. People Productions, LLC, a California limited liability company, Carol Bruno, an individual, Thomas Dimmick, an individual, and Does 1 to 20 inclusive, Defendants.”
“Complaint for damages for breach of contract, interference with prospective economic advantage, misappropriation of trade secrets, infringement of trademark, unfair business practices, conspiracy conversion, accounting, declaratory relief, preliminary injunction and permanent injunction.”
An intro simply states that the Mateel owns the trademark for Reggae on the River® and contracted with Carol Bruno and P.P. to produce the festival on Tom Dimmick’s land in 2006.
I assume adding 20 unnamed John/Jane Does as potential litigants is routine. I do not know who they might be. (Maybe you, if you are working on Reggae Rising.)
Then comes the meat, 13 causes of action:
Cause No. 1: Anticipatory Breach Of Contract (against People & Bruno)
The Mateel contracted with P.P to produce Reggae for 6 years starting in 2006, with an option for the next 4 years, with P.P. working for a set fee and the Mateel sharing the net profits.
In a roundabout way with lot of history, the suit basically says things did not work out as planned -- not enough profit went to the Mateel.
The Mateel asked for an audit to try to explain why there was less profit than anticipated in 2005; they allege that P.P. did not supply sufficient information to complete the audit.
In Oct. 2006, Mateel heard from Dimmick, saying Carol told him, “in no uncertain terms, that she will not, under any circumstances again produce the ROTR event for the current Mateel administration.” The next day Bruno sent the Mateel Board a letter proposing an agreement to end the production contract, stating that “the reality is that I am finished with the fighting and the amount of energy the persistent bad relations takes is not worth it to me.” At the Mateel membership meeting Nov. 17, Bruno, again declared she would not produce Reggae for the Mateel under the then-active contract.
On Dec. 28, The Mateel served notice of termination of People’s production contract based on “anticipatory breach of the contract.” Because of that breach the Mateel “suffered damages in the amount not yet fully ascertained -- to be determined...”
No. 2: Breach Of Contract (against People & Bruno)
PP contracted with the Mateel to handle all aspects of production and presentation of ROR, but ultimately breached the contract by “failing to pay for the equipment, supplies and assets needed for ROR, failing to deposit all receipts from ticket sales in the ROR account, and failing to inform Mateel in a timely manner of the extra expenses being incurred.” The result: “lost profits in an amount as of yet unascertained.”
No. 3: Intentional Interference with Prospective Economic Advantage (Against People & Bruno)
Under the contract with People, the Mateel “reasonably expected to continue hosting future ROR events and derive economic benefit therefrom.”
Knowing that, “People failed and refused to produce the event in a professional manner.” The Mateel “believes that defendants collected revenues from the sale of wristbands which were not reported as ROR revenues; failed to adequately monitor payments to subcontractors; failed to adequately monitor payments to employees; and failed to adequately monitor payments for supplies.”
Further, PP knew that the Mateel has contracted with a new producer (2B1) after terminating the PP production contract “with the intention of producing future ROR events and deriv[ing] economic benefits therefrom.”
“Despite such knowledge, defendant, and or its agents, interfered with plaintiff’s business by promoting a Reggae event at the same time and same place as ROR; conspiring with the landowner, defendant Dimmick, to terminate Mateel’s lease of his property; contacting prior ROR employees, contractors, coordinators, and performers in an effort to dissuade them from working for Mateel and the new producer; refusing to return property owned by Mateel which is necessary for the production of the event; and using plaintiff’s proprietary information to promote their own music festival” specifically Reggae Rising.
As a result of this “intentional conduct,” Dimmick has terminated the Mateel’s rental agreement and “many employees, coordinators and volunteers have informed [the] Mateel they will not work for the new producer” [Boots Hughston].
This will ultimately lead to “lost profits and loss of prospective future revenues in an amount as of yet unascertained but within the jurisdiction of the Court.”
The Mateel sees the actions of PP as “willful and malicious, in that defendants knew that their failure to produce the event in a professional manner, and intentional acts to disrupt the production with the new producer, would cause plaintiff to lose the benefit of the subject business” and that the Mateel “would be unable to continue producing ROR” make money from it. The Mateel asks for “punitive damages in an amount which the Court deems appropriate.”
Further, “unless restrained and enjoined by order of this Court,” PP will disrupt the business relationship with 2B1, because PP is “in possession of personal property, and plaintiff’s proprietary information that is necessary for the production of the event, which constitutes a misappropriation of trade secrets.” The Mateel also alleges that this interference with ROR will cause “injury to plaintiff’s reputation in the musical industry and its good will.”
No. 4: Negligent Interference with Prospective Economic Advantage (Against People & Bruno)
This seems to repeat allegations in No. 3, concluding, “As a proximate result of defendants’ conduct plaintiff suffered damages in the form of lost profits and loss of prospective future revenues in an amount as of yet unascertained but within the jurisdiction of the Court. Plaintiff prays leave of Court to amend this Complaint when such sums become known.”
No. 5: Conspiracy to Interfere with Prospective Economic Advantage (Against People, Bruno & Dimmick)
Incorporates all of the above (each cause does so) and adds Dimmick into the equation:
“Defendants People and Dimmick have formed a partnership for the purpose of conspiring to interfere with plaintiff’s business relations, by producing a Reggae festival at the same location and time as the annual ROR festival.”
Knowing that the Mateel had planned a festival to be produced by 2B1, “defendants, and or their agents, disrupted plaintiff’s relationship with its new producer by wrongfully terminating plaintiff’s lease of property from defendant Dimmick; purchasing an option to lease land previously used by plaintiff for parking and camping for ROR (French’s Camp); promoting a Reggae event at the same time and same place as ROR” (Reggae Rising) and hiring the old crew. Again, resulting in potential lost profits to be determined.
No. 6: Misappropriation of Trade Secret: Statutory (Against People & Bruno)
This section basically says that Carol Bruno’s legendary Rolodex (my language, not legalese) belongs to the Mateel since she was employed by the nonprofit when it was compiled, and she should not be using it to produce a festival of her own.
“The database has economic value in that it contains information not generally known within the trade and represented many years of research and communication.” Said database is “a trade secret which merits legal protection from defendant’s misappropriation” in that has reason to believe that PP “used this information to contact prior ROR customers, contractors, coordinators, volunteers, suppliers and performers with the intent to injure plaintiff.”
Dec. 28, 2006, when the Mateel terminated the PP contract, “due to defendant’s anticipatory breach” they asked PP to hand over the Rolodex, which at this point has evolved into a collection of digital databases. PP did not do so and “continue[d] using plaintiff’s database to try to produce their own event and to disrupt plaintiff’s ROR event, thus, “defendants will be unjustly enriched by obtaining business profits through unfair business practices.” The Mateel alleges that this also was “willful and malicious” meaning the Mateel is “entitled to punitive damages,” and “reasonable attorney’s fees.”
No. 7: Misappropriation of Trade Secrets - Common Law (Against People & Bruno)
Reiterates No. 6. again alleging that “defendants were willful and malicious in that defendants misappropriated plaintiff’s database with the deliberate intent to injure plaintiff and benefit itself. Plaintiff is therefore entitled to punitive damages.” (A lawyer can probably explain the difference between statutory and common law secrets.)
No. 8: Conversion (Against People & Bruno)
Here the Mateel adds “certain identifiable funds in an amount not yet fully ascertained” to the above, saying “plaintiff has expended time and money in attorney fees and staffing to pursue the converted property, all to plaintiff’s damage in an amount as of yet unascertained but within the jurisdiction of the Court,” which “justify the awarding of exemplary and punitive damages.’
No. 9: Accounting (Against People)
This portion of the complaint basically says that the Mateel hired PP to produce Reggae 2006, but has not received an adequate accounting of net profit. The Mateel believes it might have money coming.
No. 10: Breach of Contract (Against Dimmick)
The Mateel entered into a lease/rental agreement with Dimmick on July 27, 2005, “for the purpose of putting on the ROR festival.” The Mateel paid $33,000 in advance for ROR 2007, and notified Dimmick of a change in producer, “as provided for under the Agreement.”
Then, “on or about January 19, 2007, Dimmick breached the lease agreement by notifying plaintiff it had unilaterally terminated the agreement,” resulting in “damages in the form of lost profits in an amount as of yet unascertained but within the jurisdiction of the Court.”
No. 11: Declaratory Relief (Against Dimmick)
Since the Mateel leased land from Dimmick to put on RoR, “An actual controversy has arisen and now exists between plaintiff and defendant concerning their respective rights and duties.” The Mateel “contends that the lease does not require that ... People be the exclusive producer for ROR.” Dimmick contends that “the lease requires Mateel to use defendant People as the producer for ROR, and plaintiff’s retention of a different producer directly breaches the lease.”
The Mateel asks the judge to sort out “its rights and duties,” and to declare “whether the lease requires defendant People to be the exclusive producer.” Again the Mateel “suffered damages in the form of lost profits in an amount as of yet unascertained but within the jurisdiction of the Court.”
No. 12: Unfair Business Practices (Against People, Bruno & Dimmick)
“During the relevant time period set forth herein, defendants committed, and continue to commit, acts of unfair competition as defined by Business and Professions Code 17000” including “intentionally interfering with plaintiff’s economic relations” by using the Reggae database to produce a non-Mateel Reggae “in violation of its duty of good faith and fair dealing,” due to this “unfair competition” the Mateel (and 2B1) have “been restrained in hiring performers, contractors, and coordinators and therefore ... continue to suffer damages in an amount not yet fully ascertained but to be determined according to proof at trial -- plus interest.”
No. 13: Injunctive Relief (Against People, Bruno & Dimmick)
In brief: The Mateel wants Tom, Carol, etc. to stop it right now.
Specifically, plaintiffs demand that defendants stop:
“1).promoting a “Reggae” musical festival on the same date and location as plaintiff’s Reggae on the River (“ROR”) musical festival;
2). denying plaintiff access to property on which they hold a lease with defendant Dimmick;
3). contacting contractors, coordinators and volunteers of prior ROR festivals, to discourage them from working for the current producer of the Mateel’s musical festival; and
4). using information defendant gained as agent for plaintiff, such as lists of contractors, coordinators, performers and volunteers, to promote their own musical festival.”
Otherwise “the Mateel will not be able to sell tickets, and its producer will not be able to contract with performers, hire coordinators and contractors for the 2007 ROR event, which will prevent the ROR festival from taking place and destroy the Mateel financially.”
“The full amount of damage is not now known.”
The rest of the suit goes back through the 13 causes, in short asking that the court stop People Productions, Tom Dimmick and associates from moving forward on their festival, “for a declaration that the lease [with] Dimmick does not require that People be the exclusive producer of ROR,” additionally The Mateel wants damages, general and punitive and attorney fees and “such other and further relief as the court may deem proper.”
As predicted in the Hum last week, The Mateel Community Center has filed a lawsuit in the court of Judge Bruce Watson in an attempt to stop People Productions and Tom Dimmick from moving forward with their own Reggae festival the first weekend in August, in place of Reggae on the River.
I’m not a lawyer. That said, I’ve compressed much of the legalese trying to explain the suit clause by clause in layman’s terms the best I can. Suits like this one are long and necessarily redundant. What you see in quotes comes straight from the document. Otherwise the language is my interpretation and reduction of the Mateel’s allegations. As they say on the radio and TV, the opinions expressed are not those of this blogger or this blog. If someone reading this is a lawyer and you see something I got flat out wrong, let me know and I'll adjust accordingly.
A special rule for comments on this post: No anonymous comments allowed whatsoever. If you have something to say about this sign with your first and last name. And don't waste your time crafting clever insults, they will be rejected. This is serious business.
“Mateel Community Center, Inc., a California non-profit corporation, Plaintiffs, vs. People Productions, LLC, a California limited liability company, Carol Bruno, an individual, Thomas Dimmick, an individual, and Does 1 to 20 inclusive, Defendants.”
“Complaint for damages for breach of contract, interference with prospective economic advantage, misappropriation of trade secrets, infringement of trademark, unfair business practices, conspiracy conversion, accounting, declaratory relief, preliminary injunction and permanent injunction.”
An intro simply states that the Mateel owns the trademark for Reggae on the River® and contracted with Carol Bruno and P.P. to produce the festival on Tom Dimmick’s land in 2006.
I assume adding 20 unnamed John/Jane Does as potential litigants is routine. I do not know who they might be. (Maybe you, if you are working on Reggae Rising.)
Then comes the meat, 13 causes of action:
Cause No. 1: Anticipatory Breach Of Contract (against People & Bruno)
The Mateel contracted with P.P to produce Reggae for 6 years starting in 2006, with an option for the next 4 years, with P.P. working for a set fee and the Mateel sharing the net profits.
In a roundabout way with lot of history, the suit basically says things did not work out as planned -- not enough profit went to the Mateel.
The Mateel asked for an audit to try to explain why there was less profit than anticipated in 2005; they allege that P.P. did not supply sufficient information to complete the audit.
In Oct. 2006, Mateel heard from Dimmick, saying Carol told him, “in no uncertain terms, that she will not, under any circumstances again produce the ROTR event for the current Mateel administration.” The next day Bruno sent the Mateel Board a letter proposing an agreement to end the production contract, stating that “the reality is that I am finished with the fighting and the amount of energy the persistent bad relations takes is not worth it to me.” At the Mateel membership meeting Nov. 17, Bruno, again declared she would not produce Reggae for the Mateel under the then-active contract.
On Dec. 28, The Mateel served notice of termination of People’s production contract based on “anticipatory breach of the contract.” Because of that breach the Mateel “suffered damages in the amount not yet fully ascertained -- to be determined...”
No. 2: Breach Of Contract (against People & Bruno)
PP contracted with the Mateel to handle all aspects of production and presentation of ROR, but ultimately breached the contract by “failing to pay for the equipment, supplies and assets needed for ROR, failing to deposit all receipts from ticket sales in the ROR account, and failing to inform Mateel in a timely manner of the extra expenses being incurred.” The result: “lost profits in an amount as of yet unascertained.”
No. 3: Intentional Interference with Prospective Economic Advantage (Against People & Bruno)
Under the contract with People, the Mateel “reasonably expected to continue hosting future ROR events and derive economic benefit therefrom.”
Knowing that, “People failed and refused to produce the event in a professional manner.” The Mateel “believes that defendants collected revenues from the sale of wristbands which were not reported as ROR revenues; failed to adequately monitor payments to subcontractors; failed to adequately monitor payments to employees; and failed to adequately monitor payments for supplies.”
Further, PP knew that the Mateel has contracted with a new producer (2B1) after terminating the PP production contract “with the intention of producing future ROR events and deriv[ing] economic benefits therefrom.”
“Despite such knowledge, defendant, and or its agents, interfered with plaintiff’s business by promoting a Reggae event at the same time and same place as ROR; conspiring with the landowner, defendant Dimmick, to terminate Mateel’s lease of his property; contacting prior ROR employees, contractors, coordinators, and performers in an effort to dissuade them from working for Mateel and the new producer; refusing to return property owned by Mateel which is necessary for the production of the event; and using plaintiff’s proprietary information to promote their own music festival” specifically Reggae Rising.
As a result of this “intentional conduct,” Dimmick has terminated the Mateel’s rental agreement and “many employees, coordinators and volunteers have informed [the] Mateel they will not work for the new producer” [Boots Hughston].
This will ultimately lead to “lost profits and loss of prospective future revenues in an amount as of yet unascertained but within the jurisdiction of the Court.”
The Mateel sees the actions of PP as “willful and malicious, in that defendants knew that their failure to produce the event in a professional manner, and intentional acts to disrupt the production with the new producer, would cause plaintiff to lose the benefit of the subject business” and that the Mateel “would be unable to continue producing ROR” make money from it. The Mateel asks for “punitive damages in an amount which the Court deems appropriate.”
Further, “unless restrained and enjoined by order of this Court,” PP will disrupt the business relationship with 2B1, because PP is “in possession of personal property, and plaintiff’s proprietary information that is necessary for the production of the event, which constitutes a misappropriation of trade secrets.” The Mateel also alleges that this interference with ROR will cause “injury to plaintiff’s reputation in the musical industry and its good will.”
No. 4: Negligent Interference with Prospective Economic Advantage (Against People & Bruno)
This seems to repeat allegations in No. 3, concluding, “As a proximate result of defendants’ conduct plaintiff suffered damages in the form of lost profits and loss of prospective future revenues in an amount as of yet unascertained but within the jurisdiction of the Court. Plaintiff prays leave of Court to amend this Complaint when such sums become known.”
No. 5: Conspiracy to Interfere with Prospective Economic Advantage (Against People, Bruno & Dimmick)
Incorporates all of the above (each cause does so) and adds Dimmick into the equation:
“Defendants People and Dimmick have formed a partnership for the purpose of conspiring to interfere with plaintiff’s business relations, by producing a Reggae festival at the same location and time as the annual ROR festival.”
Knowing that the Mateel had planned a festival to be produced by 2B1, “defendants, and or their agents, disrupted plaintiff’s relationship with its new producer by wrongfully terminating plaintiff’s lease of property from defendant Dimmick; purchasing an option to lease land previously used by plaintiff for parking and camping for ROR (French’s Camp); promoting a Reggae event at the same time and same place as ROR” (Reggae Rising) and hiring the old crew. Again, resulting in potential lost profits to be determined.
No. 6: Misappropriation of Trade Secret: Statutory (Against People & Bruno)
This section basically says that Carol Bruno’s legendary Rolodex (my language, not legalese) belongs to the Mateel since she was employed by the nonprofit when it was compiled, and she should not be using it to produce a festival of her own.
“The database has economic value in that it contains information not generally known within the trade and represented many years of research and communication.” Said database is “a trade secret which merits legal protection from defendant’s misappropriation” in that has reason to believe that PP “used this information to contact prior ROR customers, contractors, coordinators, volunteers, suppliers and performers with the intent to injure plaintiff.”
Dec. 28, 2006, when the Mateel terminated the PP contract, “due to defendant’s anticipatory breach” they asked PP to hand over the Rolodex, which at this point has evolved into a collection of digital databases. PP did not do so and “continue[d] using plaintiff’s database to try to produce their own event and to disrupt plaintiff’s ROR event, thus, “defendants will be unjustly enriched by obtaining business profits through unfair business practices.” The Mateel alleges that this also was “willful and malicious” meaning the Mateel is “entitled to punitive damages,” and “reasonable attorney’s fees.”
No. 7: Misappropriation of Trade Secrets - Common Law (Against People & Bruno)
Reiterates No. 6. again alleging that “defendants were willful and malicious in that defendants misappropriated plaintiff’s database with the deliberate intent to injure plaintiff and benefit itself. Plaintiff is therefore entitled to punitive damages.” (A lawyer can probably explain the difference between statutory and common law secrets.)
No. 8: Conversion (Against People & Bruno)
Here the Mateel adds “certain identifiable funds in an amount not yet fully ascertained” to the above, saying “plaintiff has expended time and money in attorney fees and staffing to pursue the converted property, all to plaintiff’s damage in an amount as of yet unascertained but within the jurisdiction of the Court,” which “justify the awarding of exemplary and punitive damages.’
No. 9: Accounting (Against People)
This portion of the complaint basically says that the Mateel hired PP to produce Reggae 2006, but has not received an adequate accounting of net profit. The Mateel believes it might have money coming.
No. 10: Breach of Contract (Against Dimmick)
The Mateel entered into a lease/rental agreement with Dimmick on July 27, 2005, “for the purpose of putting on the ROR festival.” The Mateel paid $33,000 in advance for ROR 2007, and notified Dimmick of a change in producer, “as provided for under the Agreement.”
Then, “on or about January 19, 2007, Dimmick breached the lease agreement by notifying plaintiff it had unilaterally terminated the agreement,” resulting in “damages in the form of lost profits in an amount as of yet unascertained but within the jurisdiction of the Court.”
No. 11: Declaratory Relief (Against Dimmick)
Since the Mateel leased land from Dimmick to put on RoR, “An actual controversy has arisen and now exists between plaintiff and defendant concerning their respective rights and duties.” The Mateel “contends that the lease does not require that ... People be the exclusive producer for ROR.” Dimmick contends that “the lease requires Mateel to use defendant People as the producer for ROR, and plaintiff’s retention of a different producer directly breaches the lease.”
The Mateel asks the judge to sort out “its rights and duties,” and to declare “whether the lease requires defendant People to be the exclusive producer.” Again the Mateel “suffered damages in the form of lost profits in an amount as of yet unascertained but within the jurisdiction of the Court.”
No. 12: Unfair Business Practices (Against People, Bruno & Dimmick)
“During the relevant time period set forth herein, defendants committed, and continue to commit, acts of unfair competition as defined by Business and Professions Code 17000” including “intentionally interfering with plaintiff’s economic relations” by using the Reggae database to produce a non-Mateel Reggae “in violation of its duty of good faith and fair dealing,” due to this “unfair competition” the Mateel (and 2B1) have “been restrained in hiring performers, contractors, and coordinators and therefore ... continue to suffer damages in an amount not yet fully ascertained but to be determined according to proof at trial -- plus interest.”
No. 13: Injunctive Relief (Against People, Bruno & Dimmick)
In brief: The Mateel wants Tom, Carol, etc. to stop it right now.
Specifically, plaintiffs demand that defendants stop:
“1).promoting a “Reggae” musical festival on the same date and location as plaintiff’s Reggae on the River (“ROR”) musical festival;
2). denying plaintiff access to property on which they hold a lease with defendant Dimmick;
3). contacting contractors, coordinators and volunteers of prior ROR festivals, to discourage them from working for the current producer of the Mateel’s musical festival; and
4). using information defendant gained as agent for plaintiff, such as lists of contractors, coordinators, performers and volunteers, to promote their own musical festival.”
Otherwise “the Mateel will not be able to sell tickets, and its producer will not be able to contract with performers, hire coordinators and contractors for the 2007 ROR event, which will prevent the ROR festival from taking place and destroy the Mateel financially.”
“The full amount of damage is not now known.”
The rest of the suit goes back through the 13 causes, in short asking that the court stop People Productions, Tom Dimmick and associates from moving forward on their festival, “for a declaration that the lease [with] Dimmick does not require that People be the exclusive producer of ROR,” additionally The Mateel wants damages, general and punitive and attorney fees and “such other and further relief as the court may deem proper.”
