Timberline Surveying Pllc , Vs. Kevin Higgins .

This matter is on for hearing on Plaintiff's Motion to Lift Arbitration Stay and Impose Sanctions filed June 3, 2024. However, Plaintiff has not filed a Proof of Service of such Motion upon Defendants. Therefore, hearing on Plaintiff's Motion is continued to August 20, 2024 at 9:00am in Department 10A to allow Plaintiff an opportunity to serve and file with the court a proof of service upon Defendants. Hon. George J. Abdallah, Jr. Judge of the Superior Court

Case Number: 23AHCV02843 Hearing Date: July 19, 2024 Dept: P [TENTATIVE] ORDER RE: DEFENDANT LANAI PROPERTY LLCS DEMURRER TO COMPLAINT INTRODUCTION This action arises from an agreement to develop a multi-unit and multi-story apartment complex located at 1120 E. Valley Blvd., San Gabriel, CA, County of Los Angeles, 91776. On December 8, 2023, Plaintiff AJ Plastering Corporation (Plaintiff) initiated this action suing Defendants Burrell Construction, Inc., a California corporation; Burrell Builders d/b/a Burrell Construction, a California corporation; Lanai Property, LLC, a California limited liability company (Defendant); The Connected Companies Corporation, a California limited liability company; North River Insurance Company, a New Jersey corporation; DOES 1-40 pursuant to a Complaint alleging claims of (1) breach of contract, (2) goods and services rendered, (3) open book account, (4) breach of contract-third party beneficiary, (5) breach of the implied covenant of good faith and fair dealing, (6) unjust enrichment, (7) conversion, and (8) recovery of contactors bond. On April 15, 2024, Defendant Lanai Property, LLC, demurred to the Complaints second, third, fourth, sixth, seventh, and eighth causes of action for common count-goods and services rendered, common count-open book account, breach of contract-third party beneficiary, unjust enrichment, conversion, and negligence,. (Motion, p. 2.) The demurrer is now before the Court. II. LEGAL STANDARD "A party may amend its pleading once without leave of the court at any time before the answer, demurrer, or motion to strike is filed, or after a demurrer or motion to strike is filed but before the demurrer or motion to strike is heard if the amended pleading is filed and served no later than the date for filing an opposition to the demurrer or motion to strike. A party may amend the pleading after the date for filing an opposition to the demurrer or motion to strike, upon stipulation by the parties." (Code Civ. Proc., § 472, subd. (a).) "All papers opposing a motion so noticed shall be filed with the court and a copy served on each party at least nine court days ... before the hearing." (Code Civ. Proc., § 1005, subd. (b).) "[T]he filing of an amended complaint moots a motion directed to a prior complaint." ( JKC3H8 v. Colton (2013) 221 Cal.App.4th 468, 477; see also Sylmar Air Conditioning v. Pueblo Contracting Services, Inc . (2004) 122 Cal.App.4th 1049, 1054 ["[t]he filing of [a] first amended complaint render[s] [a movant's] demurrer moot since "'an amendatory pleading supersedes the original one, which ceases to perform any function as a pleading"'" (citations omitted)].) Accordingly, a "demurrer [directed to the original pleading] should [be] taken off calendar" when an amended complaint is filed. ( People ex rel. Strathmann v. Acacia Research Corp . (2012) 210 Cal.App.4th 487, 506.) However, this right is limited to the amendment of a complaint initiating an action into a first amended complaint; otherwise stated, a party cannot amend an already amended complaint as a matter of course even though a demurrer has been directed to the operative and already amended pleading. ( Hedwall v. PCMV, LLC (2018) 22 Cal.App.5th 564, 572-579.) III. ANALYSIS The demurrer filed by Defendant Lanai Property, LLC against Plaintiffs original December 8, 2023 complaint is MOOT. The hearing on the demurrer was set for July 19, 2024. Nine court days before the hearing, on July 8, 2024, Plaintiffs filed a First Amended Complaint. Such a filing was made as a matter of course. (Code Civ. Proc., § 472, subd. (a).) The FAC superseded the original December 8, 2023, Complaint and mooted the instant demurrer. ( Sylmar Air Conditioning v. Pueblo Contracting Services, Inc ., supra , 122 Cal.App.4th at p. 1054.) IV. ORDER Defendants Demurrer to the complaint is MOOT due to Plaintiff filing the July 8, 2024 First Amended Complaint. Dated: July 19, 2024 JARED D. MOSES JUDGE OF THE SUPERIOR COURT [TENTATIVE] ORDER RE: DEFENDANT THE CONNECTED COMPANY CORPORATIONS DEMURRER TO THE COMPLAINT INTRODUCTION This action arises from an agreement to develop a multi-unit and multi-story apartment complex located at 1120 E. Valley Blvd., San Gabriel, CA, County of Los Angeles, 91776. On December 8, 2023, Plaintiff AJ Plastering Corporation (Plaintiff) initiated this action suing Defendants Burrell Construction, Inc., a California corporation; Burrell Builders d/b/a Burrell Construction, a California corporation; Lanai Property, LLC, a California limited liability company; The Connected Companies Corporation, a California limited liability company (Defendant); North River Insurance Company, a New Jersey corporation; DOES 1-40 pursuant to a Complaint alleging claims of (1) breach of contract, (2) goods and services rendered, (3) open book account, (4) breach of contract-third party beneficiary, (5) breach of the implied covenant of good faith and fair dealing, (6) unjust enrichment, (7) conversion, and (8) recovery of contactors bond. On April 15, 2024, Defendant The Connected Companies Corporation demurred to the Complaints second, third, fourth, sixth, seventh, and eighth causes of action for common count-goods and services rendered, common count-open book account, breach of contract-third party beneficiary, unjust enrichment, conversion, and negligence,. (Motion, p. 2.) The demurrer is now before the Court. II. LEGAL STANDARD "A party may amend its pleading once without leave of the court at any time before the answer, demurrer, or motion to strike is filed, or after a demurrer or motion to strike is filed but before the demurrer or motion to strike is heard if the amended pleading is filed and served no later than the date for filing an opposition to the demurrer or motion to strike. A party may amend the pleading after the date for filing an opposition to the demurrer or motion to strike, upon stipulation by the parties." (Code Civ. Proc., § 472, subd. (a).) "All papers opposing a motion so noticed shall be filed with the court and a copy served on each party at least nine court days ... before the hearing." (Code Civ. Proc., § 1005, subd. (b).) "[T]he filing of an amended complaint moots a motion directed to a prior complaint." ( JKC3H8 v. Colton (2013) 221 Cal.App.4th 468, 477; see also Sylmar Air Conditioning v. Pueblo Contracting Services, Inc . (2004) 122 Cal.App.4th 1049, 1054 ["[t]he filing of [a] first amended complaint render[s] [a movant's] demurrer moot since "'an amendatory pleading supersedes the original one, which ceases to perform any function as a pleading"'" (citations omitted)].) Accordingly, a "demurrer [directed to the original pleading] should [be] taken off calendar" when an amended complaint is filed. ( People ex rel. Strathmann v. Acacia Research Corp . (2012) 210 Cal.App.4th 487, 506.) However, this right is limited to the amendment of a complaint initiating an action into a first amended complaint; otherwise stated, a party cannot amend an already amended complaint as a matter of course even though a demurrer has been directed to the operative and already amended pleading. ( Hedwall v. PCMV, LLC (2018) 22 Cal.App.5th 564, 572-579.) III. ANALYSIS The demurrer filed by Defendant against Plaintiffs December 8, 2023 complaint is MOOT. The hearing on the demurrer was set for July 19, 2024. Nine court days before the hearing, on July 8, 2024, Plaintiffs filed a First Amended Complaint. This filing was made as a matter of course. (Code Civ. Proc., § 472, subd. (a).) The FAC superseded the original complaint and mooted the instant demurrer. ( Sylmar Air Conditioning v. Pueblo Contracting Services, Inc ., supra , 122 Cal.App.4th at p. 1054.) IV. CONCLUSION Defendant's Demurrer to the Complaint is MOOT due to Plaintiff filing the July 8, 2024 First Amended Complaint. Dated: July 19, 2024 JARED D. MOSES JUDGE OF THE SUPERIOR COURT

Case Number: 24STCV04536 Hearing Date: July 16, 2024 Dept: 39 TENTATIVE RULING DEPARTMENT 39 HEARING DATE July 16, 2024 CASE NUMBER 24STCV04536 MOTION Motion to Quash Service of Summons and Complaint MOVING PARTIES Defendant Crystal Bergstrom OPPOSING PARTY Plaintiffs Robert Lindholm and Carolyn Lindholm BACKGROUND Defendant Crystal Bergstrom (Defendant) moves to quash service of summons. Plaintiffs Robert Lindholm and Carolyn Lindholm (Lindholm) (collectively, Plaintiffs) oppose the motion. ANALYSIS A defendant, on or before the last day of his or her time to plead or within any further time that the court may for good cause allow, may serve and file a notice of motion . . . [t]o quash service of summons on the ground of lack of jurisdiction of the court over him or her. (Code Civ. Proc., § 418.10, subd. (a)(1).) In the absence of a voluntary submission to the authority of the court, compliance with the statutes governing service of process is essential to establish that court's personal jurisdiction over a defendant. ( Dill v. Berquist Construction Co. (1994) 24 Cal.App.4th 1426, 1439.) Plaintiffs filed a proof of service of summons, which reflects Plaintiffs served Defendant by personal service on March 1, 2024 at 8:05 a.m., at 47 Marseille in Laguna Niguel. (See Proof of Service of Summons, filed May 17, 2024.) However, the proof of service does not indicate the person who made the service was a California registered process server. Therefore, the presumption, pursuant to Evidence Code section 647, service was effectuated does not apply in this instance. Defendant provides her own declaration. She states no one served her, and there is no record of a process server entering her gated community on March 1, 2024. (See Declaration of Crystal Bergstrom.) As such, especially given the presumption of service under Evidence Code section 647 has not attached, Plaintiffs have the burden to prove Plaintiffs properly served Defendant. ( Summers v. McClanahan (2006) 140 Cal.App.4th 403, 413.) In opposition, Plaintiffs have submitted Lindbloms declaration. Lindblom, who is an attorney representing Plaintiffs in this action, declares the attorney service informed her it could enter the gated community in which Defendant resides by following a resident through the gate. (See Declaration of Carolyn Lindholm.) If offered for the truth of the matter asserted, this is hearsay, and inadmissible. (Evid. Code, § 1200.) Further, this testimony is irrelevant to the issue of whether the process server, on Plaintiffs behalf, did in fact serve Defendant on March 1, 2015. Therefore, Plaintiffs have not satisfied their burden of demonstrating Defendant had been served. Accordingly, the motion to quash is granted. Defendant is ordered to provide notice of this order and to file proof of service of same.

Case Number: 23SMCV03909 Hearing Date: July 16, 2024 Dept: 205 DEFAULT JUDGMENT PROVE-UP CHECKLIST (CRC Rule 3.1800) Case Name : The Real A-Team Corporation v. Independence HCM Inc., et al Case # : 23SMCV03909 Hearing Date ( if any ): July 16, 2024 Defaulting Party : Defendants Independence HCM Inc. and Dov Jacobs. Total Amount : $211,745.35 BACKGROUND: On August 21, 2023, Plaintiff The Real A-Team Corporation filed a complaint against Defendants Independence HCM Inc. and Dov Jacobs. Plaintiff, a consulting firm, helps home health companies with placement, compliance, billing, and recertification for Medicare and Medi-Cal. (Compl. ¶ 7.) Defendants provide in-home care billed to Medicare or other insurance. (Compl. ¶ 8.) From May 2017 to August 2018, Plaintiff entered into four service agreements with Legacy and Defendants, who claimed to be the same organization. Plaintiff performed its obligations, but Defendants did not pay in full. (Compl. ¶ 9-10.) Defendants assured Plaintiff they would pay for all services and managed Legacys accounts, making some payments to Plaintiff. (Compl. ¶ 11.) However, several checks from Defendants bounced due to insufficient funds. (Compl. ¶ 12.) On September 5, 2019, a $30,000 check from Defendants was returned, causing Plaintiff to incur a bank fee. (Compl. ¶ 13.) Plaintiff continued to provide services and follow up on payments but suspended services on September 12, 2019, due to non-payment. (Compl. ¶ 14-15.) Plaintiff filed for arbitration with JAMS against Legacy and Defendants Jacobs and Independence. The arbitration, held in Los Angeles with Hon. Linda L. Miller, Ret. as arbitrator, resulted in an award of $192,424.21 in favor of Plaintiff on December 21, 2020. (Compl. ¶ 16-19.) Plaintiff filed a Petition to Confirm Arbitration Award in the Superior Court of California on June 30, 2021. (Compl. ¶ 20.) On October 13, 2022, Plaintiff filed a Motion to Confirm Arbitration Award, which the Court granted on June 8, 2023, confirming the award against Legacy. (Compl. ¶ 21.). Plaintiff alleges that Defendants Jacobs, owner of both Legacy and Independence, disregarded corporate formalities, representing the entities as one and liable for Legacys debts. (Compl. ¶ 2.2) Independences employees worked for Legacy, and Defendants managed Legacys accounts, commingling funds and using business funds for personal expenses. (Compl. ¶ 23-24.) Defendants engaged in fraudulent activities to avoid their obligations, misrepresenting their authority and responsibilities, leading Plaintiff to believe they were liable for services rendered. (Compl. ¶ 25.) Defendants benefited from Plaintiffs services and actively participated in related actions. (Compl. ¶ 26.) [ ¿ ] DEFAULT ENTERED ON: [ ¿ ] MANDATORY JUDICIAL COUNCIL FORM CIV-100 SUBMITTED FOR ENTRY OF COURT JUDGMENT (CRC 3.1800(a)) [ ¿ ] SERVICE: Summons and Complaint · On October 3, 2023 , Defendant Dov Jacobs was served via substitute service on Valerie Hanson, Social Service Director at 11620 W. Washington Blvd., Los Angeles, CA 90006 · On October 3, 2023 , Defendant Independence HCM Inc. was served via substitute service on Valerie Hanson, Social Service Director at 11620 W. Washington Blvd., Los Angeles, CA 90006 o Compliant service on a corporation under CCP §§ 416.10, 415.20 [ ¿ ] DECLARATION OF MAILING -- Request for Entry of Default to Defendant (CCP § 587) · Mailed to Defendants at 11620 W. Washington Blvd., Los Angeles, CA 90006 [ ¿ ] NO PENDING MOTION TO VACATE DEFAULT [ ¿ ] SUMMARY OF CASE PROVIDED (CRC 3.1800(a)(1)) - or other declaration OK [ ] [ ¿ ] EVIDENTIARY DECLARATIONS/OTHER EVIDENCE (CRC 3.1800(a)(2)) · Declaration of Michelle Imhotep: o CEO of the Real A-Team Corporation o Imhotep discusses: § The nature of Plaintiffs consulting business and the services provided. § The business operations of Defendants and Legacy Plus Unlimited in providing in-home care services. § Details of the service agreements between Plaintiff, Legacy, and Defendants from May 2017 to August 2018. § Plaintiffs fulfillment of its obligations and Defendants failure to pay in full. § The arbitration process initiated by Plaintiff with JAMS, resulting in a $192,424.21 award in favor of Plaintiff. § Defendant Jacobs misrepresentation and fraudulent activities, including the disregard of corporate formalities and commingling of funds. § The assertion that Jacobs and Independence are alter egos of Legacy, leading to Plaintiff's claims of liability for the services rendered. · Declaration of Navneet Chugh: o Attorney for Plaintiff o Chugh discusses: § The service of summons and complaint to Defendants through their agent for service of process on or about October 3, 2023. § Defendants failure to respond to the Complaint or file any responsive pleadings, leading to a request for entry of default, which was granted on May 23, 2024. § The service agreements entered into by Plaintiff with Legacy Plus Unlimited d/b/a Alta Vista Health Services and Defendants from May 2017 to August 2018, where Plaintiff provided various services but was not paid in full. § Plaintiffs filing of a Demand for Arbitration with JAMS and an Amended Demand against Legacy and Defendants Jacobs and Independence, which led to arbitration proceedings in Los Angeles under Hon. Linda L. Miller, Ret. § Defendant Jacobs active participation in the arbitration proceedings, claiming ownership and authority over Legacy and Independence. § The Arbitrators award in favor of Plaintiff for $192,424.21 against Legacy on December 21, 2020. § Plaintif's filing of a Petition to Confirm Arbitration Award in the Superior Court of California on June 30, 2021, and the subsequent Motion to Confirm Arbitration Award on October 13, 2022. § The Courts granting of Plaintiffs Motion on June 8, 2023, confirming the Arbitration Award of $192,424.21 against Legacy. [ ¿ ] RELIEF PRAYED FOR IN COMPLAINT (same as requested in default?): [X] yes [ ] no [ ¿ ] Compensatory: $ 192,424.21 [] Damages Special: $ General: $ [] Interest: $ [] Costs: $ [ ¿ ] Attorney Fees: $ 19,321.14 Total: $ 211,745.35 (Relief afforded in default judgment is limited to type and amount of claims in complaint, except for punitives and PI/death. CCP §§ 425.11, 580, 585(a)(b). The amount in the complaint prayer controls ( National Diversified Services, Inc. v. Bernstein (1985) 168 Cal.App.3d 410, 418).) Civil Code § 1719(a)(2) states: Notwithstanding any penal sanctions that may apply, any person who passes a check on insufficient funds shall be liable to the payee for damages equal to treble the amount of the check if a written demand for payment is mailed by certified mail to the person who had passed a check on insufficient funds and the written demand informs this person of (A) the provisions of this section, (B) the amount of the check, and (C) the amount of the service charge payable to the payee. The person who had passed a check on insufficient funds shall have 30 days from the date the written demand was mailed to pay the amount of the check, the amount of the service charge payable to the payee, and the costs to mail the written demand for payment. If this person fails to pay in full the amount of the check, the service charge payable to the payee, and the costs to mail the written demand within this period, this person shall then be liable instead for the amount of the check, minus any partial payments made toward the amount of the check or the service charge within 30 days of the written demand, and damages equal to treble that amount, which shall not be less than one hundred dollars ($100) nor more than one thousand five hundred dollars ($1,500). When a person becomes liable for treble damages for a check that is the subject of a written demand, that person shall no longer be liable for any service charge for that check and any costs to mail the written demand. [ N/A ] INTEREST COMPUTATIONS (CRC 3.1800(a)(3)) [ ] ATTORNEY FEE DECLARATION -- Request according to Local Rule 3.214 or reason provided why greater fees should be allowed (CRC 3.1800(b)) [ ] Request for atty fees allowed by statute or agreement of parties (CRC 3.1800(a)(9)): [] $960/$1,200 for book account claim (Civil Code § 1717.5) No attorney fee declaration supporting the requested fees. Plaintiff includes attorneys fees within costs, but in the judgment to be entered puts the costs amounts in the attorneys fees section Civil Code § 1717.5 states: (a) Except as otherwise provided by law or where waived by the parties to an agreement, in any action on a contract based on a book account, as defined in Section 337a of the Code of Civil Procedure , entered into on or after January 1, 1987, which does not provide for attorney's fees and costs, as provided in Section 1717 , the party who is determined to be the party prevailing on the contract shall be entitled to reasonable attorney's fees, as provided below, in addition to other costs. The prevailing party on the contract shall be the party who recovered a greater relief in the action on the contract. The court may determine that there is no party prevailing on the contract for purposes of this section. Reasonable attorney's fees awarded pursuant to this section for the prevailing party bringing the action on the book account shall be fixed by the court in an amount that shall not exceed the lesser of: ¿(1) nine hundred sixty dollars ($960) for book accounts based upon an obligation owing by a natural person for goods, moneys, or services which were primarily for personal, family, or household purposes; and one thousand two hundred dollars ($1,200) for all other book accounts to which this section applies; or (2) 25 percent of the principal obligation owing under the contract. [ ¿ ] MEMORANDUM OF COSTS (CRC 3.1800(a)(4)) [N/A] STATEMENT OF DAMAGES (CCP § 425.11): [ ] PI/Death Case [ ] Punitives demanded [ ] Accounting [ ] Evidence of net worth of defendant? [ ] Yes [ ] No ( If no, punitives may not be assessed. Adams v. Murakami (1991) 54 Cal.3d 105.) [ ¿ ] DECLARATION OF NON-MILITARY STATUS executed within 6 months? ( CRC 3.1800(a)(5) ; Interinsurance Exchange v. Collins (1994) 30 Cal.App.4th 1445, 1447 .) [] REQUEST FOR DISMISSAL OF DOES (CRC 3.1800(a)(7)) [ ] If not, authority/basis for several judgment (CCP § 579) No request for dismissal. [N/A] WAS DEFAULTING DEFENDANT A DOE? (CCP § 474) - must do one of the following: [ ] Summons notifies defendant that s/he was served under a fictitious name [ ] Proof of service states that the Doe amendment form was served with the complaint [ ] Complaint amended to reflect the true defendants name & allegations support claim [ ¿ ] ORIGINALS Promissory note or other written obligation to pay money must be provided for cancellation by the Clerk per CRC 3.1806 [ ] If no originals, declaration explaining loss/destruction/unavailability of originals [ ] Proposed order for Court to accept authenticated copy in lieu of original Copies attached to complaint, but no request to accept authenticated copy in lieu of original. [] PROPOSED FORM OF JUDGMENT INCLUDED (CRC 3.1800(a)(6)) No proposed judgment on file. NOTES: 1. Judgment to be entered against only one defendant? CCP §§ 579, 585(a) indicate that judgment may be taken against one defendant in cases having more than one defendant unless liability is joint only (e.g., possession of property). 2. In actions affecting title to or possession of land, Court policy is that oral testimony is required. (CCP § 585(c).) RECOMMENDATION : CONTINUE to allow Plaintiff to cure deficiencies : 1. Dismissal of Doe Defendants 2. Proposed order for Court to accept authenticated copy in lieu of original 3. Proposed judgment 4. File request for entry of court judgment 5. Attorney fee declaration TENTATIVE RULING Plaintiffs Request for Default Judgment against Defendants is denied without prejudice. The Order to Show Cause re Default Judgment is continued to September 18, 2024 at 9:00 a.m.

Case Number: 23STCV30316 Hearing Date: July 17, 2024 Dept: 50 Superior Court of California County of Los Angeles Department 50 OPERA BRIGHT, LLC , Plaintiff, vs. HILLS ONE, LLC , et al. Defendants. Case No.: 23STCV30316 Hearing Date: July 17, 2024 Hearing Time: 2:00 p.m. [TENTATIVE] ORDER RE: DEMURRER OF DEFENDANT HILLS ONE, LLC TO PLAINTIFFS COMPLAINT; DEMURRER OF DEFENDANT HILLS GROUP, LLC TO PLAINTIFFS COMPLAINT Background Plaintiff Opera Bright, LLC (Plaintiff) filed this action on December 12, 2023 against Defendants Hills One, LLC (Hills One), Key Compounds, LLC, Hills Group, LLC ( Hills Group) , Alex Reyter, Jay Rifkin, and Paul Fiore (collectively, Defendants). The Complaint alleges causes of action for (1) fraud, (2) fraudulent transfer, (3) conspiracy to defraud, (4) aiding and abetting fraud, (5) negligent misrepresentation, and (6) breach of contract. Hills One now demurs to each of the causes of action of the Complaint. Hills Group also demurs to each of the causes of action of the Complaint. Plaintiff opposes both. Legal Standard A demurrer can be used only to challenge defects that appear on the face of the pleading under attack or from matters outside the pleading that are judicially noticeable . (( Blank v. Kirwan (1985) 39 Cal.3d 311, 318 .) To survive a demurrer, the complaint need only allege facts sufficient to state a cause of action; each evidentiary fact that might eventually form part of the plaintiffs proof need not be alleged. (( C.A. v. William S. Hart Union High School Dist. (2012) 53 Cal.4th 861, 872 .) For the purpose of testing the sufficiency of the cause of action, the demurrer admits the truth of all material facts properly pleaded . (( Aubry v. Tri-City Hospital Dist. (1992) 2 Cal.4th 962, 966-967 .) A demurrer does not admit contentions, deductions or conclusions of fact or law. (( Daar v. Yellow Cab Co. (1967) 67 Cal.2d 695, 713 .) Allegations of the Complaint In the Complaint, Plaintiff alleges that [a]t various times from about July to October 2019, HILLS ONE took loans from Claimants predecessors-in-interest in varying amounts, from $5,000 up to $250,000. For each of those loans, HILLS ONE executed four separate written documents with the lender, entitled Promissory Note, Security Agreement, Pledge Agreement and Corporate Guaranty (collectively, the Loan Documents). (Compl., ¶ 12.) Plaintiff alleges that [a] true and correct copy of one set of Loan Documents is attached hereto as Exhibits A through D (Compl., ¶ 12.) For each loan memorialized by the Loan Documents, the loan was secured by designated assets (the Equipment) purportedly owned by HILLS ONE. (Compl., ¶ 14.) HILLS ONE defaulted on each loan memorialized by the Loan Documents. (Compl., ¶ 16.) Between about August and November 2020, the lender entities on each loan memorialized by the Loan Documents executed written assignments, assigning their respective interests and rights under the Loan Documents to Claimant OPERA BRIGHT. (Compl., ¶ 17.) In about April 2021, OPERA BRIGHT exercised its rights under the Loan Documents to foreclose on the Equipment. After providing all due notices and fulfilling all required prerequisites for the foreclosure, OPERA BRIGHT caused the Equipment to be sold at auction to a third party. (Compl., ¶ 18.) On about December 22, 2022, KEY COMPOUNDS filed a judicial complaint against OPERA BRIGHT in the Circuit Court of the State of Oregon for the County of Linn, designated as Case No. 22CV42152, initiating the Oregon Litigation&In the Oregon Litigation, KEY COMPOUNDS alleges that it is a wholly owned subsidiary of HILLS ONE. KEY COMPOUNDS also alleges that it, not HILLS ONE, was the owner of the Equipment when OPERA BRIGHT foreclosed on the Equipment and caused it to be sold at auction. (Compl., ¶¶ 19-20.) Plaintiff alleges that [a]s a consequence of being forced to defend itself in the Oregon Litigation, OPERA BRIGHT has had to retain counsel and has incurred, and will continue to significant attorneys fees and litigation costs. (Compl., ¶ 22.) Hills Ones Demurrer A. Standing Hills One first asserts that [a]ll of Plaintiffs Causes of Action fail as against Hills One because Plaintiff lacks standing to bring this lawsuit. (Demurrer at p. 5:22-23.) Standing is the threshold element required to state a cause of action and, thus, lack of standing may be raised by demurrer. To have standing to sue, a person, or those whom he properly represents, must have a real interest in the ultimate adjudication because [he] has [either] suffered [or] is about to suffer any injury of sufficient magnitude reasonably to assure that all of the relevant facts and issues will be adequately presented. Code of Civil Procedure section 367 establishes the rule that [e]very action must be prosecuted in the name of the real party in interest, except as otherwise provided by statute. A real party in interest is one who has an actual and substantial interest in the subject matter of the action and who would be benefited or injured by the judgment in the action. (( Martin v. Bridgeport Community Assn., Inc. (2009) 173 Cal.App.4th 1024, 1031-1032 [internal quotations and citations omitted] .) In the Complaint, Plaintiff alleges that OPERA BRIGHT is the assignee of all rights of the lenders under the Loan Documents, including the right to bring this claim against Defendants. (Compl., ¶ 36.) Hills One asserts that this allegation is unsupported by the Exhibits attached to the Complaint. In fact, those Exhibits reveal that any such assignment requires the consent of Hills One, and Plaintiff does not allege any such consent occurred& (Demurrer at p. 5:25-27.) As set forth above, Plaintiff alleges that [a]t various times from about July to October 2019, HILLS ONE took loans from Claimants predecessors-in-interest in varying amounts, from $5,000 up to $250,000. For each of those loans, HILLS ONE executed four separate written documents with the lender, entitled Promissory Note, Security Agreement, Pledge Agreement and Corporate Guaranty (collectively, the Loan Documents). A true and correct copy of one set of Loan Documents is attached hereto as Exhibits A through D and incorporated herein. (Compl., ¶ 12.) Hills One notes that the Promissory Note attached as Exhibit A to the Complaint states that it is made by Hills One, LLC&in favor of Primus Trust Corp., located in Budapest, Hungary, in its capacity as the trustee of the AC Trust& (Compl., ¶ 12, Ex. A.) The Security Agreement attached as Exhibit B to the Complaint lists the Creditor as Primus Trust Corp., as the trustee of The AC Trust and the Debtor as Hills One, LLC. (Compl., ¶ 12, Ex. B.) The Pledge Agreement attached as Exhibit C to the Complaint is between Primus Trust Corp., located in Budapest, Hungary, in its capacity as the trustee of The AC Trust&and Hills One, LLC& (Compl., ¶ 12, Ex. C.) The Corporate Guaranty attached as Exhibit D to the Complaint is entered into by Hills One, LLC&for the benefit of Primus Trust Corp., located in Budapest, Hungary, as the trustee of the AC Trust. (Compl., ¶ 12, Ex. D.) Hills One notes that Exhibits A and B to the Complaint contain the following provision: [t]he rights, duties and obligations of this [Note/Agreement] may not be assigned in whole or in part by either arty [sic] without the prior written consent of the non-assigning party. Any assignment without such consent shall be void. (Compl., ¶ 12, Ex. A, § 17 ; Ex. B, § 13 .) Hills One asserts that Plaintiffs Complaint does not allege that it obtained the necessary prior written consent of Hills One. Plaintiff thus has no rights, duties, or obligations under the written agreements to which it is not a party and Plaintiffs lack of standing bars the Complaint entirely. (Demurrer at p. 6:12-15.) As an initial matter, the Court notes that Hills One does not appear to assert that Exhibits C or D to the Complaint contain any non-assignment provision. Thus, Hills Ones standing argument only appears to apply to the documents attached as Exhibits A and B to the Complaint. As set forth above, the Complaint refers to Exhibits A through D collectively as the Loan Documents. (Compl., ¶ 12.) Each of the causes of action of the Complaint refer to the collective term Loan Documents. ( See Compl., ¶¶ 30, 34, 36, 40, 41, 43, 48, 52, 56, 60, 64, 67, 68, 71, 73, 74.) The Court notes that ¿ ¿¿a demurrer cannot rightfully be sustained to part of a cause of action or to a particular type of damage or remedy.¿ ¿ ¿ (¿ Kong ¿ v. ¿ City of Hawaiian Gardens Redevelopment Agency (2002) 108 Cal.App.4th 1028, 1047 ¿ ¿ ¿; ¿ see also ¿ PH ¿ II, Inc. v. Superior Court (1995) 33 Cal.App.4th 1680, 1682 [A demurrer does not lie to a portion of a cause of action.] ¿ ¿ ¿.) Hills One also asserts that without the alleged assignment documents, it is impossible to determine the scope of the rights Plaintiff has allegedly been assigned. (Demurrer at p. 6:21-22.) But in each of the causes of action, Plaintiff alleges that OPERA BRIGHT is the assignee of all rights of the lenders under the Loan Documents, including the right to bring this claim against Defendants. (Compl., ¶¶ 36, 43, 52, 60, 68, 74.) The Court notes that [i]t is well settled that a general demurrer admits the truth of all material factual allegations in the complaint and that the question of plaintiffs ability to prove these allegations, or the possible difficulty in making such proof, does not concern the reviewing court. (( Nagy v. Nagy (1989) 210 Cal.App.3d 1262, 1267 .) B. First, Second, Third, Fourth, and Fifth Causes of Action Next, Hills One asserts that Plaintiff fails to sufficiently allege falsity as to the first, second, third, fourth, and fifth causes of action. (Demurrer at p. 7:26-27.) Hills One asserts that Plaintiffs First (Fraud), Second (Fraudulent Transfer), Third (Conspiracy to Defraud), Fourth (Aiding And Abetting Fraud), and Fifth (Negligent Misrepresentation) Causes of Action all require that Plaintiff sufficiently allege falsity of the alleged representations made by Hills One in the Loan Documents. (Demurrer at pp. 7:28-8:3) With regard to the element of falsity, [t]he elements of fraud or deceit&are: a representation, usually of fact, which is false , knowledge of its falsity, intent to defraud, justifiable reliance upon the misrepresentation, and damage resulting from that justifiable reliance. ( Stansfield v. Starkey (1990) 220 Cal.App.3d 59, 72-73 [emphasis added].) The elements of negligent misrepresentation are similar to intentional fraud except for the requirement of scienter; in a claim for negligent misrepresentation, the plaintiff need not allege the defendant made an intentionally false statement, but simply one as to which he or she lacked any reasonable ground for believing the statement to be true. (( Charnay v. Cobert (2006) 145 Cal.App.4th 170, 184 .) In the Complaint, Plaintiff alleges that in the Loan Documents, HILLS ONE represented that it owned the Equipment which was pledged as security for the underlying loans, and that it would not transfer or hypothecate the Equipment to harm the lenders rights, and that [a]s alleged by KEY COMPOUNDS in the Oregon Litigation, those representations by HILLS ONE were false because KEY COMPOUNDS was actually the owner of the Equipment. (Compl., ¶¶ 30, 32.) In the demurrer, Hills One asserts that Plaintiffs Complaint and the Exhibits thereto reveal that Hills One made no false representations about ownership of the Equipment: Hills One represented that it and/or its wholly-owned subsidiaries owned the Equipment which comprised the Collateral. (Demurrer at p. 8:9-11.) However, in support of this assertion, Hills One only cites to certain language of Exhibit C to the Complaint. ( See Demurrer at p. 8:16-21.) As discussed, Plaintiff refers to Exhibits A through D collectively as the Loan Documents, and each of the causes of action of the Complaint refer to the collective Loan Documents. Hills One does not appear to argue or show that the definition of Collateral in Appendix A to Exhibit C pertains to each of the other exhibits to the Complaint. As set forth above, ¿ ¿ ¿a demurrer cannot rightfully be sustained to part of a cause of action or to a particular type of damage or remedy.¿ ¿ ¿ (¿ Kong ¿ v. ¿ City of Hawaiian Gardens Redevelopment Agency, supra , 108 Cal.App.4th at p. 1047 ¿ ¿ ¿; ¿ see also ¿ PH ¿ II, Inc. v. Superior Court , supra , 3 Cal.App.4th at p. 1682 [A demurrer does not lie to a portion of a cause of action.] ¿ ¿ ¿.) C. First Cause of Action for Fraud Hills One also asserts that the fraud cause of action fails. In the first cause of action for fraud, Plaintiff alleges that in the Loan Documents, HILLS ONE represented that it owned the Equipment which was pledged as security for the underlying loans, and that it would not transfer or hypothecate the Equipment to harm the lenders rights, and that [a]s alleged by KEY COMPOUNDS in the Oregon Litigation, those representations by HILLS ONE were false because KEY COMPOUNDS was actually the owner of the Equipment. (Compl., ¶¶ 30, 32.) Every element of the cause of action for fraud must be alleged in the proper manner and the facts constituting the fraud must be alleged with sufficient specificity to allow defendant to understand fully the nature of the charge made&This particularity requirement necessitates pleading facts which show how, when, where, to whom, and by what means the representations were tendered. ( Stansfield v. Starkey , supra , 220 Cal.App.3d at p. 73 [internal quotations and emphasis omitted].) In the demurrer, Hills One asserts, inter alia , that Plaintiff does not allege&any of the when, where, to whom beyond pointing to one set of loan documents. (Demurrer at p. 9:25-26, emphasis omitted.) Plaintiff does not appear to respond to this point in the opposition. Rather, Plaintiff concedes that but for Defendants pending anti-SLAPP motions, OPERA BRIGHT probably would have amended its complaint to add more specificity to the fraud claims. (Oppn at p. 7:27-28.) In addition, Hills One notes that the Complaint alleges that Defendants made those false representations in the Loan Documents with the intent to induce the lenders to make the underlying loans to HILLS ONE, and those lenders reasonably relied on HILLS ONEs false representations in making the loans. (Compl., ¶ 34.) Hills One asserts that Plaintiff offers no factual support for either of these legal conclusions. (Demurrer at p. 10:3-4.) The Court agrees that paragraph 34 is conclusory. Moreover, Plaintiff does not respond to or dispute this point in the opposition. Based on the foregoing, the Court sustains Hills Ones demurrer to the first cause of action for fraud. D. Second Cause of Action for Fraudulent Transfer In the second cause of action for fraudulent transfer, Plaintiff alleges that Defendants caused HILLS ONE to transfer the Equipment to KEY COMPOUNDS in an effort to deprive the lenders on the Loan Documents of the value and security of the underlying loans, and to place the Equipment beyond the lenders reach. (Compl., ¶ 41.) Plaintiff alleges that [w]hen HILLS ONE transferred the Equipment to KEY COMPOUNDS, HILLS ONE did not receive reasonably equivalent value for the Equipment and HILLS ONE was left insolvent. (Compl., ¶ 42.) Hills One cites to Optional Capital, Inc. v. DAS Corp. (2014) 222 Cal.App.4th 1388, 1401-1402 , where the Court of Appeal noted that California has adopted the Uniform Fraudulent Transfer Act ( Civ. Code §§ 34393439.12 ). The purpose of the Act is to prevent debtors from placing property which legitimately should be available for the satisfaction of demands of creditors beyond their reach& Civil Code section 3439.04 provides two methods of establishing a fraudulent transfer. Actual fraud, as defined in subdivision (a)(1), is a transfer made with actual intent to hinder, delay, or defraud any creditor of the debtor. Constructive fraud, as defined in subdivision (a)(2), requires a showing that the debtor did not receive reasonably equivalent value for the transfer, and the transfer was made when the debtor (A) [w]as engaged or was about to engage in a business or a transaction for which the remaining assets of the debtor were unreasonably small in relation to the business or transaction; or (B) the debtor [i]ntended to incur, or believed or reasonably should have believed that he or she would incur, debts beyond his or her ability to pay as they became due. Section 3439.04 is construed to mean a transfer is fraudulent if the provisions of either subdivision (a)(1) or subdivision (a)(2) are satisfied. (Internal quotations omitted.) In the demurrer, Hills One notes that Plaintiffs Complaint fails to allege any details surrounding the purported fraudulent transfers. Plaintiff fails to allege the value of the assets, when the transfers were made, how they were made, or any other details that would transform an ordinary transfer of assets routinely done by businesses into a fraudulent transfer. (Demurrer at p. 10:15-19.) Plaintiff does not appear to dispute this point in the opposition. [1] Based on the foregoing, the Court sustains Hills Ones demurrer to the second cause of action for fraudulent transfer. E. Third Cause of Action for Conspiracy to Defraud The third cause of action, Plaintiff alleges that [a]ll Defendants were aware that HILLS ONE represented in the Loan Documents that it had pledged the Equipment as security for the underlying loans&All Defendants knew those representations were false, and intended for the lenders to rely on those false statements&All Defendants except KEY COMPOUNDS directed and caused HILLS ONE to make those false statements. (Compl., ¶¶ 48-50.) Plaintiff further alleges that KEY COMPOUNDS, under the direction and management of all Defendants, planned to use the lenders deception and HILLS ONEs default on the loans to set up the Oregon Litigation, to fraudulently collect money from the lenders or their assignees. (Compl., ¶ 51.) In the demurrer, Hills One asserts that Plaintiffs cause of action for conspiracy to defraud fails because as a matter of law under the agents immunity rule, Hills One cannot conspire with its own agents. (Demurrer at p. 11:4-5.) Hills One cites to Applied Equipment Corp. v. Litton Saudi Arabia Ltd. (1994) 7 Cal.4th 503, 512, footnote 4 , where the Court of Appeal noted that [t]he agents immunity rule emanates from a further holding in Wise that: Agents and employees of a corporation cannot conspire with their corporate principal or employer where they act in their official capacities on behalf of the corporation and not as individuals for their individual advantage. Hills One notes that Plaintiff alleges that HILLS ONE, as the sole member and manager of KEY COMPOUNDS, directed all actions and conduct of KEY COMPOUNDS which is alleged herein. (Compl., ¶ 24.) As noted by Hills One, Plaintiff also alleges that HILLS GROUP was the designated manager of HILLS ONE, and that [a]t all times relevant, FIORE, RIFKIN and REYTER together were the designated management team of HILLS ONE. (Compl., ¶¶ 8-9.) In the opposition, Plaintiff asserts that the agents immunity rule is inapplicable here because OPERA BRIGHT alleges the other Defendants were primarily managers of HILLS ONE, not its agents. (Oppn at p. 6:7-8.) However, as Plaintiff acknowledges, the Complaint alleges that at all times herein mentioned each of the defendants, including each of the unidentified and fictitiously named defendants, was the agent , principal, employer or employee of each other defendant, and they were acting within the course and scope of such relationship in doing the things herein alleged, or they ratified, acquiesced in, consented to or approved each and all of the acts of each of the other defendants, so that each defendant is jointly and severally responsible and liable for the acts alleged herein. (Compl., ¶ 11, emphasis added.) In addition, in the reply, Hills One cites to Western Surety Co. v. La Cumbre Office Partners, LLC (2017) 8 Cal.App.5th 125, 131 , where the Court of Appeal noted that [t]he management of a limited liability company may be vested in the companys members. Where such vesting occurs, every member is an agent of the limited liability company for the purpose of its business or affairs, and the act of any member&binds the limited liability company, unless the member so acting has, in fact, no authority to act for the limited liability company in the particular matter, and the person with whom the member is dealing has actual knowledge of the fact that the member has no such authority. (Internal quotations and citations omitted) Plaintiff also asserts that to the extent there was an agent/principal relationship between HILLS ONE and other Defendants, HILLS ONE played the role of principal, not agent. ( Oppn at p. 6, fn. 2 .) But here, Hills One is arguing that Hills One cannot conspire with its own agents. (Demurrer at p. 11:5.) Moreover, Plaintiff does not cite to any legal authority demonstrating that such circumstances would mean that the agents immunity rule is inapplicable here. Hills One also asserts that [e]ven assuming arguendo that the agents immunity rule might be applicable, it still would not shield HILLS ONE or any Defendant from liability in this case because that rule does not apply when the agents are acting as individuals for their individual advantage& In this case, OPERA BRIGHT alleges that Defendants each worked to defraud their lenders (OPERA BRIGHTs predecessors) for their separate and collective benefit. (Oppn at pp. 6:17-7:2.) But Plaintiff does not point to any allegations of the Complaint stating that Defendants each worked to defraud their lenders for their separate benefit. Plaintiff does not point to any allegations that the Defendants acted as individuals for their individual advantage. (( Applied Equipment Corp. v. Litton Saudi Arabia Ltd. , supra , 7 Cal.4th at p. 512, fn. 4 .) Based on the foregoing, the Court sustains Hills Ones demurrer to the third cause of action for conspiracy to defraud. F. Fourth Cause of Action for Aiding and Abetting Fraud In the fourth cause of action, Plaintiff alleges that [a]ll Defendants were aware of the fraudulent statements HILLS ONE made in the Loan Documents about the Equipment, and were aware of how those statements would damage the lenders or their assignees&All Defendants were aware of how KEY COMPOUNDS would use and is using the Oregon Litigation to continue the fraud on the lenders or their assignees and to fraudulently collect money from the lenders or their assignees&All Defendants participated in, aided and abetted the other Defendants in perpetrating that fraud. (Compl., ¶¶ 56-58.) California has adopted the common law rule for subjecting a defendant to liability for aiding and abetting a tort. Liability may&be imposed on one who aids and abets the commission of an intentional tort if the person (a) knows the others conduct constitutes a breach of duty and gives substantial assistance or encouragement to the other to so act or ( b ) gives substantial assistance to the other in accomplishing a tortious result and the persons own conduct, separately considered, constitutes a breach of duty to the third person. (( Austin B. v. Escondido Union School Dist. (2007) 149 Cal.App.4th 860, 879 [internal quotations omitted] .) In the demurrer, Hills One asserts, inter alia , that Plaintiffs allegation that Hills One participated in, aided and abetted the other Defendants is merely a legal conclusion. (Demurrer at p. 13:6-7.) Plaintiff does not respond to or dispute this point in the opposition. Indeed, the fourth cause of action does not appear to include factual allegations demonstrating how Defendants purportedly participated in, aided and abetted the other Defendants in perpetrating that fraud. (Compl., ¶ 58.) Based on the foregoing, the Court sustains Hills Ones demurrer to the fourth cause of action for aiding and abetting fraud. G. Fifth Cause of Action for Negligent Misrepresentation In the fifth cause of action, Plaintiff alleges that in the Loan Documents, HILLS ONE represented that it owned the Equipment which was pledged as security for the underlying loans, and that it would not transfer or hypothecate the Equipment to harm the lenders rights&As alleged by KEY COMPOUNDS in the Oregon Litigation, those representations by HILLS ONE were false because KEY COMPOUNDS was actually the owner of the Equipment&Defendants failed to act in a reasonably prudent manner to ensure the representations by HILLS ONE in Loan Documents were true. (Compl., ¶¶ 64, 66-67.) In the demurrer, Hills One asserts that the negligent misrepresentation cause of action fails because Plaintiff fails to identify what, if any, legal duty Hills One owed either to Plaintiff or its alleged predecessor in interest. (Demurrer at p. 13:20-22.) Plaintiff does not appear to address this point in the opposition. Hills One notes that [a]s is true of negligence, responsibility for negligent misrepresentation rests upon the existence of a legal duty, imposed by contract, statute or otherwise, owed by a defendant to the injured person. The determination of whether a duty exists is primarily a question of law. (( Eddy v. Sharp (1988) 199 Cal.App.3d 858, 864 [internal citation omitted] .) Here, the fifth cause of action does not appear to allege the existence of any legal duty owed by any of the Defendants to Plaintiff. In light of the foregoing, the Court sustains Hills Ones demurrer to the fifth cause of action for negligent misrepresentation. H. Sixth Cause of Action for Breach of Contract In the Demurrer, Hills One asserts that Plaintiffs Sixth Cause of Action for Breach of Contract is deficient because it fails to attach or even reference all of the Loan Documents purportedly at issue. (Demurrer at p. 14:25-26.) Hills One asserts that the Complaint attaches only one set of Loan Documents that were purportedly breached not all of the loan documents that it is now seeking to collect on. (Demurrer at p. 15:3-4.) Hills One argues that [i]t is impossible for Hills One to defend this litigation when Plaintiff refuses to identify the documents allegedly at issue Defendant cannot infer how much it is being sued for or to articulate defenses to the breaches of loan documents without Plaintiff alleging the critical terms of those purported contracts. (Demurrer at p. 15:10-13.) As set forth above, paragraph 12 of the Complaint alleges that [a]t various times from about July to October 2019, HILLS ONE took loans from Claimants predecessors-in-interest in varying amounts, from $5,000 up to $250,000. For each of those loans, HILLS ONE executed four separate written documents with the lender, entitled Promissory Note, Security Agreement, Pledge Agreement and Corporate Guaranty (collectively, the Loan Documents). A true and correct copy of one set of Loan Documents is attached hereto as Exhibits A through D and incorporated herein. (Compl., ¶ 12, emphasis added.) The Court agrees that Plaintiffs reference to one set of Loan Documents makes it unclear what loan documents are purportedly at issue. ( Ibid . ) In the opposition, Plaintiff appears to concede that other loan documents in addition to those attached as Exhibit A through D of the Complaint are at issue here. Plaintiff states that it attached only one set of loan documents to its complaint for efficiency and because, again, this case was supposed to be resolved through ADR. Of course OPERA BRIGHT can and will, if necessary, attach the other loan documents to an amended pleading. (Oppn at p. 8:7-9.) As noted by Hills One, [i]f the action is based on alleged breach of a written contract, the terms must be set out verbatim in the body of the complaint or a copy of the written agreement must be attached and incorporated by reference. (( Harris v. Rudin, Richman & Appel (199 9) 74 Cal.App.4th 299, 307 .) Plaintiff also asserts in the opposition that it alleges the effect of the loan documents& (Oppn at p. 8:20.) In McKell v. Washington Mutual, Inc. (2006) 142 Cal.App.4th 1457, 1489 , cited by Plaintiff, the Court of Appeal noted that [a] cause of action for breach of contract requires pleading of a contract, plaintiffs performance or excuse for failure to perform, defendants breach and damage to plaintiff resulting therefrom. A written contract may be pleaded either by its termsset out verbatim in the complaint or a copy of the contract attached to the complaint and incorporated therein by referenceor by its legal effect. In order to plead a contract by its legal effect, plaintiff must allege the substance of its relevant terms. This is more difficult, for it requires a careful analysis of the instrument, comprehensiveness in statement, and avoidance of legal conclusions. (Internal quotations and citations omitted.) Plaintiff does not appear to point to any allegations of the substance of the relevant terms of the purported loan documents that are not attached to the Complaint. Based on the foregoing, the Court sustains Hills Ones demurrer to the sixth cause of action for breach of contract. Hills Groups Demurrer Hills Group also demurs to each of the causes of action of the Complaint. In its demurrer, Hills Group asserts that instead of Hills Group submitting an identical Memorandum of Points and Authorities here that mainly changes Hills One to Hills Group, Hills Group incorporates by reference the Memorandum of Points And Authorities filed by Defendant Hills One as if fully set forth herein& (Demurrer at p. 1:10-13.) In light of the foregoing discussion pertaining to Hills Ones demurrer, the Court also sustains Hills Groups demurrer to the first, second, third, fourth, fifth, and sixth causes of action of the Complaint. Conclusion Based on the foregoing, the Court sustains Hills Ones demurrer to the first, second, third, fourth, fifth, and sixth causes of action of the Complaint. In addition, the Court sustains Hills Groups demurrer to the first, second, third, fourth, fifth, and sixth causes of action of the Complaint. The Court orders Plaintiff to file and serve an amended complaint, if any, within 20 days of the date of this order. If no amended complaint is filed within 20 days, the Court orders Hills One and Hills Group to file and serve proposed judgment(s) of dismissal within 30 days of the date of this Order.¿¿¿ Hills One is ordered to give notice of this Order.¿ DATED: July 17, 2024 ________________________________ Hon. Teresa A. Beaudet Judge, Los Angeles Superior Court [1] As set forth above, Plaintiff concedes that but for Defendants pending anti-SLAPP motions, OPERA BRIGHT probably would have amended its complaint to add more specificity to the fraud claims. (Oppn at p. 7:27-28.)

Case Number: 21STCV06525 Hearing Date: July 18, 2024 Dept: 49 TDI, LLC v. Sam Vaziri Vance, Inc. PLAINTIFFS MOTION TO ADD ALTER EGO JUDGMENT DEBTORS MOVING PARTY: Plaintiff TDI, LLC RESPONDING PARTY(S): None STATEMENT OF MATERIAL FACTS AND/OR PROCEEDINGS: Plaintiff TDI, LLC, alleges that it entered into a sales and purchase agreement with Defendant Sam Vaziri Vance, Inc., for the purchase of nitrile rubber gloves, by which Defendant agreed to deliver the gloves to Plaintiff in the United States by air freight. Plaintiff alleges it wired $825,000.00 for air freight by chartered planehowever, Defendant had not obtained the gloves and had failed to take the legal steps necessary to ship them. Defendant then made repeated misrepresentations regarding the status of the shipment. At the time of the FACs filing, Defendant had not delivered the gloves or returned the $825,000.00. Plaintiff now moves to add various judgment debtors to the judgment, whom Plaintiff contends are alter egos of the Judgment Debtor/Defendant Sam Vaziri Vance, Inc. No oppositions were filed. TENTATIVE RULING: Plaintiffs Motion to Add Judgment Debtors is DENIED without prejudice as to Futurebound Capital LLC. The motion is TAKEN OFF CALENDAR as to the other remaining proposed judgment debtors. Plaintiff to give notice to all interested parties. DISCUSSION: Motion to Add Alter Ego Judgment Debtors A. Background The alleged written contract here was for the purchase of nitrile rubber gloves, executed in writing as the Sales and Purchase Agreement (the Agreement.) (FAC ¶¶ 12-15.) Under the Agreement, Plaintiff agreed to purchase, and Defendant would provide, 330,000 boxes of nitrile rubber gloves for $7.75 per boxa Total purchase price of $2,557,500. (Id.) TDI thereafter wired $825,000.00 to Smeed to cover the entire Air Freight Cost related to chartering a 747 cargo plane to deliver the Gloves to TDI. (Id. ¶ 30.) Defendant, however, failed to transport or deliver any gloves, and allegedly misrepresented the status of the transaction. (Id. ¶¶ 46, 47, 48.) To date, Defendant has not delivered any gloves, and has not refunded the $825,000 wire for air freight. (Id. ¶¶ 55, 57.) This action followed. On June 5, 2023, this court granted Defendants former counsels motion to be relieved. (See 06/05/2023, Minute Order.) The court further ordered [i]f Defendant does not have a licensed attorney representing the corporation by 6/20/2023, its answer may be stricken. (Id.) There was no appearance by or for Defendant at the June 20, 2023, Final Status Conference. (See 06/20/2023 Minute Order.) Accordingly, this court ordered Defendant Sam Vaziri Vance, Inc.s Answer to the First Amended Complaint stricken, and entered Defendants default. (Id.) Finding ample and sufficient evidence in the court file to support a default judgment, this court also entered judgment for Plaintiff in the amount of $825,000, plus prejudgment interest. (Id.) On motion by Plaintiff, this court amended the Judgment to add Sheila Vance, Ross Vance, Monza Eyewear LLC, and Torus Eyewear LLC as Judgment Debtors. (See 10/17/2023 Final Ruling.) Plaintiff now moves to add four additional judgment creditors, all of whom Plaintiff contends are Alter Egos of Sam Vaziri Vance, Inc.: (1) BH Design Lab, LLC, (2) Futurebound Capital, LLC, (3) Warehouse Operations, LLC, and (4) David Wiggins. It is noted that there is pending automatic bankruptcy stay as to alter ego judgment debtor Ross Vance, which also includes the community property of his wife, Sheila Vance. (See 04/02/2024 Notice of Bankruptcy.) Plaintiff contends the proposed alter ego judgment debtors are not assets of the bankruptcy estate. (Mtn. 1: 24-25.) Plaintiffs counsel Bryan M. Grundon attests in his declaration that the schedules of the bankruptcy do not list any ownership interest by the Vances in these entities and [he] confirmed by asking under oath at Vances 341 exam if he or his wife had any interest in these entities. (Grundon Decl., pp. 1-2.) B. Service on Proposed Judgment Debtors As a preliminary matter, it appears only one of the four proposed judgment debtors have been served with this motion. Plaintiff filed a Proof of Service as to Futurebound Capital LLC showing personal service on June 24, 2024. (See Proof of Service.) Plaintiff also filed a Declaration of Non Service as to Wholesale Operations LLC, indicating service was attempted but unsuccessful. (See Decl. of Non Service.) No Proofs of Service have been filed as to the other two proposed judgment debtors. The parties to be added are not named Defendants in this action. They have never been personally served, and there is no indication they have voluntarily appeared in this action. Thus, service should have been completed in the same manner as required for service of summons generally. (See CCP § 415.10 et seq. [service on individuals]; § 416.10 et seq. [service on entities].) This is true even if the proposed judgment debtors have notice of the pending motion. The obligation to serve a party with process is not coextensive with merely providing the party with notice of the proceeding. Even undisputed actual notice of a proceeding does not substitute for proper service of the petition or complaint. . . . [¶] Actual notice of the action alone . . . is not a substitute for proper service and is not sufficient to confer jurisdiction. (Abers v. Rohrs (2013) 217 Cal.App.4th 1199, 1206, 1207, quoting American Express Centurion Bank v. Zara (2011) 199 Cal.App.4th 383, 392.) Therefore, because only Futurebound Capital has been properly served with this motion, the motion is before the court only as it pertains to that proposed judgment debtor. Be that as it may, the court will discuss all of the un-served proposed judgment debtors so the Judgment Creditor may act accordingly in the future. C. Analysis A court may amend a judgment to add additional judgment debtors. (CCP § 187; Wolf Metals Inc. v. Rand Pacific Sales, Inc. (2016) 4 Cal. App. 5th 698, 702.) This includes the authority to impose liability upon an alter ego. (Highland Springs Conference & Training Center v. City of Banning (2016) 244 Cal. App. 4th 267, 280.) It is an equitable procedure based on the theory that the court is not amending the judgment to add a new defendant but is merely inserting the correct name of the real defendant. [Citation]. The decision to grant an amendment lies in the sound discretion of the trial court. [Citation]. Great liberality is allowed in granting such amendments. (Relentless Air Racing, LLC v. Airborne Turbine Ltd. P'ship (2013) 222 Cal. App. 4th 811, 815.) In order to prevail in a motion to add judgment debtors, a creditor must show that (1) the parties to be added as judgment debtors had control of the underlying litigation and were virtually represented in that proceeding; (2) there is such a unity of interest and ownership that the separate personalities of the entity and the owners no longer exist; and (3) an inequitable result will follow if the acts are treated as those of the entity alone. (Relentless Air Racing, LLC, supra, 222 Cal. App. 4th at 815-816.) 1. Wholesale Operations, LLC Wholesale Operations, LLC is a Nevada company formed on April 12, 2023. (See Grundon Decl., Exh. D.) Sheila Vance is listed as the LLCs Managing Member at the address 13331 Mulholland Dr., Beverly Hills, CA, 90210. (Id.) Plaintiff asserts this is the Vances current home address (Grundon Decl. p. 2.) An HSBC Bank statement shows a transfer of $1,300,000 from an account belonging to Sheila and Ross Vance to Wholesale Operations in May 2023. (Grundon Decl., Exh. E.) Plaintiff also contends that Wholesale Operations paid $70,000 to the Vances bankruptcy attorney in December 2023. When asked at his 341 hearing why Wholesale Operations paid his bankruptcy attorney, Ross Vance purportedly testified that he did not know. (Grundon Decl. p. 2.) Here, while there may exist a unity of interest between Wholesale Operations and SVVI vis-a-vis the Vances, there is insufficient evidence that Wholesale Operations had control of the underlying litigation or was virtually represented in that proceeding. Therefore, Wholesale Operations cannot be named an alter ego judgment debtor, based upon this rather scant evidentiary showing. 2. Futurebound Capital LLC Futurebound Capital LLC is a Nevada company formed on October 7, 2023. (See Grundon Decl., Exh. F.) Sheila Vance and Nima Nejat are listed as the LLCs Managing Members at 13331 Mulholland Dr., Beverly Hills, CA, 90210. (Id.) Here, while Sheila Vance is a Managing Member of Futurebound Capital, there is insufficient evidence that Futurebound Capital had control of the underlying litigation and was virtually represented in that proceeding. Additionally, this lone fact, standing alone, is not evidence of a unity of interest and ownership such that the separate personalities of the entity and the owners no longer exist. (Relentless Air Racing, LLC, supra, 222 Cal. App. 4th at 815-816.) Therefore, Futurebound Capital also cannot be named an alter ego judgment debtor based upon the current record. 3. BH Design Lab LLC BH Design Lab LLC is a California company organized on April 18, 2022. (Grundon Decl., Exh. A.) Sheila Vance is listed as manager and agent for service of process. (Id.) The companys principal address and agent address are listed as 13319 Mulholland Drive, Beverly Hills, CA 90210. (Id.) Grundon attests that this address was the Vances home address at the time. (Grundon Decl., p. 2.) On August 29, 2022, BH Design Lab LLC filed a Fictitious Business Name Statement indicating it was doing business as SAMA or SAMA Eyewear. (Grundon Decl. Exh. B.) On January 26, 2024, BH Design Lab LLC filed an amended statement indicating Brian Glasgow was the new sole Manager or Member, replacing Sheila Vance. (Grundon Decl, Exh. C.) Counsel for Plaintiff states in his declaration that Ross Vance testified at his 341 hearing that the fictitious business name was transferred to Brian Glasgow as partial payment for a debt owed to Glasgow. (Grundon Decl. p. 2.) Here again, while there may have existed a unity of interest between BH Design Lab and SAMA or SVVI vis-a-vis the Vances, there is insufficient evidence that BH Design Lab had control of the underlying litigation or was virtually represented in that proceeding. Therefore, BH Design Lab also has not been demonstrated to be an alter ego judgment debtor, for purposes of this motion. 4. David Wiggins David Wiggins was SAMA Eyewears person most knowledgeable. Wiggins testified at his deposition that he had invested profits he was entitled to back into SAMA. (Grundon Decl., Exh. G, p. 358-362.) When Sheila Vance submitted a declaration in opposition to the previous motion attempting to add her as an alter ego judgment debtor, she stated that Wiggins was the individual with the most knowledge of the facts relating to this case. (Grundon Decl., Exh. H, Vance Decl. ¶ 4.) She continued, however, that Wiggins did not participate in directing the litigation. (Id.) Here, there is insufficient evidence of the unity of interest between Wiggins and SAMA or SVVI to add him as an alter ego of the entity. There is likewise insufficient evidence that Wiggins had control of the underlying litigation or was virtually represented in that proceeding. Therefore, Wiggins is not an alter ego judgment debtor, based upon this current showing. Accordingly, Plaintiffs Motion to Add Judgment Debtors is DENIED without prejudice. IT IS SO ORDERED. Dated: July 18, 2024 ___________________________________ Randolph M. Hammock Judge of the Superior Court Any party may submit on the tentative ruling by contacting the courtroom via email at Smcdept49@lacourt.org by no later than 4:00 p.m. the day before the hearing. All interested parties must be copied on the email. It should be noted that if you submit on a tentative ruling the court will still conduct a hearing if any party appears. By submitting on the tentative you have, in essence, waived your right to be present at the hearing, and you should be aware that the court may not adopt the tentative, and may issue an order which modifies the tentative ruling in whole or in part.

Motion to Compel Further Responses to CVRI2302258 MARTINEZ vs FCA US LLC Request for Production by GUILLERMINA MARTINEZ Tentative Ruling: Factual / Procedural Context Plaintiff Guillermina Martinez filed the instant Song-Beverly action regarding a 2021 Jeep Wrangler that contains engine and transmission defects. The complaint, filed 5/1/23, asserts three causes of action: (1) violation of Song Beverly Act – breach of express warranty; (2) violation of Song-Beverly Act section 1793.2, and (3) negligent repair. Trial is set for 9/6/24. *** Plaintiff now moves to compel further responses to special interrogatories nos. 29 and 32. Plaintiff complains that Defendant served boilerplate objections and the discovery is relevant. Plaintiff requests sanctions of $2,620. Defendant contends the interrogatories are overly broad and burdensome and seek irrelevant information. They argue there is no basis for sanctions. Plaintiff contends the information is relevant to determine compliance with Song-Beverly. Analysis A party may file a motion compelling a further response to interrogatories if it finds that the responses are inadequate, incomplete, or evasive, or an objection in the response is without merit or too general. (C.C.P., § 2030.300(a).) A party can claim an inability to respond if they do not have personal knowledge sufficient to respond to an interrogatory, but they must make a “reasonable and good faith attempt to obtain the information.” (C.C.P., § 2030.220(c).) In a motion for an order compelling further response to interrogatories, the burden is on the responding party to justify any objection or failure to answer the interrogatories fully. (Fairmont Ins. Co. v. Superior Court (2000) 22 Cal.4th 245, 255.) Unless notice of the motion is given within 45 days of the service of the response, or any supplemental response, or on or before any specific later date to which the propounding party and the responding party have agreed in writing, the propounding party waives any right to compel a further response. (C.C.P., § 2030.300(c).) Defendant served verifications on 2/20/24 and the parties agreed to extend the meet and confer deadline to 4/23/24. (Lopez Decl., Ex. C.) The motion is timely. The parties are required to meet and confer. (C.C.P. § 2030.300(b).) A good faith meet and confer attempt requires more than just an attempt to persuade the objector of the error of his or her ways, it requires counsel to talk the matter over, compare their views, consult, and deliberate. (Clemente v. Alegre (2009) 177 Cal.App.4th 1277, 1294.) It requires a serious attempt by the moving party to informally resolve each issue with the responses. (Id. at 1293.) Here, the parties sent a letter each. That is insufficient. The meet and confer should be in person, by phone, or some video format. Mail or email are both inadequate for the meet and confer process. Nevertheless, the court will proceed to the merits. On the merits, there are only two interrogatories at issue. Special Interrogatory No. 29 reads: “Do YOU contend that your response to Plaintiff’s pre-litigation repurchase request is a defense to liability under the Song-Beverly Act?” In response, Defendant said: “FCA US objects because this interrogatory seeks information that is not relevant to the subject matter of this litigation and is therefore not reasonably calculated to lead to the discovery of admissible evidence. FCA US also objects to Plaintiff’s definition of the terms “YOU” and/or “YOU” because it is overly broad and compound, and includes entities not owned or operated by FCA US.” Defendant’s objection based on the permissible scope of discovery is an allowable objection. (C.C.P. § 2017.010.) If a timely motion to compel has been filed, the burden is on the responding party to justify any objection or failure to fully answer the interrogatories. (Coy v. Sup. Ct. (1962) 58 Cal.2d 210, 220-221.) Defendant asserts that Plaintiff has already been provided FCA US’s policies and procedures delineated in the Warranty Administration Manual, Dealer Policy Manual, and CAC Policies and Procedures. (Response to Separate Statement.) Defendant’s justification for its objection does not make sense. The interrogatory asks about FCA’s contention regarding its liability. Whether or not FCA produced policies and procedures is not relevant to this interrogatory. A party’s contentions regarding their liability is relevant. (C.C.P., § 2030.010(b) [interrogatories may be based on contentions].) The motion to compel a further response to special interrogatory No. 29 is granted. Special Interrogatory No. 32 states: “State the date on which you contend the SUBJECT VEHICLE first qualified for a vehicle repurchase under the Song-Beverly Act.” In response, FCA said: “FCA US offered to repurchase the Subject Vehicle in or about March 2023.” Plaintiff argues this is simply not responsive. The interrogatory asked when Defendant contends the vehicle first qualified for a repurchase, not when Defendant offered a repurchase. Defendant argues Plaintiff is improperly quibbling with Defendant’s wording. Plaintiff is correct. Defendant’s response simply does not answer the question posed. The motion to compel a further response to special interrogatory No. 32 is granted. The final issue is sanctions. Plaintiff requests $2,620 in sanctions against Defendant and its counsel. Plaintiff’s counsel asserts he spent 2.4 hours drafting the instant motion, an anticipated 2 hours reviewing the opposition and responding, and another 2 hours attending the hearing. Counsel bills at a rate of $400/hour. The filing fee was $60. Plaintiff’s request is not warranted. Defendant did respond to both interrogatories and Plaintiff did not meaningfully attempt to meet and confer. As such, the request for sanctions is denied.

GREENE VS PORSCHE CVRI2301440 CARS NORTH AMERICA, MOTION TO COMPEL INC. Tentative Ruling: This hearing was continued from June 11, 2024, to allow the parties to meet and confer because the definitions provided in the RFPs were confusing and unmanageable. Plaintiff was ordered to file a supplemental declaration five days prior to the continued hearing, but no new briefs have been filed. As such, the Motion to Compel is denied.