Alexandra Jennings Et Al. V. Kenneth Vallier

Case Number: 20STCV41680 Hearing Date: July 9, 2024 Dept: 47 Plaintiff purports to move for sanctions against Defendant Kenneth Corkum for spoliation of evidence. However, no memorandum of points and authorities nor supporting evidence was included with Plaintiffs notice of motion. Moreover, the Court would not be inclined to award sanctions for discovery violations where Plaintiff has secured default against this Defendant and is proceeding to default judgment, as discovery sanctions are to be tailored to the harm caused by the withheld discovery. ( Collisson & Kaplan v. Hartunian (1994) 21 Cal.App.4th 1611, 1618-1619.) Here, because he has secured default and is moving to obtain default judgment, Plaintiff does not appear to have been injured in this respect. Plaintiffs Motion for Sanctions is therefore DENIED.

Case Number: 22SMCV02938 Hearing Date: July 9, 2024 Dept: 205 Superior Court of California County of Los Angeles West District Beverly Hills Courthouse / Department 20 5 BRADLEY J. FISCHER , Plaintiff, v. NEW REPUBLIC PICTURES, LLC, et al., Defendant s . Case No.: 2 2 SMCV0 2938 Hearing Date: July 9 , 2024 ORDER RE: PLAINTIFF BRADLEY J. FISCHERS MOTION TO FILE SECOND AMENDED COMPLAINT UNDER SEAL BACKGROUND This hearing is on Plaintiff Bradley J. Fischers motion to seal portions of the S econd A mended C omplaint (SAC) that refer to a contract which Plaintiff claims is at the core of the issues raised in the SAC . That contract contains an express confidentiality provision prohibiting disclosure of the terms of that agreement to third parties . The Court previously sealed the same materials and information contained in the original Complaint and the First Amended Complaint that are the subject of the instant motion . LEGAL STANDARD An application to seal must be accompanied by a declaration containing facts sufficient to justify sealing. ( Cal. Rules of Court, Rule 2.551(b)(1) .) Plaintiff has not submitted the declaration explaining the facts which justify sealing . Notwithstanding, the Court will consider Plaintiffs motion on the merits . A court may order records to be filed under seal when the following conditions are met: (1) [t]here exists an overriding interest that overcomes the right of public access to the record[s]; (2) [t]he overriding interest supports sealing the record[s]; (3) [a] substantial probability exists that the overriding interest will be prejudiced if the record[s are] not sealed; (4) [t]he proposed sealing is narrowly tailored; and (5) [n]o less restrictive means exist to achieve the overriding interest. (Cal. Rules of Court 2.550(d).) In ruling on a motion to seal, the court must identify (1) the specific information claimed to be entitled to protection from public disclosure, (2) the nature of the harm threatened by disclosure, and (3) any countervailing considerations. ( H.B. Fuller Co. v. Doe (2007) 151 Cal.App.4th 879, 894 .) Therefore, in order to prevail on his or her motion, the moving party must present a specific enumeration of the facts sought to be withheld and the specific reasons for withholding them. ( Id. at 904 .) The California Supreme Court has held that the First Amendment provides a right of access to ordinary civil trial and proceedings. ( NBC Subsidiary (KNBC-TV), Inc. v. Superior Court (1999) 20 Cal.4th 1178, 1212 .) The court further noted its belief that the public has an interest, in all civil cases, in observing and assessing the performance of its public judicial system. ( Id. at 1210 .) There is a presumption of openness in civil court proceedings. ( Id. at 1217 .) Therefore, it is up to this Court to determine if that presumption has been overcome. Courts must find compelling reasons, prejudice absent sealing and the lack of less-restrictive means, before ordering filed documents sealed. ( Hurvitz v. Hoefflin (2000) 84 Cal.App.4th 1232, 1246 ; KNBC-TV , 20 Cal.4th at 1208-1209 n. 25 ; Champion v. Superior Court (1988) 201 Cal.App.3d 777, 787 .) A compelling reason could include the enforcement of binding contractual obligations not to disclose. ( KNBC TV , 20 Cal.4 th at n. 46 ; see also Universal City Studios, Inc. v. Superior Court ¿(2003) 110 Cal.App.4th 1273, 1283 ¿(defendants contractual obligation not to disclose can constitute an overriding interest within the meaning of the predecessor to¿ rule 2.550(d) ) .) A proposed sealing must also be narrowly tailored to serve the overriding interest, such as by sealing only portions of pleadings or redacting particular text that refer to the confidential information . ( In re Marriage of Burkle (2006) 135 Cal.App.4th 1045, 1052, 1070 .) DISCUSSION The California Supreme Court has recognized that enforcement of binding contractual obligations not to disclose may constitute an overriding interest warranting the sealing of records . ( NBC Subsidiary , 20 Cal.4th at n.46. ) Here, t he SAC refers to an agreement between Defendant New Republic Pictures, LLC, its affiliate NRP Film Investments II LLC (NRP), and Paramount Pictures Corporation dated August 12, 2020 (the Paramount Slate Agreement) that contains a very broad confidentiality provision . Th e Paramount Slate Agreement is relevant background for Plaintiffs breach of contract claim as Plaintiff claims the parties contract was modified as a result of the terms of the Paramount Slate Agreement . ( See, e.g. , SAC ¶¶ 25-28, 35, 36, 42, 46. ) T he re is an overriding interest in enforcing the Paramount Slate Agreements confidentiality provision that overcomes any right of public access to the SAC, which does not relate to any matters of general public concern . This Court has already accepted that this information merits sealing . ( See Order Granting Motion to Seal dated January 14, 2023; Minute Order dated June 29, 2023. ) There is also a substantial probability that the parties contractually expressed intention to keep the information contained in the Paramount Slate Agreement confidential would be prejudiced if the SAC is not sealed . Absent sealing, the terms of the Paramount Slate Agreement would be revealed to the public, in contravention of the confidentiality provision . Finally, the proposed sealing is narrowly tailored, and no less restrictive means exists to achieve the overriding interest, as Plaintiff has proposed to only redact those portions of the SAC containing references to the terms of the Paramount Slate Agreement and the parties performance (or non-performance) of their obligations arising out of the Paramount Slate Agreement. CONCLUSION For the foregoing reasons, the Court GRANTS Plaintiffs motion to seal portions of the SAC . IT IS SO ORDERED. DATED: July 9, 2024 ___________________________ Edward B. Moreton, Jr. Judge of the Superior Court

MOTION TO FILE A CROSS- CVRI2306229 MAYS VS ENNIS COMPLAINT Tentative Ruling: GRANT Cross-Complaint to be filed and served within 5 days.

Case Number: 22STCV01204 Hearing Date: July 10, 2024 Dept: 73 7/10/2024 Dept. 73 Hon. Rolf Treu, Judge presiding JAMES CHEUNG v. CHARLES CHEUNG, et al. ( 22STCV01204 ) Counsel for Plaintiff/moving party: David King (King Cheng Miller & Jin, LLP) Counsel for Defendants/opposing party: Kousha Berokim (Berokim Law) PLAINTIFFS motion for AN ORDER (1) GRANTING TERMINATING, ISSUE AND/OR EVIDENTIARY SANCTIONS AGAINST CHARLES CHEUNG AND PINNACLELGS, INC., OR ALTERNATIVELY (2) COMPELLING CHARLES CHEUNG AND PINNACLELGS, INC. TO COMPLY WITH THIS COURTS ORDER OF MARCH 26, 2024; AND (3) MONETARLY SANCTIONS AGAINST CHARLES CHEUNG, PINNACLELGS, INC. AND THEIR ATTORNEY ( filed on 05/06/24) TENTATIVE RULING Plaintiffs Motion for Sanctions against Defendants Charles Cheung and PinnacleLGS, Inc. is GRANTED in part as follows: (1) DENIED as to terminating, issue and evidentiary sanctions; (2) MOOT as to an order compelling Defendants to comply with this Courts March 26, 2024 order; and (3) GRANTED as to monetary sanctions in the amount of $4,500. Defendants Charles Cheung and Pinnacle LGS are ordered to pay the additional sanctions to Plaintiff, by and through counsel of record, in the amount of $4,500, within thirty (30) days. Defendants are also ordered to pay the prior sanctions award entered on March 26, 2024, in the amount of $4,500, within thirty (30) days. I. BACKGROUND On January 12, 2022, Plaintiff James Cheung (Plaintiff) filed this action against Defendants Charles Cheung, Wenjun Long and PinnacleLGS, Inc. Plaintiffs Complaint asserts causes of action for: (1) Dissolution of Partnership; (2) Accounting; (3) Breach of Fiduciary Duty; (4) Fraud; and (5) Breach of Contract. The Complaint alleges that this case is about the Dissolution of a Fifty/Fifty (50/50) Partnership and about an Accounting arising out of the Dissolution of that Partnership. The Partnership started off as a series of Joint Ventures that involved acquiring improved real properties that have the land value potential and that are to be demolished and developed into new multi-family projects. Plaintiff was to fund the down payment, and Defendant Charles Cheung was to fund some down payment and the monthly mortgages of the Purchase Money Loans. (Compl., ¶ 7.) On March 16, 2022, a Cross-Complaint was filed by Pinnacle Wilton LLC, Pinnacle Normandie LLC, Pinnacle LGS, Inc., Charles Cheung and Wejun Long against Cross-Defendants BB Wells Investments, Inc. and James Cheung. The Cross-Complaint asserts causes of action for: (1) Usury and (2) Quiet Title. On May 6, 2024, Plaintiff filed this Motion for Sanctions against Defendants Charles Cheung and Pinnacle LGS, Inc. seeking: · An order (a) granting terminating sanctions against Charles and PinnacleLGS, (b) striking their Answer to Plaintiffs Complaint, and (c) entering default judgment against Charles and Pinnacle LGS on Plaintiffs Complaint and their Cross-Complaint, because they failed to provide any discovery responses in response to the Courts Order granting Plaintiffs six motions to compel further responses. · In the alternative, an order granting issue sanctions against Charles and PinnacleLGS, precluding them from presenting any evidence in opposition to the claims being asserted in Plaintiffs Complaint or any evidence in support of their Cross-Complaint, and designating the following facts as established: o James and Charles were engaged in a joint venture. o That the loan made by James Cheung alleged in Cross-Complainants CrossComplaint was made in the course of and in furtherance of a partnership and joint venture between James Cheung and Charles Cheung, and is not usurious, and/or o Charles breached his fiduciary duties to James in connection with their joint venture. · In the alternative, an order granting evidentiary sanctions against Charles and Pinnacle LGS, precluding them from (a) introducing at the time of trial any evidence in support of their affirmative defenses to Plaintiffs Complaint; (b) introducing any evidence to rebut the claims being asserted against them in Plaintiffs Complaint; or (c) introducing any evidence in support of their Cross-Complaint. · Awarding Plaintiff monetary sanctions against Charles, Pinnacle LGS, and their attorney, Kousha Berokim, jointly and severally, in the amount of $7,200.00 for their misuse of the discovery process, as well as enforcing the prior sanctions award of $4,500, entered on March 26, 2024, payable within ten days of the hearing on this Motion. · On March 26, 2024, this Court granted Plaintiffs six discovery motions against Charles and Pinnacle LGS, requiring that: o (a) Charles serve verified responses to Plaintiffs (i) Demand for Production of Documents, Set One, and (ii) Special Interrogatories, Set One, within thirty days, and pay $500.00 in monetary sanctions. Charles and his attorney have ignored the Courts order. o (b) Pinnacle LGS serve verified responses to Plaintiffs (i) Demand for Production of Documents, Set One, (ii) Special Interrogatories, Set One, (iii) Requests for Admission, Set One, and (iv) Form Interrogatories, Set Two, within thirty days, and pay $4,000.00 in sanctions. Pinnacle LGS and its attorney have also ignored the Courts Order. · Code of Civil Procedure sections 2023.010 and 2023.030 permits a court to award terminating, issue, evidentiary, and/or monetary sanctions against any party that disobeys a court order. · Plaintiff has incurred over $7,200.00 in legal fees in bringing this Motion Defendants filed an opposition, arguing: · Defendants have now served verified discovery responses without objections, thus the motion should be denied. · Plaintiff also failed to meet and confer prior to filing this motion. Plaintiff filed a reply asserting: · Defendants excuse for violating the Courts order for sixty days has no merit. Defendants simply assert that Charles was in Southeast Asia. · Plaintiff was not required to meet and confer prior to filing this motion. · The discovery responses that Defendants served are not code compliant. II. ANALYSIS A. Legal Standard A misuse of the discovery process is failing to respond or to submit to an authorized method of discovery. (Code Civ. Proc., § 2023.010, subd. (d).) A misuse of the discovery process also includes disobeying a court order to provide discovery. (Code Civ. Proc., § 2023.010, subd. (g).) A court may impose issue sanctions, evidence sanctions, or monetary sanctions against a party engaging in misuse of the discovery process. (Code Civ. Proc. § 2023.030.) Where an issue sanction is imposed, designated facts shall be taken as established in the action in accordance with the claim of the party adversely affected by the misuse of the discovery process. (Code Civ. Proc., § 2023.030, subd. (b).) An issue sanction may also involve any party engaging in misuse of the discovery process from supporting or opposing designated claims or defenses. (Code Civ. Proc., § 2023.030, subd. (b).) An evidence sanction involves an order prohibiting any party engaging in the misuse of the discovery process from introducing designated matters in evidence. (Code Civ. Proc., § 2023.030, subd. (c).) A terminating sanction may be imposed by the court by one of the following orders: (1) an order striking out the pleadings or parts of the pleadings of any party engaging in the misuse of the discovery process; (2) an order staying further proceedings by that party until an order for discovery is obeyed; (3) an order dismissing the action, or any part of the action, of that party; or (4) an order rending judgment by default against that party. (Code Civ. Proc., § 2023.030, subd. (d)(1)-(4).) The discovery statutes evince an incremental approach to discovery sanctions, starting with monetary sanctions and ending with the ultimate sanction of termination. ( Doppes v. Bentley Motors, Inc. (2009) 174 Cal.App.4th 967, 992.) Discovery sanctions should be appropriate to the dereliction, and should not exceed that which is required to protect the interests of the party entitled to but denied discovery. ( Ibid .) [C]continuing misuses of the discovery process warrant incrementally harsher sanctions until the sanction is reached that will curb the abuse. ( Ibid .) Where discovery violations are willful, preceded by a history of abuse, and the evidence shows that less severe sanctions would not produce compliance with discovery rules, the trial court is justified in imposing the ultimate sanction. ( Ibid .) A trial court has broad discretion to impose discovery sanctions, but two facts are generally a prerequisite to the imposition of nonmonetary sanctions. ( Biles v. Exxon Mobil Corp . (2004) 124 Cal.App.4th 1315, 1327.) Where discovery sanctions are requested against a party, there must be a failure to comply with a court order and the failure must be willful. ( Ibid .) A decision to order terminating sanctions should not be made lightly. ( Creed-21 v. City of Wildomar (2017) 18 Cal.App.5th 690, 702.) A trial courts order to impose terminating sanctions will be reversed only if it was arbitrary, capricious, or whimsical. ( Ibid .) Trial courts have properly imposed terminating sanctions when parties have willfully disobeyed one or more discovery orders. ( Los Defensores, Inc. v. Gome z (2014) 223 Cal.App.4th 377, 390.) Terminating sanctions are warranted when a partys lack of compliance with the discovery process has caused the opposing party prejudice. ( Doppes v. Bentley Motors, Inc ., supra , 174 Cal.App.4th 967, 989.) B. Discussion Plaintiff moves for terminating, issue and/or evidentiary sanctions against Defendants on the grounds that Defendants failed to comply with the Courts March 26, 2024 Order granting Plaintiffs requests for further discovery responses. In the alternative, Plaintiff seeks an order compelling Defendants to comply with the Courts March 26, 2024 order. Plaintiff also seeks monetary sanctions. Plaintiff asserts that Defendants violated the Courts March 26, 2024 order granting Plaintiffs Motions to Compel Further Discovery Responses and Plaintiffs request for sanctions. The Court ordered compliance with discovery orders and payment of sanctions (total $4,500 against both Defendants and their counsel) to Plaintiffs counsel within 30 days. (Courts 03/26/24 Minute Order, p. 5.) However, at the time that Plaintiff filed the instant Motion, Plaintiff asserts that Defendants have failed to serve supplemental discovery responses or pay the sanctions. In opposition, Defendants argue the motion should be denied because Defendants have complied with the Courts March 26, 2024 Order. Defendants assert that on June 26, 2024, they served verified discovery responses without objections. Defendants also contend that Plaintiff should have met and conferred prior to filing this Motion, but failed to do so. In reply, Plaintiff asserts that Plaintiff was not required to meet and confer prior to filing this Motion. The Court agrees. Defendants citation to Code of Civil Procedure section 2023.010 is misplaced as it does not require the parties to meet and confer prior to filing a motion for sanctions for failing to comply with a court order. In Plaintiffs reply, he also raises arguments that Defendants supplemental responses that were served on June 26, 2024 are not code-compliant. However, since these arguments are raised for the first time in the reply, Defendants have not been afforded an opportunity to respond to these arguments. The purpose of a reply brief is to address arguments made in the Opposition; it may not be used to raise new arguments, present new authorities, or introduce new evidence. Points raised for the first time in a reply brief ordinarily will not be considered because such consideration would either deprive respondent of an opportunity to counter the argument or require the effort and delay of additional brief by permission. ( See, e.g., Marriage of Khera & Sameer (2012) 206 Cal.App.4th 1467, 1477 ("Obvious reasons of fairness militate against consideration of an issue raised initially in the reply brief[.]") Thus, the Court does not address whether Defendants supplemental responses are code-compliant. The Court finds that terminating, issue and evidence sanctions are not appropriate here because Defendants have served the missing supplemental responses. However, the Court also finds that Defendants engaged in discovery abuse by delaying the supplemental responses and refusing to pay sanctions as ordered. The Court ordered that supplemental discovery responses and sanctions were due 30 days after the March 26, 2024 order was issued. Defendants had no reasonable basis for delaying the response and refusing to pay sanctions. Therefore, the Court finds that additional monetary sanctions are warranted against Defendants. The Court grants Plaintiff additional sanctions of $4,500 for 10 hours of attorney time at a rate of $450 per hour. These sanctions are imposed jointly and severally against Defendants Charles Cheung, Pinnacle LGS and their counsel. In sum, terminating, issue and evidentiary sanctions are DENIED. Because Defendants have served the missing supplemental discovery responses, the request for an order compelling Defendants to comply with the Courts order is MOOT. The Court GRANTS Plaintiffs request for monetary sanctions against Defendants Charles Cheung, Pinnacle LGS and their counsel, jointly and severally. Defendants Charles Cheung and Pinnacle LGS are ordered to pay the additional sanctions to Plaintiff, by and through counsel of record, in the amount of $4,500, within thirty (30) days. Defendants are also ordered to pay the prior sanctions award , in the amount of $4,500, entered on March 26, 2024, within thirty (30) days. II. DISPOSITION Plaintiffs Motion for Sanctions against Defendants Charles Cheung and Pinnacle LGS, Inc. is GRANTED in part as follows: (1) DENIED as to terminating, issue and evidentiary sanctions; (2) MOOT as to an order compelling Defendants to comply with this Courts March 26, 2024 order; and (3) GRANTED as to monetary sanctions in the amount of $4,500. Defendants Charles Cheung and Pinnacle LGS are ordered to pay the additional sanctions to Plaintiff, by and through counsel of record, in the amount of $4,500, within thirty (30) days. Defendants are also ordered to pay the prior sanctions award entered on March 26, 2024, i n the amount of $4,500, within thirty (30) days.

Case Number: 23SMCV00723 Hearing Date: July 9, 2024 Dept: I The motion to set aside the default is DENIED. This is a fraud case. Defendant was properly served with the complaint and demurred to it. On September 14, 2023, the demurrer was overruled. Defendant Coti Williams participated in the hearing remotely. At the time the demurrer was overruled, the court specifically informed defendanteardrum to eardrumthat she had 30 days to answer the complaint. Plaintiff waited about 60 days before seeking a default and later a default judgment. The default was entered as against the two individual defendants, but not the entity defendant, which had not been served properly. The court docket clearly and unambiguously reflects that dichotomy. On December 8, 2023, Williams contacted plaintiff and stated that she had a lawyer for herself, but not the entity. On January 18, 2024, plaintiff served defendants with ex parte notice relating to the entity defendant. Defendants did not appear at the ex parte . On January 31, 2024, defendants filed an answer. The answer was filed as to the entity defendantwhich was not in default but it was not accepted as to the individual defendants, as the default precluded them from answering. On June 7, 2024, the court held a hearing. A person appeared who stated that he was a lawyer but did not actually say he represented defendants. He did say that defendants intended to litigate the case. The court advised that person that if a motion to vacate was going to be filed, it should be done quickly. Ten days later, on June 17, 2024, the instant motion was filed. Given the situation, the answer filed on January 31, 2024, is ineffective as to the individual defendants. They were already in default and therefore could not answer. It was effective as to the entity, although it appears that the entity is not a real entity. Williams was served with the default on November 20, 2023, which was long after the time that an answer was due. Williams asserts mistake or excusable neglect. There is neither. The court specifically told Williams on September 14, 2023, that she had to file an answer within 30 days or she could be defaulted. There was no ambiguity in the courts instruction and Williams certainly did not seem confused by it. Nothing in the moving papers suggest any basis for any confusion on that score. Plaintiff could have sought a default 31 days after that hearing, but in an abundance of caution plaintiff waited 60 days. And after obtaining default, plaintiff served defendants with notice of it on November 20, 2023. Again, there could be no confusion and the courts docket is clear that the default was entered as against the individuals. Further, even if defendants truly and honestly believed that they had filed an answer on January 31, 2024, at most it might give rise to an explanation for the delay between then and June, although given the actual docket the court does not think so. But defendants offer no justification for the failure to file an answer as specifically instructed by the court or not moving to vacate the default in the over two months after notice of default was given. Defendants were not misled and there was no mistake. The court finds that the delay was deliberate and tactical. Accordingly, the motion to set aside is DENIED. The court also notes that the motion was not filed within 180 days of entry of the default, which makes it untimely under CCP section 473(b). Given that, the court will enter the default judgment. The court finds the judgment to be proper other than the punitive damages. The amount of punitive damages is not set forth in the complaint (which is propersetting a precise amount is not allowed), and no Statement of Damages was served prior to entry of the default. Plaintiff notes that the various defaults all included the amount sought, but that is not enough. By the time defendants got those documents, the default had already been entered. Further, the court is not satisfied that there has been an adequate showing of defendants financial state. Plaintiff did find some internet evidence that one of the defendants (Pep) is a photographer who has offered pictures for sale at very significant prices. But there is no evidence that any of the pictures actually sold for those amounts or what assets the defendants (or either of them) actually has, or any evidence as to what liabilities they have. There is simply not enough information to justify a punitive damages award. Therefore, plaintiff has a choice. It can accept a default judgment in the amount sought except for punitive damages or it can vacate the default, file a statement of damages, and litigate. If plaintiffs choose the former option, they should submit a revised proposed default judgment promptly, such as within 20 days.

Case Number: 22STCV22161 Hearing Date: July 9, 2024 Dept: 48 SUPERIOR COURT OF THE STATE OF CALIFORNIA FOR THE COUNTY OF LOS ANGELES - CENTRAL DISTRICT ENGINEER.AI CORPORATION, et al., Plaintiffs, vs. TALKDESK, INC., Defendant. ) ) ) ) ) ) ) ) ) ) ) CASE NO.: 22STCV22161 [TENTATIVE] ORDER SUSTAINING IN PART DEMURRER TO FAC; OVERRULING DEMURRER TO CROSS-COMPLAINT; GRANTING IN PART MOTION TO COMPEL PRIVILEGE LOG DOCUMENTS Dept. 48 8:30 a.m. July 9, 2024 On July 8, 2022, Plaintiffs Engineer.ai Corporation, Engineer.ai Global Limited, and Engineer.ai India Private Limited (collectively, Engineer) filed this action against Defendant Talkdesk, Inc. (Talkdesk). On October 5, 2023, Engineer filed a first amended complaint (FAC). On November 7, 2023, Talkdesk filed a demurrer to the FAC. On February 23, 2024, Talkdesk filed a cross-complaint. On April 2, 2024, Engineer filed a demurrer to the cross-complaint. On June 12, 2024, Talkdesk filed a motion to compel production of privilege log documents. LEGAL STANDARD FOR DEMURRER A demurrer for sufficiency tests whether the complaint states a cause of action. ( Hahn v. Mirda (2007) 147 Cal.App.4th 740, 747.) When considering demurrers, courts read the allegations liberally and in context, accepting the alleged facts as true. ( Nolte v. Cedars-Sinai Medical Center (2015) 236 Cal.App.4th 1401, 1406.) TALKDESKS DEMURRER TO ENGINEERS FAC The FAC alleges (1) breach of contract; (2) breach of implied covenant of good faith and fair dealing; and (3) declaratory relief. Talkdesk demurs to the second and third causes of action. A. The Claim for Breach of Implied Covenant is Duplicative of Breach of Contract (Second Cause of Action). Talkdesk argues that the claim for breach of implied covenant of good faith and fair dealing is uncertain and duplicative. (Demurrer at pp. 6-10.) The covenant of good faith and fair dealing, implied by law in every contract, exists merely to prevent one contracting party from unfairly frustrating the other partys right to receive the benefits of the agreement actually made. The covenant thus cannot be endowed with an existence independent of its contractual underpinnings. [Citation.] It cannot impose substantive duties or limits on the contracting parties beyond those incorporated in the specific terms of their agreement. ( Guz v. Bechtel National, Inc . (2000) 24 Cal.4th 317, 349-350.) [T]ort recovery for breach of the covenant [of good faith and fair dealing] is available only in limited circumstances, generally involving a special relationship between the contracting parties, such as the relationship between an insured and its insurer. ( Bionghi v. Metropolitan Water Dist. of So. California (1999) 70 Cal.App.4th 1358, 1370.) Because the covenant of good faith and fair dealing essentially is a contract term that aims to effectuate the contractual intentions of the parties, compensation for its breach has almost always been limited to contract rather than tort remedies. ( Cates Construction, Inc. v. Talbot Partners (1999) 21 Cal.4th 28, 43.) If the allegations do not go beyond the statement of a mere contract breach and, relying on the same alleged acts, simply seek the same damages or other relief already claimed in a companion contract cause of action, they may be disregarded as superfluous as no additional claim is actually stated. ( Careau & Co. v. Security Pacific Business Credit, Inc. (1990) 222 Cal.App.3d 1371, 1395.) That is the case here. The FAC alleges that the MSA contained an implied covenant of good faith and fair dealing that neither party to the contract will do anything to interfere with the rights of the other party to receive the benefits of the contract. (FAC ¶ 33.) Therefore, Talkdesks conduct as described herein prevented Plaintiffs from receiving the benefits under the MSA. (FAC ¶ 35.) This is merely duplicative of the claim for breach of contract and seeks the same damages. (FAC ¶¶ 30, 36.) The demurrer to the second cause of action is sustained without leave to amend. B. Engineer Sufficiently Alleges a Controversy for Judicial Determination (Third Cause of Action). Talkdesk argues that the claim for declaratory relief is an improper attempt to obtain by declaratory relief what Engineer cannot obtain under the terms of the contract. (Demurrer at p. 11.) A person who desires a declaration of his or her rights or duties with respect to another may, in cases of actual controversy relating to the legal rights and duties of the respective parties, bring an action for a declaration of rights or duties, either alone or with other relief. (Code Civ. Proc., § 1060.) The remedy of declaratory relief is cumulative and does not restrict other remedies. (Code Civ. Proc., § 1062.) . . . The mere fact that another remedy is available will not suffice as sufficient grounds for a court to decline a declaration, because declaratory relief is not intended to be exclusive or extraordinary. ( Kirkwood v. California State Automobile Assn. Inter-Ins. Bureau (2011) 193 Cal.App.4th 49, 59.) Engineer seeks a judicial determination as to whether Talkdesk waived its right under the MSA to raise any dispute regarding its unpaid invoices and a declaration that Talkdesk waived its right to dispute the invoice amounts of all of the foregoing invoices. (FAC ¶¶ 39, 62.) Talkdesk argues that this is a request to read out the entire rest of the MSA in favor of its isolated interpretation of a single clause. (Demurrer at p. 11.) That is not the case. Any determination of liability or waiver will still require full contractual interpretation. The demurrer to the third cause of action is overruled. ENGINEERS DEMURRER TO TALKDESKS CROSS-COMPLAINT The cross-complaint alleges (1) breach of contract; (2) intentional interference with contractual relations; (3) attempted extortion; (4) aiding and abetting breach of fiduciary duty; (5) violation of Business and Professions Code section 17200; and (6) declaratory relief. Engineer demurs to all causes of action. A. Talkdesk Sufficiently Alleges Harm Caused by the Side-Switching (Second, Third, and Fourth Causes of Action). Engineer argues that the causes of action related to Phams side-switching are no more than a re-litigation of the Disqualification Order and did not pray for any relief beyond what the Disqualification Order already provided. (Demurrer at p. 7.) The cross-complaint seeks, in part, A preliminary and permanent injunction enjoining Engineer from using Talkdesk confidential, privileged, or protected information that it improperly obtained, and enjoining Engineer from receiving assistance related to matters adverse to Talkdesk from anyone who has received Talkdesk protected information . . . . (Cross-Complaint at p. 26.) Engineer contends that Talkdesk had already received this relief through the Disqualification Order. Plaintiffs had already been enjoined from accessing or using Talkdesks confidential information, or speaking with any person who may have been exposed to Talkdesks confidential information. There is no further relief that would add to the prohibition to which Plaintiffs are already subject. (Demurrer at pp. 7-8.) That is not correct. The Courts February 28, 2023 Disqualification Order was more limited: (1) Engineer, its counsel, its CEO, and its COO were ordered to have no communications with Engineers new counsel except to the extent necessary to transfer case files that do not contain confidential Talkdesk information; (2) Engineer was ordered to designate, with Talkdesks agreement, an individual who will serve as Engineers client representative; (3) all communications by Engineer and by counsel during the transition was to be in writing and first be provided to Talkdesks counsel; and (4) Engineer was ordered to create an ethical wall. Engineer implicitly acknowledges that it is presenting an inaccurate interpretation of the Order: Plaintiffs offered Talkdesk to enter into a stipulated order providing for the injunction against Plaintiffs use of Talkdesk confidential information, except to the extent necessary to defend against the Cross-Complaint. Talkdesk rejected that offer. (Demurrer at p. 8, fn. 1, citations omitted.) Such a stipulated order would be unnecessary if the Disqualification Order did, in fact, already provide that full injunctive relief. Engineer also argues that there is no allegation of recoverable monetary damage, citing the American rule that each party ordinarily pays its own attorney fees. (Demurrer at p. 8.) The cross-complaint alleges that Talkdesk suffered monetary damages in the form of Talkdesks attorneys fees in seeking to have its confidential and privileged information placed under seal or stricken from the public record and in moving to disqualify Mr. Pham and Mr. Lobbin from continuing to work on the Engineer v. Talkdesk litigation. (Cross-Complaint ¶ 67; see Cross-Complaint ¶¶ 71, 86.) Talkdesk attaches a copy of the parties contract, in which the parties agreed, In any action or proceeding to enforce rights under this Capacity Partner Agreement, the prevailing party will be entitled to recover costs and attorneys fees. (Cross-Complaint, Ex. A at p. 3 [PH000370].) Talkdesk therefore sufficiently alleges a basis for recovery of attorney fees. Whether this clause applies to the dispute cannot be determined at this time. (See Demurrer at p. 8, fn. 2.) The demurrer to the second, third, and fourth causes of action is overruled. B. Talkdesk Sufficiently Alleges Engineers Knowledge for Intentional Interference with Contractual Relations (Second Cause of Action). Engineer argues that Talkdesk fails to allege that Engineer knew of the contract at issue and knew that it was interfering with the contracts performance. (Demurrer at pp. 8-9.) The elements which a plaintiff must plead to state the cause of action for intentional interference with contractual relations are (1) a valid contract between plaintiff and a third party; (2) defendants knowledge of this contract; (3) defendants intentional acts designed to induce a breach or disruption of the contractual relationship; (4) actual breach or disruption of the contractual relationship; and (5) resulting damage. ( Pacific Gas & Electric Co., supra , 50 Cal. 3d at p. 1126, fn. 2.) The cross-complaint alleges that Andrew T. Pham was bound by his Employment Agreement and Proprietary Information and Inventions Agreement (PIIA). (Cross-Complaint ¶¶ 32-33.) Engineers senior executives, including at least Sachin Duggal and Joe Norena knew of Mr. Phams ongoing contractual obligations to Talkdesk, including those arising from his Employee Agreement and PIIA. (Cross-Complaint ¶ 64.) This knowledge came, in part, from Phams discussions on behalf of Talkdesk with Engineers CEO, Sachin Duggal, about Engineers claims. (Cross-Complaint ¶ 34.) Mr. Duggal knew or should have known that Mr. Pham was barred from assisting Engineer in that matter [regarding the MSA], having known that he worked on that very issue for Talkdesk, but Mr. Duggal pressed Mr. Pham to betray his obligations to Talkdesk anyway. (Cross-Complaint ¶ 37.) This sufficiently alleges facts about Engineers knowledge of Talkdesks contracts with Pham. Engineer intentionally induced Pham to use Talkdesk confidential, protected, and privileged information for the benefit of Engineer in suing Talkdesk on the MSA and in assisting Engineer in its attempted extortion of Talkdesk., and Engineer caused Mr. Pham to breach his obligation to maintain Talkdesks confidential information as confidential from Engineer and persuaded Mr. Pham instead to actively use Talkdesk protected and confidential information he learned of as Talkdesks fiduciary and lawyer in Engineers complaint filed against Talkdesk in this matter and in the prior April 13, 2022 federal complaint and April 15, 2022 draft complaint. (Cross-Complaint ¶¶ 65-66.) This sufficiently alleges facts about Engineers intentional interference. The demurrer to the second cause of action is overruled. C. Talkdesk Sufficiently Alleges Facts About the Invoices (First and Fifth Causes of Action). Engineer argues that Talkdesk does not allege damages for the first and fifth causes of action for breach of contract and unfair competition. (Demurrer at p. 10.) Specifically, Talkdesks sole alleged damage is the amounts that Talkdesk improperly paid Engineer in reliance of the invoices that Plaintiffs allegedly falsified, and Talkdesk did not allege that it suffered any damage from invoices that it did not pay, because it cannot. ( Ibid. ) Therefore, the First and Fifth Causes of Action are insufficient to the extent that they rely on allegations regarding invoices that Talkdesk never paid. ( Ibid. ) The parties agree that Between February and September of 2020, both Engineer.ai and Talkdesk fully performed under the MSA. (Cross-Complaint ¶ 57, FAC ¶ 17.) Engineer later breached the contract by backdating invoices and tendering false invoices for money not actually owed by Talkdesk. (Cross-Complaint ¶ 60.) Talkdesk was harmed in at least the amounts that it improperly paid Engineer in reliance on the falsified invoices. (Cross-Complaint ¶ 61.) This sufficiently alleges Talkdesks damages. There is no mention of Talkdesk rely[ing] on allegations regarding invoices that Talkdesk never paid. (See Demurrer at p. 10.) Engineer also argues that Talkdesks allegations about backdated invoices borders on frivolous, as it [is] a basic failure of English language comprehension, and the term raising an invoice is an unambiguous British expression under which Engineer was fully compliant. (Demurrer at p. 11.) This argument about contractual interpretation cannot be resolved on demurrer. The demurrer to the first and fifth causes of action is overruled. D. Talkdesk Sufficiently Alleges a Controversy for Judicial Determination (Sixth Cause of Action). Engineer argues that the sixth cause of action for declaratory relief does not concern any present rights and duties and is neither necessary nor proper. (Demurrer at pp. 12-13.) A person who desires a declaration of his or her rights or duties with respect to another may, in cases of actual controversy relating to the legal rights and duties of the respective parties, bring an action for a declaration of rights or duties, either alone or with other relief. (Code Civ. Proc., § 1060.) The remedy of declaratory relief is cumulative and does not restrict other remedies. (Code Civ. Proc., § 1062.) . . . The mere fact that another remedy is available will not suffice as sufficient grounds for a court to decline a declaration, because declaratory relief is not intended to be exclusive or extraordinary. ( Kirkwood v. California State Automobile Assn. Inter-Ins. Bureau (2011) 193 Cal.App.4th 49, 59.) Talkdesk seeks a declaratory judgment that Talkdesk provided proper notice of its intent to terminate the contract on September 18, 2020, that the contract was validly terminated on November 2, 2020, and that it is not obligated to pay any invoice for any services provided by Engineer after that date. (Cross-Complaint ¶ 103.) This is a request for a judicial declaration about Talkdesks legal duty to Engineer in the parties actual controversy about the MSA and Talkdesks duty to pay in the future. The demurrer to the sixth cause of action is overruled. MOTION TO COMPEL PRODUCTION OF PRIVILEGE LOG DOCUMENTS Engineer produced an April 2024 Privilege Log that identified five documents. (Motion at p. 4.) It later produced the document withheld at Entry No. 1, which Talkdesk contends had nothing in the document that suggested any basis for ever withholding the document as privileged. ( Id. at p. 5.) Talkdesk now seeks to compel Engineers production of the other four remaining entries. Talkdesk provides a copy of Engineers April 2024 Privilege Log. (Van Zant Decl., Ex. 1.) A privilege log must identify with particularity each document the responding party claims is protected from disclosure by a privilege and provide sufficient factual information for the propounding party and court to evaluate whether the claim has merit. ( Catalina Island Yacht Club v. Superior Court (2015) 242 Cal.App.4th 1116, 1130 ( Catalina ).) Generally, a privilege log typically should provide the identity and capacity of all individuals who authored, sent, or received each allegedly privileged document, the documents date, a brief description of the document and its contents or subject matter sufficient to determine whether the privilege applies, and the precise privilege or protection asserted. ( Ibid. ) Once the proponent makes a prima facie showing of a confidential attorney-client communication, it is presumed the communication is privileged and the burden shifts to the opponent to establish waiver, an exception, or that the privilege does not for some other reason apply. The opponent may not rely on the communications content to make that showing. ( DP Pham, LLC v. Cheadle (2016) 246 Cal.App.4th 653, 659-660.) Item No. 2 is a February 10, 2020 email from James Barsdorf to Marc Thurlow, which was also copied to Ankur Chawla, John Keefer, and Karandeep Singh Grover. It is described as Email(s) containing a confidential communication between client and attorney made in the course of their attorney-client relationship regarding contract with Talkdesk, Inc. Item No. 3 is February 11, 2020 email from James Barsdorf to Sachin Dev Duggal, which was also copied to Ankur Chawla, Karandeep Singh Grover, John Keefer, Varghese Cherian, and Marc Thurlow. It is described as Email(s) containing a confidential communication between client and attorney made in the course of their attorney-client relationship regarding contract with Talkdesk, Inc. Item No. 4 is a July 31, 2020 reply to comment by Deepak Tehlan, replying to [saurabh@engineer.ai]; @sachmans @spd @marc_thurlow. It is described as Email(s) containing a confidential communication between client and attorney made in the course of their attorney-client relationship regarding contract with Talkdesk, Inc. Item No. 5 is undated Typed word document notes containing a confidential communication between client and attorney made in the course of their attorney-client relationship regarding prospective litigation, and material(s) prepared by attorney in anticipation of the [litigation] reflecting attorneys impressions, conclusions, opinions, or legal research or theories. Engineers Privilege Log suggests that a privilege applies for these documents. Although these items do not identify all parties roles, Item Nos. 2-4 include Marc Thurlow, who Talkdesk knows is Engineers former in-house counsel. (See, e.g., Motion at pp. 4, 7.) Item No. 5 describes attorney work product and communications that are privileged. However, the Privilege Log does not provide sufficient factual information for the propounding party and court to evaluate whether the claim [of privilege] has merit. ( Catalina, supra, 242 Cal.App.4th at p. 1130.) Talkdesk asks the Court to order Engineer to produce the documents withheld at Entry Nos. 2-4 within five (5) days of entry of such order. (Motion at p. 16.) The Court cannot do so. Engineer timely objected on the grounds of privilege and preserved these objections through production of a privilege log, regardless of whether the objections were sufficiently detailed in their response or privilege log and the court, as a matter of law, could not find that they had waived these privileges. ( People ex rel. Lockyer v. Superior Court (2004) 122 Cal.App.4th 1060, 1074-1075.) When confronted with a deficient privilege log that fails to provide the necessary information to rule on attorney-client and work product objections, a trial court may order the responding party to provide a further privilege log that includes the necessary information to rule on those objections, but may not order the privileges waived because serving a deficient privilege log, or even failing to serve a privilege log, is not one of the three statutorily authorized methods for waiving the attorney-client privilege. ( Catalina, supra, 242 Cal.App.4th at pp. 1120 1121.) In reply, Talkdesk asks that the Court alternatively order a supplemental privilege log. The motion is granted in part. Engineer is ordered to produce a supplemental privilege log that provides sufficient factual information for Talkdesk and the Court to evaluate whether the claims of privilege have merit, including the identity and capacity of all individuals who authored, sent, or received each allegedly privileged document, the documents date, a brief description of the document and its contents or subject matter sufficient to determine whether the privilege applies, and the precise privilege or protection asserted. ( Catalina, supra, 242 Cal.App.4th at p. 1130.) The request for sanctions is denied. CONCLUSION The demurrer to the FACs second cause of action is SUSTAINED without leave to amend. The demurrer to the FACs third cause of action is OVERRULED. Talkdesk is ordered to file an answer within 10 days. (California Rules of Court, rule 3.1320(j).) The demurrer to the Cross-Complaint is OVERRULED. Engineer is ordered to file an answer within 10 days. (California Rules of Court, rule 3.1320(j).) The motion to compel privilege log documents is GRANTED IN PART. Engineer is ordered to produce to Talkdesk a supplemental privilege log pursuant to the above instructions within 30 days. Moving party to give notice. Parties who intend to submit on this tentative must send an email to the Court at SMCDEPT48@lacourt.org indicating intention to submit. If all parties in the case submit on the tentative ruling, no appearances before the Court are required unless a companion hearing (for example, a Case Management Conference) is also on calendar. Dated this 9th day of July 2024 Hon. Thomas D. Long Judge of the Superior Court

Matter on the Law & Motion calendar for Wednesday, July 10, 2024, Line 8. PLAINTIFF JOHN BERNARD's Motion For Award Of Attorneys Fees, Costs, And Expenses. Off calendar for noncompliance with Local Rule 2.7(B) (courtesy copies). The motion may be re-set for a Mon.-Thurs. after July 24, with papers to bear new hearing date. In meantime, counsel shall meet and confer to resolve their differences. For the 9:30 a.m. Law & Motion calendar, all attorneys and parties may appear in Department 302 remotely. Remote hearings will be conducted by videoconference using Zoom. To appear remotely at the hearing, go to the court's website at sfsuperiorcourt.org under "Online Services," navigate to "Tentative Rulings," and click on the appropriate link, or dial the corresponding phone number. Any party who contests a tentative ruling must send an email to contestdept302tr@sftc.org with a copy to all other parties by 4pm stating, without argument, the portion(s) of the tentative ruling that the party contests. The subject line of the email shall include the line number, case name and case number. The text of the email shall include the name and contact information, including email address, of the attorney or party who will appear at the hearing. The court no longer provides a court reporter in the Law & Motion Department. Parties may retain their own reporter, who may appear in the courtroom or remotely. A retained reporter must be a California certified court reporter (CSR), for only a CSR's transcript may be used in California courts. If a CSR is being retained, include in your email all of the following: their name, CSR and telephone numbers, and their individual work email address. =(302/RBU)

Case Number: 21STCV12444 Hearing Date: July 10, 2024 Dept: 78 Superior Court of California ¿ County of Los Angeles ¿ Department 78 ¿ ¿ ENCINO NEWCASTLE HOMEOWNERS ASSOCIATION , Plaintiff (s) , vs. DEL SOL PROPERTY MANAGEMENT, INC. , et al., Defendant ( s ) . Case No.:¿ 21STCV12444 Hearing Date:¿ July 10 , 2024 [TENTATIVE] ORDER CONTINUING MOTION FOR OSC RE: CONTEMPT On May 15, 2024, defendant/cross-complainant D el Sol Property Management, Inc. ( D el Sol ) filed the instant motion for an OSC Re: Contempt based on non-party HOA Management Professionals, Inc.s (HMP) purported failure to produce business records pursuant to a subpoena issued on December 29, 2023 . T he hearing date is set for July 10, 2024. On May 28, 2024, HMP filed a motion to quash the December 29, 2023 deposition subpoena for production of business records issued by Del Sol . The hearing date is set for August 13, 2024. Considering the relationship between Del Sols motion for contempt, and HMPs motion to quash its underlying basis, the Court finds it in the interest of judicial efficiency and economy to continue Del Sols motion to be heard at the same time as HMPs related motion. Therefore, on its own motion, the Court CONTINUES Del Sols Hearing on Motion for an Order to Show Cause Re: Contempt (CCP 1209) to August 13, 2024 at 8 :30 a .m. in Department 78 of Stanley Mosk Courthouse. Moving Party is ordered to give notice . DATED: July 9 , 2024 __________________________ Hon. Michelle C. Kim Judge of the Superior Court PLEASE TAKE NOTICE: " Parties are encouraged to meet and confer after reading this tentative ruling to see if they can reach an agreement. " If a party intends to submit on this tentative ruling, the party must send an email to the court at SMCDEPT78@lacourt.org with the Subject line SUBMIT followed by the case number. The body of the email must include the hearing date and time, counsels contact information, and the identity of the party submitting . " Unless all parties submit by email to this tentative ruling, the parties should arrange to appear remotely (encouraged) or in person for oral argument. You should assume that others may appear at the hearing to argue. " If the parties neither submit nor appear at hearing, the Court may take the motion off calendar or adopt the tentative ruling as the order of the Court. After the Court has issued a tentative ruling, the Court may prohibit the withdrawal of the subject motion without leave.