This Tentative Ruling is made by Judge Richard Seabolt The motion of Defendants Advantest America, Inc. ("Advantest") and Essai, Inc. ("Essai") for judgment on the pleadings is GRANTED WITH LEAVE TO AMEND. Plaintiff Oztera, Inc. ("Oztera") shall have leave to amend to attempt to state a legally cognizable claim or claims.
BACKGROUND
On November 9, 2019, four siblings, Nasser Barabi, Iraj Barabi, Minou Barabi and Nassrin Barabi ("Sellers") and Advantest entered into Stock Purchase Agreement ("SPA") pursuant to which Advantest purchased from Sellers all of the outstanding shares of common stock of Essai. (First Amended Complaint ("FAC") ¶ 10).) Essai became a subsidiary of Advantest as the result of the SPA.
Section 6.16(b) (Oztera Services; Non-Solicitation) of the SPA states:
"For one year after the date hereof, the Company [Essai] and Buyer [Advantest] shall not, and the Company and Buyer shall not permit any of their Affiliates to, on the one hand, and Oztera shall not, and Ozte
Hearing Date
February 08, 2021
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This Tentative Ruling is made by Judge Richard Seabolt The motion of Defendants Advantest America, Inc. ("Advantest") and Essai, Inc. ("Essai") for judgment on the pleadings is GRANTED WITH LEAVE TO AMEND. Plaintiff Oztera, Inc. ("Oztera") shall have leave to amend to attempt to state a legally cognizable claim or claims.
BACKGROUND
On November 9, 2019, four siblings, Nasser Barabi, Iraj Barabi, Minou Barabi and Nassrin Barabi ("Sellers") and Advantest entered into Stock Purchase Agreement ("SPA") pursuant to which Advantest purchased from Sellers all of the outstanding shares of common stock of Essai. (First Amended Complaint ("FAC") ¶ 10).) Essai became a subsidiary of Advantest as the result of the SPA.
Section 6.16(b) (Oztera Services; Non-Solicitation) of the SPA states:
"For one year after the date hereof, the Company [Essai] and Buyer [Advantest] shall not, and the Company and Buyer shall not permit any of their Affiliates to, on the one hand, and Oztera shall not, and Ozte