The Hurry Family Revocable Trust v. Frankel

UNITED STATES DISTRICT COURT

MIDDLE DISTRICT OF FLORIDA

TAMPA DIVISION

THE HURRY FAMILY REVOCABLE

TRUST, SCOTTSDALE CAPITAL

ADVISORS CORPORATION and

ALPINE SECURITIES

CORPORATION,

Plaintiffs,

v. Case No: 8:18-cv-2869-CEH-CPT

CHRISTOPHER FRANKEL,

Defendant.

___________________________________/

ORDER

This matter comes before the Court upon Frankel's Renewed Motion for

Judgment as a Matter of Law or Alternatively for a New Trial [Doc. 328], Plaintiffs’

Opposition [Doc. 332], Frankel’s Reply in Support of Judgment as a Matter of Law

[Doc. 343], and the arguments of counsel at the hearing on February 25, 2022. In his

motion, Defendant Christopher Frankel argues that he is entitled to judgment as a

matter of law because Plaintiffs’ Alpine and Scottsdale had no trade secrets; no

evidence showed he was unjustly enriched through misappropriating the purported

trade secrets; and the award was patently unjust. [Doc. 328 at p. 1]. The Court, having

considered the motion and being fully advised in the premises, will DENY Frankel's

Renewed Motion for Judgment as a Matter of Law or Alternatively for a New Trial.

I. BACKGROUND

Plaintiffs, Scottsdale Capital Advisors and Alpine Securities Corporation are

each involved in the broker-dealer business. [Doc. 61 ¶ 10]. Scottsdale is a full-service

broker-dealer focused on serving the OTC (over-the-counter) securities market. Id.

Alpine is a registered broker-dealer that is an industry leader for clearing OTC stock.

Id. Scottsdale and Alpine were previously indirectly owned and/or controlled by

Plaintiff, The Hurry Family Revocable Trust. Id. Defendant Christopher Frankel

served as Alpine’s CEO from approximately July 2015 through July 2018, and then as

a consultant from July 2018 through September 2018. Id. ¶ 17. He joined Vision

Financial Markets, LLC, in June 2019 as VP/Managing Director of Corporate

Services Group and Correspondent Services. [Doc. 316 at 87:3-10].

In this action, Plaintiffs asserted claims against Defendant for breach of contract

and misappropriation of trade secrets in violation of the Defend Trade Secrets Act and

the Florida Uniform Trade Secret Act. [Doc. 61].1 Defendant filed counterclaims for

declaratory judgment—that he did not breach the agreements at issue or

misappropriate Plaintiffs’ trade secrets and/or confidential information—and

1 Count I is the Hurry Family Revocable Trust’s claim against Defendant for breach of the

Non-Disclosure and Confidentiality Agreement (Original NDA). In Count II, Scottsdale and

Alpine assert a claim against Defendant for breach of the Employee Nondisclosure &

Computer Use Agreement (Employee NDA). Scottsdale and Alpine assert that Defendant

violated the Defendant Trade Secrets Act in Count III and the Florida Uniform Trade Secrets

Act in Count IV. As the motion seeks relief only as to the misappropriation claims, the

reference to Plaintiffs is to Alpine and Scottsdale.

malicious prosecution.2 [Doc. 95]. Defendant moved for summary judgment on

August 23, 2019, and the motion was denied on November 25, 2019. [Docs. 114, 139].

The matter was tried before a jury over five days, from April 26, 2021, through

April 30, 2021. [Docs. 315, 316, 317, 318, 319]. At the conclusion of the evidence,

Defendant moved for a directed verdict, arguing Plaintiffs failed to prove damages and

the existence of trade secrets. [Doc 318 at 248:16–249: 17]. The court reserved ruling

pending a verdict. Id. at 254: 20–255: 3. The jury returned a verdict for Defendant on

the breach of contract claims and for Plaintiffs as to misappropriation of trade secrets.3

[Doc. 302]. As to the breach of contract claims, the jury found that Defendant had

breached obligations under the contracts but had caused no damage to Plaintiffs. Id.

at pp. 1-4. The jury also found that Defendant’s misappropriation of trade secrets did

not cause any damage, but they found that Defendant had been unjustly enriched in

the amount of $932,000 as a result. Id. at pp. 4-5. The Court therefore entered a

judgment in favor of Defendant on the breach of contract claims and in favor of

Plaintiffs for misappropriation of trade secrets. [Doc. 304].

Defendant has renewed his motion for judgment as a matter of law and, in the

alternative, seeks a new trial. [Doc. 328]. He argues that he is entitled to judgment as

a matter of law because Plaintiffs Alpine and Scottsdale had no trade secrets; they

2 The claim for malicious prosecution was asserted against Cayman Securities Clearing and

Trading Ltd.

3 The Court notes that the verdict form contains one count for misappropriation of trade

secrets and does not specify either of the two statutes identified in the complaint. Regardless,

as explained below, the elements are the same.

failed to prove, and no evidence showed, that he obtained any unjust enrichment

through misappropriation of their alleged trade secrets; and the jury awarded a

patently incorrect amount for their unsupported, unjust enrichment award. Id. at p. 1.

He specifically identifies four documents—the loan term sheet loan [Doc. 369-9]; Ken

Ralston’s draft employment agreement [Doc. 369-10]; Alpine’s list of top 50 clients

based on commissions paid during the first half of 2018 [Doc. 369-12]; and JX 5, the

anonymous blotter [Doc. 369-16]—and explains why each is not a trade secret. Id. at

pp. 21-22. As to the award of unjust enrichment, Defendant argues that no evidence

showed he used any alleged trade secret to enrich himself; how he enriched himself;

when he did so; and what compensation he received as a result. Id. at pp. 23-24. Lastly,

he argues that the amount awarded for unjust enrichment, $932,000, is patently

incorrect as it is the amount Plaintiffs had claimed as actual damages. Id. at p. 24. In

fact, he argues that Plaintiffs failed to prove the alleged misappropriation generated

any compensation over any period of time. Id. at p. 24. Lastly, he argues that he is

entitled to a new trial because Plaintiffs ambushed him at trial with damage

calculations and methodology that was not disclosed prior to trial and chose to exclude

his witnesses who could refute their claim. Id. at pp. 24-25.

In their response, Plaintiffs contend that because overwhelming evidence

supported their claims, the Court was required to submit them to the jury. [Doc. 332

at p. 2]. More specifically, Plaintiffs point to evidence that they spent considerable

resources over the years to develop and improve the documents Defendant took and

that these documents would provide a tremendous advantage to someone trying to

start their own broker dealer-business. Id. at pp. 3-7. They also point to evidence of the

various methods they employed to protect this information. Id. at p. 7. On the issue of

unjust enrichment, Plaintiffs contend that the documents Defendant took from them

provided him with a huge advantage in starting the Corporate Services Group for his

new employer, Vision Financial Markets, LLC, and he used the information to lure

customers to Vision, thereby enriching himself unjustly. Id. at pp. 8-10. As to the

amount awarded for unjust enrichment, they contend that they are required to prove

the amount of such loss with only as much certainty as is reasonable under the

circumstances and based on the evidence regarding revenue generated from Chicago

Venture Partners, Iliad Research, and St. George Investments for the period from July

9, 2019, until April 30, 2021, a jury could reasonably conclude that $932,000 fairly

represents the value of the top 50 customer list, especially when combined with some

of the other trade secret information taken by Defendant. Id. at pp. 10-13.

Plaintiffs further contend that there is no legitimate basis for a new trial as they

repeatedly explained their damages theory throughout the case. Id. at p. 2. They

explain that Defendant was not ambushed by their damages theory as he knew from

the onset of the case that they were seeking unjust enrichment damages; they explained

in the Joint Pretrial Statement how they would prove unjust enrichment; reiterated

their damages theory at a hearing on a motion for sanctions and to reopen discovery;

and argued at the June 26, 2020 hearing on Defendant’s motion in limine that they

were justified in failing to disclose damages calculations pursuant to Rule 26 because

Defendant had obstructed discovery on the issue, again indicating their intent to use

Vision documents and questions from Frankel’s second deposition in establishing

unjust enrichment. Id. at pp. 14-18. Furthermore, Plaintiffs specifically contend that

Defendant worked diligently to prevent them from discovering damages information

and this substantially justified their failure to disclose a damages calculation, to the

extent they were required to do so. Id. at pp. 18-19. At the same time, Plaintiffs contend

that Defendant did not disclose experts Jarvis or Fife in his Rule 26 disclosures and

substantial portions of their testimony would have been inadmissible as hearsay, so

the Court was well within its discretion to exclude them. Id. at pp. 19-20. Plaintiffs

further contend that there is no basis to conclude their testimony would have had any

significant impact on the outcome of the case such that Defendant was prejudiced by

their exclusion. Id. at p. 20.

II. LEGAL STANDARD

Federal Rule of Civil Procedure 50(a) permits the court to grant judgment as a

matter of law against a party “[i]f a party has been fully heard on an issue during a jury

trial and the court finds that a reasonable jury would not have a legally sufficient

evidentiary basis to find for the party on that issue.” Fed. R. Civ. P. 50(a). Pursuant to

rule 50(b), a party may renew a motion for judgment as a matter of law after trial, if

such a motion is filed no later than 28 days after entry of judgment. Fed. R. Civ. P.

50(b). A court may grant a motion for judgment as a matter of law only if, after

examining “all evidence in a light most favorable to the non-moving party,” it

determines that “there is no legally sufficient evidentiary basis for a reasonable jury to

find” for that party. Aronowitz v. Health-Chem. Corp., 513 F.3d 1229, 1236-37 (11th Cir.

2008); Luxottica Grp., S.p.A. v. Airport Mini Mall, LLC, 932 F.3d 1303, 1310-11 (11th

Cir. 2019); Cleveland v. Home Shopping Network, Inc., 369 F.3d 1189, 1192 (11th Cir.

2004).

In conducting a Rule 50 analysis, the court must refrain from invading the

province of the jury. Indeed, “[c]redibility determinations, the weighing of evidence,

and the drawing of legitimate inferences from the facts are jury functions, not those of

a judge.” Cleveland, 369 F.3d at 1193. A court may “not second-guess the jury or

substitute” its judgment for that of the jury if the jury's verdict is supported by sufficient

evidence. Lipphardt v. Durango Steakhouse of Brandon, Inc., 267 F.3d 1183, 1186 (11th

Cir. 2001); Luxottica Grp, 932 F.3d at 1311. “The district court must deny the motion

‘if substantial evidence exists in opposition to the motion such that reasonable people,

exercising impartial judgment, might reach differing conclusions.’ ” United States v.

Approximately $299,873.70 Seized From a Bank of Am. Acct., 15 F.4th 1332, 1342 (11th

Cir. 2021) (quoting Commodores Ent. Corp. v. McClary, 879 F.3d 1114, 1130 (11th Cir.

2018)).

“Where alternative motions for judgment as a matter of law and for new trial

are presented, the court should rule first on the motion for judgment, and ‘whatever

his ruling thereon he should also rule on the motion for a new trial, indicating the

grounds of his decision.’ ” Johnson v. Clark, 484 F. Supp. 2d 1242, 1246 (M.D. Fla.

2007) (quoting Montgomery Ward & Co. v. Duncan, 311 U.S. 243, 253 (1940)). Pursuant

to Rule 59(a), Federal Rules of Civil Procedure, “[t]he court may, on motion, grant a

new trial on all or some of the issues--and to any party. . . after a jury trial, for any

reason for which a new trial has heretofore been granted in an action at law in federal

court.” Fed. R. Civ. P. 59(a). The Supreme Court has noted that a party may seek a

new trial on grounds that “the verdict is against the weight of the evidence, that the

damages are excessive, or that, for other reasons, the trial was not fair to the party

moving; and may raise questions of law arising out of alleged substantial errors in

admission or rejection of evidence or instructions to the jury.” Montgomery Ward, 311

U.S. at 251. “[N]ew trials should not be granted on evidentiary grounds unless, at a

minimum, the verdict is against the great—not merely the greater—weight of

evidence.” Lipphardt, 267 F.3d at 1186; see Redd v. City of Pheonix City, Ala., 934 F.2d

1211, 1215 (11th Cir. 1991) (“When there is some support for a jury's verdict, it is

irrelevant what we or the district judge would have concluded.”). To make this

determination, the trial judge must independently weigh the evidence favoring the jury

verdict against the evidence in favor of the moving party. Williams v. City of Valdosta,

689 F.2d 964, 973 (11th Cir. 1982). A trial judge should not substitute her own

credibility choices and inferences for the reasonable credibility choices and inferences

made by the jury. Id. at 973, n.7.

III. DISCUSSION

The Court will first address the request for a judgment as a matter of law on the

issues regarding the existence of trade secrets and the award of damages to Plaintiffs

for unjust enrichment from Defendant’s misappropriation of their trade secrets. As

such, the Court will examine the evidence presented by the parties at the trial in this

matter. The Court will then address whether a new trial is warranted.

Judgment as a Matter of Law

a. Trade Secrets

The complaint asserts claims for misappropriation of trade secrets in violation

of both federal and Florida law. Both statutes require proof of the same elements to

establish a trade secret. The information (i) must derive independent economic value

from not being generally known to, and not being readily ascertainable by proper

means by, other persons who can obtain economic value from its disclosure or use and

(ii) is the subject of efforts that are reasonable under the circumstances to maintain its

secrecy. See Fla. Stat. § 688.002(4); 18 U.S.C. § 1839(3). “[W]hether something is a

trade secret is a question typically ‘resolved by a fact finder after full presentation of

evidence from each side.’ ” Compulife Software Inc. v. Newman, 959 F.3d 1288, 1311

(11th Cir. 2020) (quoting Yellowfin Yachts, Inc. v. Barker Boatworks, LLC, 898 F.3d 1279,

1298-99 (11th Cir. 2018)).

The Information

At trial, Defendant admitted that he forwarded the following items to his

personal email address: a list of Alpine and Scottsdale’s top 50 clients with revenue

numbers [Doc. 316 at 100:6-101:7; Doc. 369-12]; a draft Employment Agreement

[Doc. 316 at 103:16-21; Doc. 369-10]; an Alpine Secured Revolving Credit Facility

Term Sheet [Doc. 316 at 88:13-89:2; Doc. 369-9]; and emails attaching, inter alia,

Alpine’s Written Supervisory Procedures, Alpine’s Confidential 2016 Financial

Statements with Reports, and Alpine’s bylaws. [Doc. 316 at 110:4-111:18; 115:20-

116:20; Docs. 369-1 through 369-7; Doc. 369-8]. He also acknowledged that he

received a trade blotter from Randy Jones, who was working with either Alpine or

Scottsdale at the time. [Doc. 316 at 136:12-137:11; Docs. 369-16, 369-18].

i. Trade Blotter

Plaintiffs’ corporate representative, John Hurry, testified at trial. [Doc. 318 at

177:3-8]. According to the testimony of Mr. Hurry, “a trade blotter is kind of like the

blood, the heart of a business.” Id. at 155:21-22. It would include “the quantity of

shares, the price and the symbol, whether it was bought, whether it's sold, . . . trade

date, and in some cases settlement date”—but could have more or less information.

Id. at 155:8-15. Someone in the industry could tell a lot about a business, including its

profitability, margins, costs, and revenue sources by looking at the business’ trade

blotter. Id. at 158:2-13. One could use a trade blotter to calculate payments for order

flow, estimates for commissions, risks of the business, costs of the business, gross

revenue of the business, and transactional fees. Id. at 155:19-156:4, 156:21-157:1.

Scottsdale and Alpine’s General Counsel, Michael Cruz, also presented evidence as to

the value of the trade blotter. [Doc. 315 at 69:25-70:18]. He explained that the

information in a trade blotter has a lot of significant value to start a business and gives

a potential competitor an advantage to step into the marketplace immediately and

begin competing. Id. at 132:22-134:8.

In reply, Defendant cites testimony from Mr. Cruz that it is impossible to know

from the blotter which customer and broker were involved in the trades and the type

of trade. [Doc. 316 at 44:15-46:4]. Additionally, Defendant testified that he does not

know who are the customers listed on the blotter. [Doc. 317:15-25]. He also testified

that Plaintiffs cleared securities through Vision for quite some time, since at least the

beginning of 2020, and offered far more information than is given on the trade blotter,

including “detailed trade information about the customer, the price, the security and

everything.” [Doc. 316 at 50:1-20, 60:11-17].

ii. Top 50 Client List

Mr. Hurry testified that the top 50 client list contained year to date commissions

of Plaintiffs’ top 50 customers. [Doc. 318 at 159:7-14]. The clients on the list generate

“far more than just a simple majority” of Plaintiffs’ revenue and the information

presented would allow someone to know “who the biggest customers are and their

business . . . the risk of the business, the profitability of the business, and the revenue

of the business.” Id. at 161:3-11. It took tens of years to build up the kinds of

relationship Hurry had with customers on the list and to generate the kind of business

reflected by the list. Id. at 161:15-18. Mr. Hurry further testified that the information

was considered proprietary and confidential because it would give someone a direct

map on who to call on. Id. at 160:2-13. In fact, they would never want a competitor to

have this information and would never make this information available to the public.

Id. at 160:14-17; 161:21-25. Mr. Hurry further explained that if someone had

possession of this information together with its proprietary trade blotter, they would

have a “massive advantage” in competing with Plaintiffs and could just take Plaintiffs’

business. Id. at 160:18-161:1; 161:21-162:5.

To support his request for judgment as a matter of law, Defendant points to his

testimony that the Top 50 Client List is not a special list that is developed by marketing

strategy or analysis to identify a particular type of customer that would be inclined to

buy or do business with Alpine. [Doc. 317 at 100:17-21, 101:13-15]. In fact, he testified

that “who these customers are and the fact that they engage in this type of business is

pretty well-known if you're in the space,” and “finding them is pretty doggone easy.”

Id. at 100:21-23; Doc. 316 at 254:25-255:6. He knew of at least half of the accounts

before he started at Alpine. [Doc. 317 at 99:11-100:2]. Defendant specifically testified

that he knew about Chicago Venture because “they had accounts at the firm that [he]

was the CEO of, COR Clearing,” and because they are regularly engaged in financings

in the microcap business. [Doc. 318 at 57:16-58:9]. Additionally, he testified that

Chicago Venture had tried to open an account with Vision in January 2019. Id. at

56:22-25.

iii. Pricing Structure

Plaintiffs contend that their pricing structure and offerings are trade secrets and

that they confidentially offer different pricing to different customers based on the scale

and quantity of their business. [Doc. 332 at p. 6]. Mr. Cruz testified that because a lot

of its customers have accounts at other firms, knowledge of “what they do, . . . the

stocks they trade in, [and] how they trade” could give Plaintiffs an advantage in

negotiating pricing with its customers and how much they do. [Doc. 315 at 77:7-21].

He further testified that while fees stay pretty consistent, Plaintiffs’ best customers

receive better rates than those published on the website. [Doc. 316 at 73:3-11]. He

explains that some customers bring in low quality business that may require more time

for due diligence and there is a price that goes into that. Id. at 73:13-21. At the same

time, he explained that some transactions go smoothly and that Plaintiffs can give

those customers a very good rate in order to attract them. Id. at 73:21-74:2. Plaintiffs’

bigger, better customers are more likely to get better rates. Id. at 74:18-22. The

schedules or commissions that would be used in those situations would not be

published online but are negotiated on a case-by-case basis. Id. at 74:3-6. If a

competitor had knowledge of this information, they would have a “huge advantage”

in being able to undercut Plaintiffs’ price to take the business. Id. at 74:7-14. In reply,

Defendant cites his testimony that Alpine publishes their fee schedule on their website.

[Doc. 316 at 52:17-19; Doc. 317 at 28:11-29:13; Doc. 303-1 at pp. 5-6].

iv. Employment Contracts, Rules, Procedures, and Loan Term Sheets

Plaintiffs also contend that their contracts, rules and procedures, and financial

statements are proprietary and confidential documents. [Doc. 318 at 162:6-12]. These

documents “would be really helpful, if not extraordinarily helpful, to start a firm.” Id.

at 162:6-16. Mr. Hurry explained that its contracts are expensive to develop and its

rules and procedures involve an ongoing effort as every time something changes they

have to be updated. Id. at 162:6-163:17. He further testified that if someone wanted to

create their own broker-dealer firm to compete with Plaintiffs and had all of those

documents, “[t]hey would be at a very big distinct advantage.” Id. at 163:18-21.

As to the loan term sheet [Doc. 369-9], Cruz explained that it is a term sheet for

a secure revolving line of credit and that at the time, Alpine’s holding company was

seeking to raise capital to provide funding capacity for Alpine to clear trades. [Doc.

315:116:1-21]. The purpose of the term sheet was to help Alpine meet certain liquidity

requirements to clear trades through the Depository Trust and Clearing Corporation,

which acts as a national clearing corporation to facilitate the electronic trading of

securities. Id. 117:23-25; 73:13-74:6. Cruz further testified that “as a matter of practice

. . . a term sheet is typically internal, confidential, until it’s . . . finalized in the form of

an offering document.” Id. at 118:24-119:6. The record reflects testimony from

Defendant that confidentiality never entered his mind as to that document. [Doc. 317

at 217:11-218:4]. However, he admitted that he does not know anywhere in the public

where he can get this information if it is not voluntarily disseminated by the owner. Id.

at 218:23-219:5.

Mr. Cruz also offered testimony that Plaintiffs’ Written Supervisory Procedures

(WSPs) are pared for their business and regulatory environment. [Doc. 315 at 79:11-

24]. He explained that WSPs “grows year after year through regulatory exams and

case law that comes out,” and becomes a living breathing document. Id. at 78:24-

79:17]. According to Cruz, if he was working at another firm and had to go create one,

he “couldn't just download somebody else's WSPs.” Id. at 79:18-24. This is because it

requires “a lot of legal sort of . . . analysis of the business.” Id.

To refute Plaintiffs’ claim that the Written Supervisory Procedures are trade

secrets, Defendant cites Cruz’s admission on cross examination that the template used

for this document “came from Wolters Kluwer, which is one of the publishers that

offers broker-dealers these massive documents that are WSPs.” [Doc. 315 at 168:18-

169:12]. Cruz indicated that Defendant helped tweak the form for things unique to the

firm. Id. at 169:13-17.

As to the financial information at issue, the record reflects that Defendant

emailed himself a list of financial documents, including "Alpine Securities 2016

Financial Statements With Reports -Confidential," which described accounts payable,

policy numbers of accounts and amounts firm by firm. [Doc. 316 at 110:7-111:6, 117:8-

17; Doc. 317 at 213:9-214:7]. At trial, Defendant acknowledged that many of these

attachments are confidential. Id. at 114: 24-115:9. Cruz presented testimony that

Plaintiffs would not disclose either their audit or financial statements to third parties

unless there was some business purpose and there was a non-disclosure agreement.

[Doc. 315 at 156:3-8].

However, Defendant points out in his reply that Cruz admitted at trial that a

short version of Alpine’s audit, excluding cashflows and income statement, is

published on the Securities and Exchange Commission’s website. [Doc. 316 at 52:20-

53:15]. Cruz also acknowledged that interim six-month financial statements is

published on Alpine’s website, which includes balance sheet information and net

capital calculation. Id. at 53:16-54:20.

Measures to Protect

Plaintiffs provided evidence that they try to prevent their confidential

information from entering the stream of commerce. [Doc. 315 at 81:20-82:2].

According to Cruz, Plaintiffs take steps at different levels to protect their confidential

information. Id. at 79:25-80:3. He explained that “anyone who comes on board . . . is

required to sign an agreement, . . . the employee computer use agreement” and that

the employee handbook, the WSP manual, reinforces that Plaintiffs’ information is

important to Plaintiffs and is confidential, and they should protect it. Id. at 80:3-11.

Additionally, each employee is required to fill out and complete a compliance

questionnaire, each year, acknowledging receipt of the WSP manual, that they

understand it, that they have not disclosed any confidential information, and that they

have complied with their obligations. Id. at 80:12-19. Employees also receive annual

training in modules including “customer protection information, Reg S-P, [and]

privacy.” Id. at 80:20-81:2.

Cruz further testified that systematic protections are also in place to protect

Plaintiffs’ information. Id. at 81:3. He described these protections as follows:

We have servers and computer systems from our IT

department that are designed with firewalls, we block access

to many websites, we restrict access to websites that have

personal e-mail and we block them. Like, you know, if you

wanted to log into your Gmail account at work, that's -- you

know, that's blocked, that's prohibited, unless you have a

need for that, and that's approved on a case-by-case basis,

but, you know, generally all that is blocked.

Our computers themselves, the CDs, unless you're a

compliance person or a legal person like me and you burn

CDs to produce to regulators or respond to subpoenas, you

know, you don't have access to your CD burner on your

computer. Same thing with thumb drives. You know,

there's -- you know, there are things that are listed out on

both firms' procedures that really spell out all those steps.

Id. at 81:3-16; 94:3-15. Additionally, employees are required to change passwords

every sixty days. Id. at 84:10-14. Plaintiffs also undergo annual internal audits and

external audits by their regulators where the security processes are tested, including

engaging IT personnel to try to hack their systems to determine how vulnerable it is.

Id. at 84:15-21. Methods are also employed to restrict physical access to Plaintiffs’

facilities. Id. at 84:1-5. For example, at Alpine, employees are restricted by their badges

to certain areas where they work. Id. at 84:2-10. The steps taken at Scottsdale are

similar to those taken at Alpine.4 Id. at 95:23-96:11.

Analysis

Again, the Court must view “all evidence in a light most favorable to the non-

moving party,” in determining whether “there is no legally sufficient evidentiary basis

for a reasonable jury to find” for that party. Aronowitz, 513 F.3d at 1236-37; Luxottica

Grp., S.p.A., 932 F.3d at 1310-11. As the jury in this case rendered a general verdict—

it did not specify what it found to be a trade secret—the Court need only find sufficient

evidence as to one trade secret. See Fin. Info. Techs., LLC v. iControl Sys., USA, LLC, 21

F.4th 1267, 1272 (11th Cir. 2021) (“First, the jury rendered a general verdict—it didn't

specify which of the seven alleged trade secrets iControl misappropriated.

Accordingly, Fintech needs to show evidence of misappropriation only as to one.”).

Both the federal and Florida trade secret statutes require that the business information

has independent economic value from not being generally known to, and not being

readily ascertainable by proper means by, other persons who can obtain economic

4 However, Mr. Cruz notes that Alpine is a lot more restrictive than Scottsdale as it relates to

virtual remote log-in.

value from its disclosure or use and is the subject of efforts that are reasonable under

the circumstances to maintain secrecy. See 18 U.S.C. § 1839(3); Fla. Stat. § 688.002(4).

Upon consideration of the evidence in this case, a jury could reasonably find

that Plaintiffs provided sufficient evidence to establish that their Top 50 Customer List

and pricing structure are trade secrets.5 “A customer list can constitute a ‘trade secret’

where the list is acquired or compiled through the industry of the owner of the list and

is not just a compilation of information commonly available to the public.” Bridge Fin.,

Inc. v. J. Fischer & Assocs., Inc., 310 So. 3d 45, 48 (Fla. 4th DCA 2020) (quoting E.

Colonial Refuse Serv., Inc. v. Velocci, 416 So. 2d 1276, 1278 (Fla. 5th DCA 1982)), review

denied, No. SC21-34, 2021 WL 1250869 (Fla. Apr. 5, 2021). Mr. Hurry presented

evidence that it took tens of years to build up the kinds of relationship Plaintiffs had

with customers on the Top 50 Customer List and to generate the kind of business

reflected therein, that the list was considered proprietary and confidential because it

would give someone a direct map on who to call on, that Plaintiffs would never want

a competitor to have this information, and that Plaintiffs would never make this

information available to the public. [Doc. 318 at 160:2-17, 161:21-25]. A jury presented

with this information could certainly find that Plaintiffs’ Top 50 Customer List derived

independent economic value from not being generally known to, and not being readily

5 Having found that sufficient evidence was presented for the jury to conclude that the Top 50

Customer List and pricing structure are trade secrets, the Court need not address the

remaining items that Plaintiffs assert are trade secrets. As the verdict in this case is general,

the Court need only find that there was enough evidence to establish one trade secret. See Fin.

Info. Techs, 21 F.4th at 1272.

ascertainable by proper means by, other persons who can obtain economic value from

its disclosure or use.

The jury was not required to accept Defendant’s testimony that the list is not a

special list developed by marketing strategy or analysis, that he knew of at least half of

the accounts before he started at Alpine, and that finding these customers in the

microcap space “is pretty doggone easy.” [Doc. 317 at 99:11-100:2, 100:17-21, 101:13-

15; Doc. 316 at 254:25-255:6]. Plaintiffs provided sufficient evidence from which a

jury could reasonably find that the customer list was a trade secret. See Bridge Fin., Inc.,

310 So. 3d at 48; East v. Aqua Gaming, Inc., 805 So. 2d 932, 934 (Fla. 2d DCA 2001)

(holding that there is sufficient evidence to support the trial court's determination that

Aqua Gaming's customer list and the other exhibited information qualifies as a trade

secret because “Aqua Gaming showed that its customer list was the product of great

expense and effort, that it included information that was confidential and not available

from public sources, and that it was distilled from larger lists of potential customers

into a list of viable customers for its unique business”); Bridge Fin., Inc. v. J. Fischer &

Assocs., Inc., 310 So. 3d 45, 49 (Fla. 4th DCA 2020) (finding that “[t]he evidence

demonstrated that JFA's client list was a trade secret” and reasoning that the client list

included not only the clients’ names and addresses but also copies of the clients’ tax

returns and all the information used to prepare those returns and JFA spent a

significant amount of time, effort, and money developing the client list, which was

kept on JFA's password protected server and was not publicly available), review

denied, No. SC21-34, 2021 WL 1250869 (Fla. Apr. 5, 2021).

There is a legitimate business interest in protecting one’s

confidential pricing scheme and business strategies. See Larweth v. Magellan Health,

Inc., 841 F. App'x 146, 154 (11th Cir. 2021). Here, Plaintiffs provided evidence that

their best customers receive better rates than those published on the website. [Doc. 316

at 73:3-74:22]. Those rates would not be published online but are negotiated on a case-

by-case basis. Id. at 74:3-14. If a competitor had knowledge of this information, they

would have a “huge advantage” in being able to undercut Plaintiffs’ price to take their

business. Id. Taking this evidence in the light most favorable to Plaintiffs, a jury could

reasonably conclude that Plaintiffs’ pricing structure derived value from not being

known and not being readily ascertainable.

Additionally, Plaintiffs provided evidence of a host of measures that they

employed to maintain the secrecy of their business information. Among other things,

all employees are required to sign a computer use agreement, are advised as to the

confidentiality of Plaintiffs’ information, and must complete compliance

questionnaires each year regarding their compliance with their obligations to maintain

the confidentiality of Plaintiffs’ information. Plaintiffs employed additional safeguards

including systematic restrictions that prohibit employees from accessing personal

emails and from using CD burners and thumb drives, as well as physical restrictions

limiting employee access only to their workspaces. A reasonable jury could not find

that Plaintiffs “abandoned all oversight in the security” of its information. Yellowfin

Yachts, Inc., 898 F.3d at 1301 (addressing reasonable efforts under FUTSA). Plaintiffs

provided more than enough evidence from which the jury could reasonably find that

both their Top 50 Customer List and their pricing structure constitute trade secrets.

b. Unjust Enrichment

Defendant next argues that he is entitled to judgment as a matter of law because

Plaintiffs failed to prove, and no evidence showed that he obtained any unjust

enrichment through misappropriation of Plaintiffs’ alleged trade secrets. [Doc. 328 at

p. 1]. He specifically argues that he unequivocally denied using any of Plaintiffs’

Confidential Information in working with Chicago Ventures, Iliad Research, and St.

George, or any other client and Plaintiffs offered no evidence to refute this. Id. at p.

23. He further argues that Plaintiffs failed to offer any evidence that any client switched

to Vision or what he did to enrich himself. Id. at pp. 23-24.

The Court first notes that unjust enrichment is not a discrete cause of action in

this case. Rather, it was pleaded as a form of relief for Defendant’s misappropriation

of Plaintiffs’ trade secrets. [Doc. 61, Count III at ¶ 54, Count IV ad damnum clause].

Both the federal and the Florida statutes allow for recovery of unjust enrichment. See

18 U.S.C. § 1836 (b)(3)(B)(i)(II); Fla. Stat. § 688.004(1). “In pursuing such damages,

‘[a] plaintiff's burden of proof ... is liberal and is satisfied by showing the

misappropriation, the subsequent commercial use, and ... evidence by which the jury

can value the rights the defendant has obtained.’ ” Advantor Sys. Corp. v. DRS Tech.

Servs., Inc., 678 F. App'x 839, 853 (11th Cir. 2017) (citing Premier Lab Supply, Inc. v.

Chemplex Indus., Inc., 94 So.3d 640, 644 (Fla. 4th DCA 2012)). As Defendant’s basis

for relief is grounded on the evidence as to his use of the trade secrets, the Court will

confine its review to evidence of his use.

At trial, Defendant testified that before joining Vision, he did not bring any

clients to any of the firms he worked at including Alpine. [Doc. 316 at 211:19-215:3].

He also admitted sending himself a copy of Alpine’s Top 50 Customer List on July 31,

2018, the day before his last day at Alpine. Id. at 100:6-7. Chicago Venture is the top

client on the list based on commissions paid to Alpine. [Doc. 369-12; Doc. 316 at

204:16-22]. Iliad Research is listed as generating the fifth highest commission and St.

George Investment is listed as generating the sixth highest commission for Alpine.

[Doc. 369-12]. All three entities are owned by John Fife. [Doc. 316 at 215: 15-17].

Almost a year after Defendant left the employ of Plaintiffs, he emailed Vision’s pricing

schedule to Chicago Venture on May 22, 2019. Id. at 205:17-207:22. John Fife was

copied on the email. Id. at 206:8-10.

In his email, he stated: “As you will see, we are quite a bit less expensive than

what you have historically paid. There is no settlement nor execution fee involved.”

Id. at 208:1-20. In a later email on the email chain, he explained:

I believe I am saving you 1/2 percent over what you are

paying at Scottsdale on the first dollar. I think you have

been paying 3-1/2 percent commission plus 1-1/2 percent

settlement fee, for a total of 5 percent. I'm not sure whether

they were hitting you with the additional 2-1/2 percent

execution plus the $5,000 a month B.S. I am also saving you

a $295 deposit.6

6 “[T]he $5,000 a month B.S.” referred to was the $5,000 monthly charge to maintain an

account at Scottsdale or Alpine. [Doc. 317 at 135:12-15].

Id. at 208:21-211:18. Shortly after Defendant joined Vision in around June 2019, Fife

opened up accounts at Vision for Chicago Venture, Iliad Research, and St. George. Id.

at 215:4-6, 216:12-15. Defendant acknowledged that he had most of the initial

interaction with Chicago Ventures at Vision. [Doc. 316 at 217:3-5]. As of August 7,

2019, John Fife had brought a couple hundred grand worth of business to Vision. Id.

at 215:22-25, 216:8-11. The entities create at least a hundred thousand dollars in

commissions per month. Id. at 218:8-23. Defendant also testified that the commissions

paid by John Fife’s entities go into the Corporate Services Group revenue bucket, from

which he gets a share from 20 per cent of the profits. Id. at 217: 7-218:7.

Defendant offered evidence that John Fife’s entities reached out to him and that

he did not use any of Plaintiffs’ confidential information in getting Fife’s entities to

agree to Vision’s fixed schedule. [Doc. 317 at 130:23-132:1, 135:1-136:23]. However,

as the trier of fact, the jury was not obligated to accept Defendant’s evidence, given

the evidence presented by Plaintiffs. See Hinson v. Clinch Cty., Georgia Bd. of Educ., 231

F.3d 821, 827 (11th Cir. 2000) (“[W]e must consider the entire record, but ‘disregard

all evidence favorable to the moving party that the jury is not required to believe.’ ”)

(quoting Reeves v. Sanderson Plumbing Prods., Inc., 530 U.S. 133, 151 (2000)). As the

court noted in Eghnayem v. Bos. Sci. Corp., 873 F.3d 1304, 1321 (11th Cir. 2017), “the

weighing of conflicting evidence is properly for the jury.” A jury could very well find

that the evidence showed Defendant used Plaintiffs’ Top 50 Clients List and

confidential pricing information in soliciting Vision’s business and negotiating rates.7

This is a reasonable view of the evidence, especially in light of Defendant’s testimony

that he had not brought clients with him when he left any of his prior firms8 and his

email negotiating rates with Fife’s entities—where he specifically compared Vision’s

rates to that of Plaintiffs. The motion is therefore due to be denied on this basis.

c. Amount

Defendant’s final argument for judgment as a matter of law is that the amount

awarded for unjust enrichment is patently unjust. [Doc. 328 at p. 24]. He specifically

argues that damages for unjust enrichment could not exceed $264,000, which was the

only evidence of his compensation, and that Plaintiffs did not prove the extent to

which the commissions paid by John Fife’s entities funded the $264,000. Id.

A defendant’s unjust enrichment due to the

misappropriation of trade secrets may be measured in

several ways including “value of the plaintiff's lost profits,

the defendant's actual profits from the use of the trade

secret, the value a reasonably prudent investor would have

paid for the trade secret, the developmental costs the

defendant avoided by the misappropriation, and a

reasonable royalty.”

Healthplan Servs., Inc. v. Dixit, No. 8:18-CV-2608-SDM-AAS, 2021 WL 4927434, at *5

(M.D. Fla. May 27, 2021) (quoting Wellogix, Inc. v. Accenture, L.L.P., 716 F.3d 867, 879

(5th Cir. 2013), report and recommendation adopted, No. 8:18-CV-2608-SDM-AAS, 2021

7 Plaintiffs contend that “[Defendant] used trade secrets to lure away at least 13 of [their] top

clients.” [Doc. 332 at p. 9].

8 Defendant admitted that he brought no clients to COR/Legent when he moved from

GunnAllen Securities and he brough no clients to Alpine when he left COR/Legent. [Doc.

316 at 211:19-215:3].

WL 4926752 (M.D. Fla. July 22, 2021). As the appellate court explained in Advantor

Sys. Corp., a plaintiff's burden of proof in pursuing unjust enrichment damages is liberal

and is satisfied by showing, among other things, evidence by which the jury can value

the rights the defendant has obtained. 678 F. App'x at 853. “The law of damages as

applied in misappropriation of trade secret cases holds that when some damage is

proven and the uncertainty lies only in the amount of damages, recovery may be had

if there is proof of a reasonable basis from which the amount can be inferred or

approximated.” Perdue Farms Inc. v. Hook, 777 So. 2d 1047, 1051 (Fla. 2d DCA 2001)

(quotation omitted).

In their response to Defendant’s motion, Plaintiffs contend that “[t]he analysis

does not hinge on how much money went into [Defendant’s pockets].” [Doc. 332 at

11]. They presented evidence at trial that Defendant’s new employer, Vision,

generated approximately $100,000.00 per month in revenue at an approximately 40-

50% margin from three of their top clients who went to Vision after Defendant started

working there—the Fife entities, and that the entities continued to do “at least that”

amount of business through the date of trial. [Doc. 316 at 218:8-23; Doc. 318 at 23:10-

24:4]. Based on this information, Plaintiff presented the following argument in closing:

But what we do know, right, by Mr. Frankel's own

testimony is that in I think about a two-month span, you all

use your own recollections, but it was whenever he got there

through his depo on August 17, 2019, he had said that the

three Fife entities had done a couple hundred grand of

business, right?

That's what we have in the way of information to provide

to you all in this trial, okay? There are other clients there,

right? You saw that list, you know. But this is the financial

information we have, those three clients, right, by his own

admission.

So we take that $100,000, right, and we run it forward, right,

from when he got there, July 9, 2019, through April 30th,

today, 2021, and you see business in the amount of

$2,070,967.74 plus the 50 percent margin, right? I asked him

what the margin was, do you all remember, sort of towards

the end, right, for that reason.

The reason why we extrapolate it forward, okay, is because

he said it stayed fairly static. It ebbs and flows, but it

generally stays in that area. Some months it may be a little

more, a little less. So we used his words, right, for that.

[Doc. 319 at 58:1-22]. The jury awarded Plaintiffs $932,000 for unjust enrichment.

[Doc. 302]. As they point out in their response, “[a]t a 45% margin, [the Fife entities]

would have generated $931,935.48 in net revenue.” [Doc. 332 at p. 12].

Again, a plaintiff's burden of proof in pursuing unjust enrichment damages is

liberal and is satisfied by showing evidence by which the jury can value the rights the

defendant has obtained. Advantor Sys. Corp., 678 F. App'x at 853. As the court stated

in Perdue Farms, “recovery may be had if there is proof of a reasonable basis from which

the amount can be inferred or approximated.” 777 So. 2d at 1051. The Court agrees

that evidence as to the amounts Vision generated from the Fife entities provided the

jury a reasonable basis from which they could approximate the value of the

information Defendant took with him to his new employer. In fact, the evidence is

that the commissions from these entities went into the revenue bucket for the

Corporate Services Group for which Defendant served as VP/Managing Director and

from which he received a share of the profits. Id. at 217: 7-218:7. As such, the Court

finds that there was evidence from which the jury could reasonably determine the

amount for unjust enrichment.

Additionally, the Court finds no merit to Defendant’s argument that the correct

method for computing unjust enrichment was based on compensation he received that

was funded by the proceeds of commission from Fife’s entities. It has long been the

position that “where the secret has not been destroyed and where the plaintiff is unable

to prove specific injury” the accepted approach to computing damages “is to measure

the value of the secret to the defendant.” Univ. Computing Co. v. Lykes-Youngstown Corp.,

504 F.2d 518, 536 (5th Cir. 1974);9 Levine v. Fieni McFarlane, Inc., 690 So.2d 712, 713

(Fla. 4th DCA 1997) (damages for unjust enrichment are based on value from

standpoint of the recipient of the benefits). There are “many variations in the way th[e]

benefit to the defendant can be measured.” Univ. Computing, 504 F.2d at 536. “[T]he

defendant's actual profits can be used as a measure of damages in cases where profits

can be proved.” Id. Here, the jury was presented with evidence from which it could

find that Defendant’s misappropriation of Plaintiffs’ trade secrets resulted in actual

profit of approximately $932,000 to his new employer Vision. As such, the argument

that the amount awarded was patently incorrect must be rejected. The motion for

judgment as a matter of law is therefore due to be denied.

9 The decisions of the former Fifth Circuit, rendered prior to October 1, 1981, are binding

upon the Eleventh Circuit, unless and until overruled or modified by the Eleventh Circuit

sitting en banc. Bonner v. City of Prichard, 661 F.2d 1206, 1209–11 (11th Cir.1981) (en banc ).

New Trial

“[U]nder Rule 59(a), a district court may, in its discretion, grant a new trial ‘if

in [the court's] opinion, the verdict is against the clear weight of the evidence ... or will

result in a miscarriage of justice, even though there may be substantial evidence which

would prevent the direction of a verdict.’ ” McGinnis v. Am. Home Mortg. Servicing, Inc.,

817 F.3d 1241, 1254 (11th Cir. 2016) (quoting Montgomery Ward, 311 U.S. at 251).

Defendant raises claims as to the admission and exclusion of evidence as to damages.

[Doc. 328 at pp. 24-25]. As the Supreme Court noted in Montgomery Ward, that “the

trial was not fair to the party moving; and may raise questions of law arising out of

alleged substantial errors in admission or rejection of evidence” may provide grounds

for a new trial. 311 U.S. at 251.

Even though Defendant has presented a host of claims relating to the manner

in which Plaintiffs presented their case on damages, the motion fails as a threshold

matter. Defendant has not specifically identified the legal basis for a new trial or the

Court’s error which warrants correction. In fact, the motion is devoid of legal

argument as to why a new trial is warranted. Defendant claims that Plaintiffs had

ample opportunity and the obligation to disclose their damage calculations and

methodology, and instead chose to ambush him. The Court construes this as a

challenge to the admission of Plaintiff’s evidence on damages. Defendant also notes

the exclusion of witnesses well known to Plaintiffs who could refute their damages,

which the Court construes as a challenge to the exclusion of Defendant’s witnesses.

These challenges do not warrant relief in this case.

It has long been established that “[t]he trial judge has broad discretion in the

matter of admission or exclusion of evidence and will not be overturned absent an

abuse of this discretion.” ADP-Fin. Computer Servs., Inc. v. First Nat. Bank of Cobb Cty.,

703 F.2d 1261, 1266 (11th Cir. 1983) (citing Salem v. U.S. Lines Co., 370 U.S. 31

(1962)). As to the admission of Plaintiffs’ evidence on damages, the issue was carefully

considered by the Court on multiple occasions—before and during trial. [Doc. 288;

Doc. 290; Doc. 316 at 5:7-29:8].

The record reflects that when Plaintiffs served their Initial Disclosures, they

disclosed that they would seek “[d]isgorgement of Defendant’s unjust enrichment.”

[Doc. 35-2 at p. 6]. Later on in the case, Plaintiffs moved to reopen discovery, noting

among other things, that “Defendant also withheld his contract with Vision – evidence

directly relevant to the unjust enrichment damages [they] seek to recover.” [Doc. 189

at p. 2]. They provided further argument at the hearing on this motion, stating as

follows:

[W]ith respect to compensation, let's not talk about his

financial information in these broad terms. If he moved

clients of ours over to Vision and those clients were subject

to a commission or bonus agreement that he was paid on

because he brought them over and they were originating,

they are certainly relevant.

It's relevant to unjust enrichment damages, the rescission

damages. That's the whole premise of have a money

damages case as opposed to injunctive relief. He moved the

clients. He broke the law doing it, and we get the money he

made off of it. That's what it would be relevant to, and that's

why we asked for it.

[Doc. 203 at 66:9-20]. Finding merit to Plaintiffs’ argument, the Court reopened

discovery for further development of the issues with respect to damages, but

specifically limited to “the production of documents described at the hearing and an

additional deposition of [Defendant] on the limited issues described at the hearing.”

[Doc. 193].10

As the case progressed, the Court heard arguments on motions in limine,

including Defendant’s request to exclude evidence of damages due to the Plaintiffs’

lack of disclosure. [Doc. 232 at 10:7-10, 15:22-24, 22:5-16, 24:8-20, 30:25-31:16].

Plaintiffs argued that the lack of disclosure was substantially justified, stating that “[i]f

we had the Vision stuff timely, we may have been able to do all this, but we didn't.

And then when we ask for it, Judge, their own client won't tell us the numbers.” Id. at

34:1-37:23, 38:20-41:23. The Court agreed that Plaintiffs should be allowed to present

the Vision documents at trial as well as damages evidence which were produced during

regular discovery. Id. at 37:24-38:8.

The Court again considered the issue upon Defendant’s Motion to Prohibit

Plaintiffs from Introducing Undisclosed Damages Computations and Soliciting

Testimony about Frankel’s Compensation. [Doc. 279]. The Court ruled:

As to the damages computation issue, the Court will not

exclude the Hurry Trust documents that were produced

under Rule 26 discovery, nor the Vision documents

produced at the second deposition of Mr. Hurry. Plaintiffs

may reference these documents at trial. However, since

10 In doing so, the Court advised Plaintiffs: “Where we are starting . . . is you get to ask

[Defendant] questions about that which they didn't produce and so you didn't have that

information at your disposal when you took his deposition.” [Doc. 203 at 78:7-8].

Plaintiffs did not previously disclose a numerical

computation of damages, Plaintiffs may not expand on the

documents or elaborate on a specific dollar amount of lost

profits, nor any other kind of damage. As to the issue of Mr.

Frankel's compensation, Plaintiffs' questioning is limited to

what Mr. Frankel made in commission and/or bonuses.

Such questioning may only occur if Plaintiffs establish

during questioning that Mr. Frankel received commissions

and/or bonuses from former clients of Plaintiffs who

switched to Vision.

[Doc. 288; Doc. 290]. The issue came up for consideration again during trial and the

Court affirmed its decision following extensive arguments from the parties. [Doc. 316

at 5:7-29:8; 27:7-14, 29:4-7].

Under Rule 37(c), Federal Rules of Civil Procure, “a district court may preclude

a party from introducing evidence that was not disclosed as required by Rule 26(a),

(e)(1), or (e)(2) unless the failure was harmless or there was substantial justification for

the failure.” Goodman-Gable-Gould Co. v. Tiara Condo. Ass'n, Inc., 595 F.3d 1203, 1210

(11th Cir. 2010); Crawford v. ITW Food Equip. Grp., LLC, 977 F.3d 1331, 1341 (11th

Cir. 2020) (same). The Court was well within its discretion in finding that the discovery

related issues justified Plaintiffs’ failure to make the relevant disclosures and in

allowing Plaintiffs to present evidence produced when discovery was reopened.

Defendant’s arguments therefore lack merit.11 Moreover, Defendant has not

demonstrated that the verdict is against the great weight of evidence, which must be

11 The Court notes and finds as meritless, Defendant’s claim, in passing, that Plaintiffs chose

“to exclude the witnesses well known to Alpine and Vision who could refute the ambush.”

[Doc. 328 at p. 25].

shown to establish entitlement to a new trial on evidentiary grounds. Lipphardt, 267

F.3d at 1186

Accordingly, it hereby ORDERED:

1. Frankel's Renewed Motion for Judgment as a Matter of Law or

Alternatively for a New Trial [Doc. 328] is DENIED.

DONE AND ORDERED in Tampa, Florida on August 8, 2022.

Cha. foe z AJandea Mo Pula st yell □

Charlene Edwards Honeywell

United States District Judge

Copies to:

Counsel of Record and Unrepresented Parties, if any

32