This case was last updated from Los Angeles County Superior Courts on 04/28/2022 at 16:41:33 (UTC).

PARADIGM INDUSTRIES VS A'S MATCH, ET AL.

Case Summary

On 03/13/2020 PARADIGM INDUSTRIES filed a Contract - Other Contract lawsuit against A'S MATCH. This case was filed in Los Angeles County Superior Courts, Stanley Mosk Courthouse located in Los Angeles, California. The Judges overseeing this case are DAVID J. COWAN and LAURA A. SEIGLE. The case status is Pending - Other Pending.
Case Details Parties Documents Dockets

 

Case Details

  • Case Number:

    *******0368

  • Filing Date:

    03/13/2020

  • Case Status:

    Pending - Other Pending

  • Case Type:

    Contract - Other Contract

  • County, State:

    Los Angeles, California

Judge Details

Presiding Judges

DAVID J. COWAN

LAURA A. SEIGLE

 

Party Details

Plaintiff, Cross Defendant and Appellant

PARADIGM INDUSTRIES

Respondents, Defendants and Cross Plaintiffs

STRADA DEVELOPMENTS L.P.

A'S MATCH

A'S MATCH DYEING CO. INC.

KIM YOUNG CHUL

Plaintiffs, Cross Defendants, Appellants and Defendants

PARADIGM INDUSTRIES

A'S MATCH DYEING CO. INC.

KIM YOUNG CHUL

JUN WILLIAM AKA WILLIAM BILLY JUN AKA BILLY JUN "JUN"

Attorney/Law Firm Details

Plaintiff and Cross Defendant Attorneys

KAMATH RESHMA

CIANCI CHRISTOPHER

PARK DANIEL E.

PARK DANIEL EAL

Defendant and Cross Plaintiff Attorneys

CLARK CHARLES M.

CLARK CHARLES MATTHEW

CHUNG JAY

DUFF JAMES THOMAS

CLARK CHARLES

Defendant and Cross Defendant Attorneys

CHUNG JAY

KAMATH RESHMA

CIANCI CHRISTOPHER

PARK DANIEL EAL

 

Court Documents

Appeal - Notice of Appeal/Cross Appeal Filed

1/31/2022: Appeal - Notice of Appeal/Cross Appeal Filed

Appeal - Notice of Default Issued

4/18/2022: Appeal - Notice of Default Issued

Appellate Order Reinstating Appeal - APPELLATE ORDER REINSTATING APPEAL B318282;

4/5/2022: Appellate Order Reinstating Appeal - APPELLATE ORDER REINSTATING APPEAL B318282;

Appellate Order Dismissing Appeal - APPELLATE ORDER DISMISSING APPEAL B318282

3/9/2022: Appellate Order Dismissing Appeal - APPELLATE ORDER DISMISSING APPEAL B318282

Minute Order - MINUTE ORDER (COURT ORDER RE: STIPULATION AND ORDER TO CONTINUE THE TRIAL D...)

3/23/2022: Minute Order - MINUTE ORDER (COURT ORDER RE: STIPULATION AND ORDER TO CONTINUE THE TRIAL D...)

Witness List - WITNESS LIST JOINT

3/23/2022: Witness List - WITNESS LIST JOINT

Exhibit List - EXHIBIT LIST JOINT

3/23/2022: Exhibit List - EXHIBIT LIST JOINT

Jury Instructions - JURY INSTRUCTIONS JOINT

3/23/2022: Jury Instructions - JURY INSTRUCTIONS JOINT

Certificate of Mailing for - CERTIFICATE OF MAILING FOR (COURT ORDER RE: STIPULATION AND ORDER TO CONTINUE THE TRIAL D...) OF 03/23/2022

3/23/2022: Certificate of Mailing for - CERTIFICATE OF MAILING FOR (COURT ORDER RE: STIPULATION AND ORDER TO CONTINUE THE TRIAL D...) OF 03/23/2022

Ex Parte Application - EX PARTE APPLICATION STRADA DEVELOPMENTS, L.P.S UNOPPOSED EX PARTE APPLICATION TO CONTINUE THE TRIAL FOR LEAVE TO AMEND THE COMPLAINT

3/24/2022: Ex Parte Application - EX PARTE APPLICATION STRADA DEVELOPMENTS, L.P.S UNOPPOSED EX PARTE APPLICATION TO CONTINUE THE TRIAL FOR LEAVE TO AMEND THE COMPLAINT

Declaration - DECLARATION DECLARATION OF CHARLES M. CLARK IN SUPPORT OF STRADA DEVELOPMENTS, L.P.S EX PARTE APPLICATION TO CONTINUE THE TRIAL FOR LEAVE TO AMEND THE COMPLAINT

3/24/2022: Declaration - DECLARATION DECLARATION OF CHARLES M. CLARK IN SUPPORT OF STRADA DEVELOPMENTS, L.P.S EX PARTE APPLICATION TO CONTINUE THE TRIAL FOR LEAVE TO AMEND THE COMPLAINT

Notice of Ruling

3/25/2022: Notice of Ruling

Notice - NOTICE TERMINATION OF STAY

3/25/2022: Notice - NOTICE TERMINATION OF STAY

Minute Order - MINUTE ORDER (HEARING ON EX PARTE APPLICATION TO CONTINUE THE TRIAL FOR LEA...)

3/25/2022: Minute Order - MINUTE ORDER (HEARING ON EX PARTE APPLICATION TO CONTINUE THE TRIAL FOR LEA...)

Certificate of Mailing for - CERTIFICATE OF MAILING FOR (HEARING ON DEMURRER - WITHOUT MOTION TO STRIKE) OF 09/15/2021

9/15/2021: Certificate of Mailing for - CERTIFICATE OF MAILING FOR (HEARING ON DEMURRER - WITHOUT MOTION TO STRIKE) OF 09/15/2021

Minute Order - MINUTE ORDER (HEARING ON DEMURRER - WITHOUT MOTION TO STRIKE)

9/15/2021: Minute Order - MINUTE ORDER (HEARING ON DEMURRER - WITHOUT MOTION TO STRIKE)

Notice of Ruling

9/21/2021: Notice of Ruling

Motion to Compel Discovery (not Further Discovery) - 1 moving party, 1 motion

9/28/2021: Motion to Compel Discovery (not Further Discovery) - 1 moving party, 1 motion

179 More Documents Available

 

Docket Entries

  • 09/26/2022
  • Hearing09/26/2022 at 10:00 AM in Department 48 at 111 North Hill Street, Los Angeles, CA 90012; Jury Trial

    Read MoreRead Less
  • 09/12/2022
  • Hearing09/12/2022 at 08:30 AM in Department 48 at 111 North Hill Street, Los Angeles, CA 90012; Final Status Conference

    Read MoreRead Less
  • 04/18/2022
  • DocketAppeal - Notice of Default Issued; Filed by Clerk

    Read MoreRead Less
  • 04/11/2022
  • Docketat 10:00 AM in Department 48, Laura A. Seigle, Presiding; Jury Trial ((7-day estimate)) - Not Held - Advanced and Continued - by Court

    Read MoreRead Less
  • 04/05/2022
  • DocketAppellate Order Reinstating Appeal (B318282;); Filed by Clerk

    Read MoreRead Less
  • 03/28/2022
  • Docketat 08:30 AM in Department 48, Laura A. Seigle, Presiding; Final Status Conference - Not Held - Advanced and Continued - by Court

    Read MoreRead Less
  • 03/25/2022
  • Docketat 08:30 AM in Department 48, Laura A. Seigle, Presiding; Hearing on Ex Parte Application (TO CONTINUE THE TRIAL FOR LEAVE TO AMEND THE COMPLAINT) - Held - Motion Granted

    Read MoreRead Less
  • 03/25/2022
  • DocketNotice of Ruling; Filed by Strada Developments, L.P. (Defendant)

    Read MoreRead Less
  • 03/25/2022
  • DocketNotice (Termination of Stay); Filed by Paradigm Industries (Plaintiff)

    Read MoreRead Less
  • 03/25/2022
  • DocketMinute Order ( (Hearing on Ex Parte Application TO CONTINUE THE TRIAL FOR LEA...)); Filed by Clerk

    Read MoreRead Less
214 More Docket Entries
  • 07/22/2020
  • DocketProof of Service by Substituted Service; Filed by Paradigm Industries (Plaintiff)

    Read MoreRead Less
  • 06/18/2020
  • Docketat 2:15 PM in Department 48, Laura A. Seigle, Presiding; Court Order

    Read MoreRead Less
  • 06/18/2020
  • DocketMinute Order ( (Court Order re: Notice of Related Case)); Filed by Clerk

    Read MoreRead Less
  • 06/18/2020
  • DocketCertificate of Mailing for ((Court Order re: Notice of Related Case) of 06/18/2020); Filed by Clerk

    Read MoreRead Less
  • 05/05/2020
  • DocketNotice of Case Management Conference; Filed by Clerk

    Read MoreRead Less
  • 03/18/2020
  • DocketNotice of Related Case; Filed by Paradigm Industries (Plaintiff)

    Read MoreRead Less
  • 03/13/2020
  • DocketCivil Case Cover Sheet; Filed by Paradigm Industries (Plaintiff)

    Read MoreRead Less
  • 03/13/2020
  • DocketNotice of Case Assignment - Unlimited Civil Case; Filed by Clerk

    Read MoreRead Less
  • 03/13/2020
  • DocketComplaint; Filed by Paradigm Industries (Plaintiff)

    Read MoreRead Less
  • 03/13/2020
  • DocketSummons (on Complaint); Filed by Paradigm Industries (Plaintiff)

    Read MoreRead Less

Tentative Rulings

Case Number: *******0368    Hearing Date: October 20, 2020    Dept: 48

[TENTATIVE] ORDER RE: DEFENDANT’S SPECIAL MOTION TO STRIKE COMPLAINT AND DEMURRER

On July 31, 2020, Plaintiff Paradigm Industries (“Plaintiff”) filed this action against Defendants A’s Match Dyeing Co., Inc. (“A’s Match”) and Strada Developments, L.P. (“Strada”). On August 31, 2020, Strada filed a special motion to strike under Code of Civil Procedure section 425.16 (“anti-SLAPP motion”) as to the second cause of action. Strada also filed a demurrer to the first and second causes of action.

REQUESTS FOR JUDICIAL NOTICE

In support of the anti-SLAPP motion, Strada requests that the Court take judicial notice of the Declaration of Marc D. Guren filed in support of Strada’s Ex Parte Application for Temporary Restraining Order, Plaintiff’s complaint, Strada’s cross-complaint, Strada’s Ex Parte Application for Temporary Restraining Order, and Plaintiff’s FAC.

In support of the demurrer, Strada requests that the Court take judicial notice of the unlawful detainer complaint filed by Strada against A’s Match Dyeing Co., Inc. on March 9, 2020 in Case No. 20STCV09500, Plaintiff’s complaint in this action, and Strada’s cross-complaint in this action.

The requests are granted.

FACTUAL BACKGROUND

Plaintiff alleges that on June 17, 2015, landlord Strada and tenant A’s Match entered into a lease agreement for commercial property. (FAC ¶¶ 1, 40.) In March 2019, A’s Match induced Plaintiff to enter into an agreement under which Plaintiff would purchase a five-percent ownership interest and became a co-tenant with A’s Match. (Id. at ¶¶ 4, 41.) The agreement gave Plaintiff access to A’s Match’s permits, utilities, and equipment. (Id. at ¶ 44.) The agreement also gave Plaintiff the right to exercise the option to extend the lease. (Id. at ¶ 45.) A’s Match later breached the agreement. (Id. at ¶¶ 5, 41.)

In July 2019, Plaintiff exercised its option to extend the lease, but Strada denied the extension due to A’s Match’s noncompliance with regulatory items. (FAC ¶ 44.) Strada threatened and attempted to evict Plaintiff when the lease expired on July 31, 2020 if Plaintiff did not turn over possession by then. (Id. at ¶¶ 6, 57-58.)

On March 9, 2020, Strada filed an unlawful detainer action against A’s Match. (Demurrer RJN, Ex. 1.) On March 13, 2020, Plaintiff filed this action alleging that Strada and A’s Match conspired to defraud Plaintiff in order to take possession of the premises from Plaintiff. (Complaint ¶ 47.)

On July 30, 2020, Strada filed a cross-complaint alleging trespass and nuisance by Plaintiff. Strada also filed an ex parte application for a temporary restraining order seeking to enjoin Plaintiff from conducting business on the premises, occupying the premises, and maintaining personal property on the premises. The next day, Plaintiff filed its FAC, adding allegations that Strada’s recent threats and attempts to evict Plaintiff violate Los Angeles County Code section 2.68.320 and the Department of Consumer and Business Affairs’ revised guidelines issued during the pandemic. (FAC ¶¶ 6, 35-38, 54-59.)

ANTI-SLAPP MOTION

“A cause of action against a person arising from any act of that person in furtherance of the person’s right of petition or free speech under the United States Constitution or California Constitution in connection with a public issue shall be subject to a special motion to strike unless the court determines that the plaintiff has established that there is a probability that the plaintiff will prevail on the claim.” (Code Civ. Proc., ; 425.16, subd. (b)(1).) “A court’s consideration of an anti-SLAPP motion involves a two-step process. ‘First, the court decides whether the defendant has made a threshold showing that the challenged cause of action is one arising from protected activity. The moving defendant’s burden is to demonstrate that the act or acts of which the plaintiff complains were taken “in furtherance of the [defendant]’s right of petition or free speech under the United States or California Constitution in connection with a public issue,” as defined in the statute. [Citation.] If the court finds such a showing has been made, it then determines whether the plaintiff has demonstrated a probability of prevailing on the claim.’ [Citation.] In the second step, the plaintiff must only bring forward sufficient evidence to make out a viable prima facie case at trial, a burden that ‘is not particularly high.’ [Citation.]” (O&C Creditors Group, LLC v. Stephens & Stephens XII, LLC (2019) 42 Cal.App.5th 546, 565-566.)

Protected Activity

“The question whether a cause of action arises from specified conduct for purposes of the statute depends on ‘ “the principal thrust or gravamen of the plaintiff’s cause of action.” ’ [Citation.]” (Old Republic Constr. Program Group v. The Boccardo Law Firm, Inc., 230 Cal.App.4th 859, 867.) A “cause of action arises from protected conduct if the wrongful, injurious act(s) alleged by the plaintiff constitute protected conduct.” (Id. at p. 868.) “[A] cause of action can only be said to arise from protected conduct if it alleges at least one wrongful act – conduct allegedly breaching a duty and thereby injuring the plaintiff – that falls within the act’s definition of protected conduct.” (Id. at p. 869.) “The definitional focus is not on the form of the plaintiff’s cause of action, but on the defendant’s activity that gives rise to his or her asserted liability.” (Clark v. Mazgani (2009) 170 Cal.App.4th 1281, 1286.)

Strada contends that the second cause of action is a retaliatory attack on Strada’s right to petition the Court because the alleged threats were related to litigation for Strada’s unlawful detainer action against A’s Match, Strada’s cross-complaint, and Strada’s request for a temporary restraining order. (Motion at pp. 7-8, 14.) Plaintiff argues that the allegations do not arise from Strada’s filing of the unlawful detainer action and cross-complaint because the FAC does not mention Strada’s unlawful detainer action. (Opposition at p. 9.) Instead, Plaintiff argues, the FAC is based on Strada harassing and intimidating Plaintiff and threatening various adverse actions if Plaintiff did not leave the premises. (Id. at pp. 9-10.)

“There is no question that the prosecution of an unlawful detainer action is indisputably protected activity within the meaning of [Code of Civil Procedure] section 425.16.” (Clark v. Mazgani (2009) 170 Cal.App.4th 1281, 1286.) The service of termination notices and other legal prerequisites to an unlawful detainer action are also protected activities. (Birkner v. Lam (2007) 156 Cal.App.4th 275, 282.) Plaintiff alleges that “Strada threatened Paradigm that it would evict Paradigm,” “willfully attempted to evict Paradigm,” “attempts to evict Paradigm,” “threatened Paradigm both verbally and in writing that it would evict Paradigm,” and threatened and harassed Plaintiff. (FAC ¶¶ 6, 8, 32, 35-36, 38, 57-58.) Plaintiff’s opposition explains that these threats included that “Strada would do everything it can to evict Paradigm including but not limited to (1) filing an ex parte application for a temporary restraining order against Paradigm . . . (2) filing a Motion for Sanctions against Paradigm’s attorneys; (3) filing a Cross-Complaint and (4) filing an anti-SLAPP motion.” (Opposition at p. 6.) Thus the alleged threats were specifically about Strada’s protected activity concerning eviction proceedings.

Generally, conduct protected by the anti-SLAPP statute does not lose its coverage simply because a plaintiff alleges that it was unlawful or unethical. (Kashian v. Harriman (2002) 98 Cal.App.4th 892, 910-911.) An exception applies when “the defendant concedes, or the evidence conclusively establishes, that the assertedly protected speech or petition activity was illegal as a matter of law.” (Flatley v. Mauro (2006) 39 Cal.4th 299, 320.) The FAC alleges that Strada violated paragraph 10 of the Department of Consumer and Business Affairs’ revised guidelines, making Strada guilty of a misdemeanor under Los Angeles County Code section 2.68.320. Paragraph 10 of the revised guidelines prohibits a landlord from harassing or intimidating a tenant protected by the pandemic eviction moratorium, including “threatening termination of the lease and/or eviction, threatening to serve and/or serving a notice of termination and/or eviction, . . . or verbally or physically threatening a Tenant.” However, the allegations in the FAC are vague as to the threats or harassment, and Plaintiff provides no evidence of them. Thus, the Court cannot conclusively find that Strada’s activity was illegal and therefore not protected.

In sum, Strada has met its burden of showing that its conduct arose from protected activity.

Probability of Prevailing on the Claim

Strada contends that the litigation privilege bars Plaintiff’s claim. The litigation privilege of Civil Code section 47, subdivision (b) protects communications in furtherance of litigation that are “‘connected with, or have some logical relation to, the action, i.e., that it not be extraneous to the action.’” (Action Apartment Assn., Inc. v. City of Santa Monica (2007) 41 Cal.4th 1232, 1251.) Plaintiff alleges that Strada threatened, verbally and in writing, to evict it from the premises.

The Court need not decide whether the litigation privilege applies here because “[a]n anti-SLAPP motion is an evidentiary motion. Once the court reaches the second prong of the analysis, it must rely on admissible evidence, not merely allegations in the complaint or conclusory statements by counsel.” (Finton Construction, Inc. v. Bidna & Keys, APLC (2015) 238 Cal.App.4th 200, 213.) Plaintiff provides no supporting evidence, and the FAC’s unverified allegations are insufficient to meet the required evidentiary showing of probable success on the merits. (See Salma v. Capon (2008) 161 Cal.App.4th 1275, 1289.) Moreover, Plaintiff has not shown that it is entitled to relief in a civil action for an alleged violation of Los Angeles County Code section 2.68.320. Violators may be guilty of a misdemeanor punishable by a fine or imprisonment, but there is no provision for civil remedies or a private right of action. And Plaintiff did not show that it is a tenant under the lease with Strada, which requires Strada to give written consent to any sublet or assignment of any interest in the lease.

Accordingly, Plaintiff has not shown probability of prevailing on this cause of action.

Conclusion

The anti-SLAPP motion is GRANTED as the second cause of action. Strada is awarded its attorney fees and costs incurred for this motion, subject to the filing of a motion for attorney fees. (See Code Civ. Proc., ; 425.16, subd. (c).)

DEMURRER

Strada demurs to the first cause of action on the grounds that it fails to state sufficient facts and is uncertain. 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.) Courts also consider exhibits attached to the complaint and incorporated by reference. (See Frantz v. Blackwell (1987) 189 Cal.App.3d 91, 94.) A special demurrer for uncertainty is disfavored and will be sustained only where the pleading is so “unfairly vague” that the defendant cannot reasonably respond—i.e., cannot reasonably determine what issues must be admitted or denied, or what counts or claims are directed against him/her. (Khoury v. Maly’s of Calif., Inc. (1993) 14 Cal.App.4th 612, 616.)

The first cause of action seeks a judicial determination of its rights and duties in possession of the property. Plaintiff alleges that that an actual controversy exists regarding its entitlement to maintain possession of the premises while Strada seeks to evict Plaintiff at the expiration of the lease. (FAC ¶ 50.) Plaintiff alleges that all leases have been extended to September 30, 2020 under the Department of Consumer and Business Affairs’ revised guidelines and that Strada cannot evict Plaintiff on July 31, 2020. (Id. at ¶¶ 28-36, 50.) Strada argues that the FAC does not attach a copy of the lease or quote all relevant portions verbatim. That is correct. The demurrer is sustained with leave to amend the first cause of action to attach a copy of the lease or quote all relevant portions verbatim.

The demurrer to the first cause of action is SUSTAINED with 15 days’ leave to amend. The demurrer to the second cause of action is moot in light of the Court’s granting of the anti-SLAPP motion.

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. Parties intending to appear are STRONGLY encouraged to appear remotely.


Case Number: *******0368    Hearing Date: October 28, 2020    Dept: 48

[TENTATIVE] ORDER RE: DEFENDANT’S MOTION FOR SANCTIONS

On July 31, 2020, Plaintiff Paradigm Industries (“Plaintiff”) filed this action against Defendants A’s Match Dyeing Co., Inc. (“A’s Match”) and Strada Developments, L.P. (“Strada”). On August 31, 2020, Strada filed a special motion to strike under Code of Civil Procedure section 425.16 (“anti-SLAPP motion”) as to the second cause of action. Strada also filed a demurrer to the first and second causes of action. On September 28, 2020, Strada filed this motion for sanctions under Code of Civil Procedure sections 128.5 and 128.7 against Plaintiff seeking sanctions of $15,000.

On October 20, 2020, the Court granted Strada’s anti-SLAPP motion as the second cause of action, awarded Strada its attorney fees and costs incurred for the motion subject to the filing of a motion for attorney fees, and sustained the demurrer with leave to amend as to the first cause of action.

Under section 128.5, a court may order a party to pay attorney fees incurred by another party as a result of actions or tactics made in bad faith that are frivolous or solely intended to cause unnecessary delay. Under section 128.7, a court may order sanctions for presenting improper papers, including reasonable attorney fees and other expense incurred as a direct result of the violation.

The Court has already stricken the second cause of action and ordered attorney fees against Paradigm in an amount to be determined on a motion for attorney fees. An additional award of attorney fees would be duplicative. Also, Strada did not submit evidence of the reasonable fees it has incurred and did not file evidentiary support for the requested $15,000 in sanctions.

In the demurrer ruling, the Court concluded that the first cause of action is uncertain at this point and allowed leave to amend. The Court cannot conclude, based on the current pleadings, that the first cause of action for declaratory relief is frivolous.

Therefore the motion is DENIED.

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. Parties intending to appear are STRONGLY encouraged to appear remotely.


Case Number: *******0368    Hearing Date: February 03, 2021    Dept: 48

[TENTATIVE] ORDER RE: ATTORNEY FEES AND COSTS RE: ANTI-SLAPP MOTION

On July 31, 2020, Plaintiff Paradigm Industries (“Plaintiff”) filed this action against Defendants A’s Match Dyeing Co., Inc. and Strada Developments, L.P. (“Strada”). On August 31, 2020, Strada filed a special motion to strike under Code of Civil Procedure section 425.16 (“anti-SLAPP motion”) as to the second cause of action. Strada also filed a demurrer to the first and second causes of action. On October 20, 2020, the Court granted the anti-SLAPP motion and awarded Strada its attorney fees and costs incurred for the motion under Code of Civil Procedure section 425.16, subdivision (c). On November 18, 2020, Strada filed this motion for attorney fees.

Strada’s request for judicial notice is granted.

As the prevailing party on an anti-SLAPP motion, Strada is entitled to an award of reasonable attorney fees. ; ;(Code Civ. Proc., ; 425.16, subd. (c).) ; ;California courts apply the “lodestar” approach to determine what fees are reasonable. ; ;(See, e.g., ;Holguin v. DISH Network LLC ;(2014) 229 Cal.App.4th 1310, 1332.) ; ;This inquiry “begins with the ‘lodestar,’ i.e., the number of hours reasonably expended multiplied by the reasonable hourly rate.” ; ;(PLCM Group v. Drexler ;(2000) 22 Cal.4th 1084, 1095.) ; ;From there, the “lodestar figure may then be adjusted, based on consideration of factors specific to the case, in order to fix the fee at the fair market value for the legal services provided.” ; ;(Ibid.) ; ;Relevant factors include “(1) the novelty and difficulty of the questions involved, (2) the skill displayed in presenting them, (3) the extent to which the nature of the litigation precluded other employment by the attorneys, [and] (4) the contingent nature of the fee award.” ; ;(Ketchum v. Moses ;(2001) 24 Cal.4th 1122, 1132.) ; ;The party seeking fees has the burden of documenting the appropriate hours expended and hourly rates. ; ;(City of Colton v. Singletary ;(2012) 206 Cal.App.4th 751, 784.)

Counsel states that their current hourly billing rates are $515 for Charles M. Clark, $500 for Kathryn M. Casey, and $350 for Brittany A. Ortiz. (Clark Decl. ¶¶ 5-6.) Plaintiff does not dispute the rates. The Court finds that these rates are reasonable in light of counsel’s experience, the type of case, and the market rate.

Strada seeks $17,154.50 in attorney fees, of which $12,290.50 is for the anti-SLAPP motion, $114.10 is for costs, and the remainder for this motion. (Motion at p. 8; Clark Decl. ¶ 8.) Plaintiff argues that Strada is seeking attorney fees for time spent on a motion for sanctions and demurrer and on the unlawful detainer action where Plaintiff is not a party. (Opposition at pp. 4-5.) Plaintiff identifies an August 28, 2020 billing entry referring to both the anti-SLAPP motion and motion for sanctions (Id. at p. 5.) Strada contends that aside from this one entry, Plaintiff did not meet its burden of showing that Strada’s fees are unreasonable. (Reply at pp. 3-4.)

Strada is entitled to recover attorney fees for only the anti-SLAPP motion, not for other parts of this action (Lafayette Morehouse, Inc. v. Chronicle Publishing Co. (1995) 39 Cal.App.4th 1379, 1383), and its own records show that some of the fees are for a demurrer, a motion for sanctions, and the unlawful detainer action, as detailed below.

On August 5, 6, and 7, 2020, attorneys billed 3.2 hours, 1.5 hours and .4 hours for the anti-SLAPP motion and the motion for sanctions. (Clark Decl., Ex. A at p. 7.) The Court reduces the fees by $875.00.

On August 11, 2020, Clark billed 0.7 hours for research and correspondence related to both the anti-SLAPP motion and the unlawful detainer action. (Ibid.) The Court reduces the fees by $180.00.

On August 28, 2020, Ortiz billed 4 hours for the requests for judicial notice in support of the anti-SLAPP motion and the motion for sanctions. (Id. at p. 8.) Although the requests for judicial notice are nearly identical, the hours are excessive for a simple request for judicial notice with only five exhibits consisting of previously-filed documents. Accordingly, the Court reduces this amount by $700.00.

On August 30, 2020, Clark billed 1.4 hours for reviewing and revising the anti-SLAPP motion and the demurrer. (Id. at p. 8.) The Court reduces this amount by $360.00.

On August 30, 2020, Casey billed .7 hours for an email about the first amended complaint and reviewing the draft anti-SLAPP motion. (Ibid.) The Court reduces this by $100.00.

On August 31, 2020, Ortiz billed 2 hours for preparing proposed orders for the anti-SLAPP motion and the demurrer and filing the anti-SLAPP motion, demurrer and motion for sanctions. (Ibid.) The Court reduces this by $350.00.

On October 14, 2020, Clark billed 0.8 hours for preparing replies for the anti-SLAPP motion and the demurrer. (Ibid.) The Court reduces this amount by $206.00.

On October 19, 2020, Clark billed 1.4 hours for correspondence and review of the Court’s combined tentative ruling on the anti-SLAPP motion and demurrer, as well for reviewing the opposition to the motion for sanctions. (Id. at p. 9.) The Court reduces this amount by $360.00.

On October 28, 2929, Ortiz billed 1.5 hours for drafting notices of ruling for the anti-SLAPP motion, demurrer, and motion for sanctions. (Ibid.) The Court reduces this by $175.00

The total amount of fees awarded for the anti-SLAPP motion is $8,984.50.

Strada also seeks attorney fees in connection with this motion. Ortiz billed 4.5 hours for research and drafting the fees motion. (Id. at p. 9.) Counsel declares that Ortiz has since billed an additional 6.4 hours on this motion, which is not yet reflected on the invoice, and she anticipates billing an additional 3 hours for the reply and the hearing on the motion. (Clark Decl. ¶ 8.) Plaintiff argues that almost 14 hours and $4,865.00 in attorney fees is unreasonable for a simple 6-page motion and a three page reply. (Opposition at pp. 5-6.) The Court reduces the amount incurred for this motion by $1,400.00, for an award of $3,465.00.

Strada also seeks $114.10 in costs. (Clark Decl. ¶ 9 & Ex. A at pp. 10-11.) This amount is reasonable, and according to the billing records, the costs are allowable.

Accordingly, the motion is GRANTED. The Court awards Strada $12,449.50 in attorney fees and $114.10 in costs, for a total award of $12,563.60.

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. Parties intending to appear are STRONGLY encouraged to appear remotely.


Case Number: *******0368    Hearing Date: March 17, 2021    Dept: 48

[TENTATIVE] ORDER RE: DEFENDANT’S DEMURRER TO SECOND AMENDED COMPLAINT

On November 4, 2020, Plaintiff Paradigm Industries (“Plaintiff”) filed a second amended complaint (“SAC”) against Defendants A’s Match Dyeing Co., Inc. (“Defendant”) and Strada Development, L.P. On December 2, 2020, Defendant filed this demurrer on the grounds that the causes of action for fraud and negligent misrepresentation do not meet the heighted pleading standard for fraud. 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.)

“The essential elements of a count for intentional misrepresentation are (1) a misrepresentation, (2) knowledge of falsity, (3) intent to induce reliance, (4) actual and justifiable reliance, and (5) resulting damage. [Citations.] The essential elements of a count for negligent misrepresentation are the same except that it does not require knowledge of falsity but instead requires a misrepresentation of fact by a person who has no reasonable grounds for believing it to be true. [Citations.]” (Chapman v. Skype Inc. (2013) 220 Cal.App.4th 217, 230-231.) “Causes of action for intentional and negligent misrepresentation sound in fraud and, therefore, each element must be pleaded with specificity.” (Daniels v. Select Portfolio Servicing, Inc. (2016) 246 Cal.App.4th 1150, 1166.)

Plaintiff alleges Defendant had a lease with the landlord Strada. In March 2019, Plaintiff entered into an agreement with Defendant. (SAC at ¶¶ 4, 34-35.) The agreement, executed by Plaintiff’s and Defendant’s presidents, is attached as Exhibit A to the SAC. Plaintiff alleges the agreement granted it access to the full use of Defendant’s permits, utilities, and equipment, but Defendant cancelled its water discharge permit and was non-compliant with several regulatory items. (Id. at ¶ 37.) The agreement granted Plaintiff the right to exercise an option to extend the lease, but when Defendant asked Strada to extend the lease in July 2019, the landlord denied the extension. (Id. at ¶ 38.)

Plaintiff alleges Defendant restricted Plaintiff’s use of certain areas. (Id. at ¶ 39.)

Plaintiff also alleges Plaintiff and Defendant had a verbal agreement that Plaintiff could occupy additional space beginning in September 2019, contingent upon the purchase of operable equipment, but the equipment that Defendant provided was inoperable. (Id. at ¶ 40.)

Plaintiff alleges Defendant made the following promises, which it did not intend to keep: (1) “to keep Paradigm’s possession in the Premises but wrongfully canceled its Water Discharge permit before the Agreement was signed and has also been noncompliant with several OSHA and County/Regional regulatory items;” (2) “an easement to use and access certain areas of the premises, but has been denied said access due to A’s Match’s deliberate restrictions caused by its equipment and machinery remaining on the premises;” and (3) “to provide operable fabric dye equipment to Paradigm but never did so.” (SAC ¶ 58.)

The SAC is not sufficiently specific. It does not allege who at Paradigm made the misrepresentations and if that person was authorized to speak for Defendant. It does not specify when and how Paradigm promised an easement. It does not specify how Plaintiff relied on each misrepresentations or how Plaintiff has been damaged by each alleged misrepresentations.

The demurrer is SUSTAINED with 15 days’ leave to amend.

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. Parties intending to appear are STRONGLY encouraged to appear remotely.


Case Number: *******0368    Hearing Date: April 9, 2021    Dept: 48

[TENTATIVE] ORDER RE: DEFENDANT STRADA’S DEMURRER

On July 31, 2020, Plaintiff Paradigm Industries (“Plaintiff”) filed a first amended complaint (“FAC”) against Defendants A’s Match Dyeing Co., Inc. (“A’s Match”) and Strada Developments, L.P. (“Strada”). On October 20, 2020, the Court granted Strada’s special motion to strike under Code of Civil Procedure section 425.16 as to the second cause of action. The Court also sustained Strada’s demurrer to first cause of action in which Plaintiff sought a judicial determination regarding its entitlement to maintain possession of the premises based on Plaintiff’s contention that the term of the lease had been extended. Because Plaintiff had not attached a copy of the lease and had not quoted all relevant portions verbatim, the Court sustained the demurrer “with leave to amend to attach a copy of the lease or quote all the relevant portions verbatim.

On November 4, 2020, Plaintiff filed a second amended complaint (“SAC”). On December 2, 2020, A’s Match filed a demurrer, and on January 4, 2021, Strada filed a demurrer. On March 17, 2021, the Court sustained A’s Match’s demurrer with leave to amend. Plaintiff filed a third amended complaint (“TAC”) on April 1, 2021.

As an initial matter, Plaintiff argues that Strada’s demurrer to the SAC should be overruled or taken off calendar because the TAC is now the operative complaint. (Opposition at pp. 2, 5-6.) Although an amended complaint supersedes the prior pleading and ordinarily renders a demurrer moot (Sylmar Air Conditioning v. Pueblo Contracting Services, Inc. (2004) 122 Cal.App.4th 1049, 1054), Plaintiff’s allegations against Strada in the first cause of action are the same in the SAC and TAC. It would be a waste of judicial and party resources to take the demurrer to the SAC off calendar only for Strada to refile with regard to the TAC. Plaintiff will not be prejudiced by the Court considering the demurrer now, as it fully opposed the motion on the merits, despite knowing that it was about to file the TAC.

REQUESTS FOR JUDICIAL NOTICE

Strada’s and Plaintiff’s requests for judicial notice are granted.

DEMURRER

Strada demurs to the first cause of action on the grounds that it fails to state sufficient facts to establish a cause of action. 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.) Courts also consider exhibits attached to the complaint and incorporated by reference. (See Frantz v. Blackwell (1987) 189 Cal.App.3d 91, 94.) “Because a demurrer challenges defects on the face of the complaint, it can only refer to matters outside the pleading that are subject to judicial notice.” (Arce ex rel. Arce v. Kaiser Found. Health Plan, Inc. (2010) 181 Cal.App.4th 471, 556.)

A. Subsequent Demurrer

Plaintiff argues that Strada improperly demurs on grounds it could have raised in its demurrer to the FAC. (Opposition at pp. 7-8.) A defendant may not demur to an amended complaint on grounds that could have been raised by demurrer to the earlier version of the complaint. (Code Civ. Proc., ; 430.41, subd. (b).)

Strada demurred to the FAC on the grounds that (1) Plaintiff alleged an agreement, but failed to attach a copy or further define the agreement; (2) there was no actual controversy because the lease between Strada and A’s Match required Strada’s prior written consent for assignments or subleases; (3) Plaintiff lacked standing as a tenant under the eviction moratorium because A’s Match could not give up a portion of the premises without Strada’s prior written consent; (4) Plaintiff admitted that it did not have a right to possession because it was aware that A’s Match stopped paying rent as of December 2019; and (5) the FAC was uncertain. (Demurrer to FAC at pp. 11-14.) The Court sustained the demurrer with leave to amend to attach a copy of the lease or quote all relevant portions verbatim.

When Plaintiff filed the SAC and then the TAC, Plaintiff did not attach or quote all relevant portions of the lease. Instead, Plaintiff attached a Stock Purchase Agreement between Plaintiff and A’s Match. Strada now demurs to the SAC on the grounds that (1) there is no controversy because Plaintiff does not allege Strada gave permission for A’s Match to assign or sublet the premises to Plaintiff; (2) the Court ruled on November 24, 2020 that Plaintiff waived its right to possession of the premises; (3) Plaintiff admitted that it did not have a right to possession because it was aware that A’s Match stopped paying rent as of December 2019; (4) and Plaintiff lacks standing as a tenant under the eviction moratorium because A’s Match could not give up a portion of the premises without Strada’s prior written consent. Strada could not have raised the second grounds in its prior demurrer because the Court did not rule on Plaintiff’s ex parte application for a TRO until December 1, 2020, the day before Strada filed this demurrer. The second, third and fourth grounds were raised in the demurrer to the FAC.

Accordingly, this is not a basis for disregarding grounds raised in this demurrer.

B. First Cause of Action – Declaratory Relief

Plaintiff alleges an actual controversy exists regarding Plaintiff’s entitlement to protection under the county’s temporary eviction moratorium because the moratorium extended its lease to November 30, 2020, but Strada contends the lease expired on July 31, 2020. (SAC ¶¶ 21-29, 43; TAC ¶¶ 22-30, 55.) The SAC and TAC allege Paradigm “is entitled to protection under the Moratorium” because the moratorium extended the lease past the July 31, 2020 date. (SAC ¶ 43; TAC ¶ 55.)

The revised moratorium dated February 4, 2021 does extend the terms of certain leases and protects certain tenants from eviction for failing to pay rent. It states, “A Landlord shall not serve a notice of evict on or otherwise attempt to evict a Tenant subject to the Moratorium . . . if the Tenant demonstrates an inability to pay such rent or other costs or fees due to financial impacts related to COVID-19 . . . so long as the Tenant had provided the Landlord with notice of an inability to pay . . . .” (Revised Moratorium ¶ 6.1(A).)

Strada’s arguments focus on Plaintiff’s failure to plead that it is a tenant entitled to protection under the moratorium. The SAC and TAC allege Plaintiff is a “co-tenant” of A’s Match under the Stock Purchase Agreement. (SAC ¶ 4; TAC ¶ 4.) The Stock Purchase Agreement does not state Plaintiff is a co-tenant. Rather, it states that Plaintiff is purchasing a 5% ownership interest in A’s Match for $540,000.00. (Stock Purchase Agreement ¶¶ 1.1, 1.2.) Plaintiff did not cite any part of the Stock Purchase Agreement under which it became a tenant of Strada.

Strada argues Plaintiff is not a tenant because the lease between Strada and A’s Match requires Strada’s written approval for A’s Match to sublet the premises. (Demurrer at p. 14.) Plaintiff argues the lease cannot be considered because Plaintiff did not attach or quote it. (Opposition at p. 8.)

Plaintiff’s causes of action depend on the existence of the lease between Strada and A’s Match and on A’s Match right to occupy the premises under that lease. The Stock Purchase Agreement specifically states that Paradigm’s ability to occupy the premises is dependent on Strada’s ability to occupy the premises. (Stock Purchase Agreement, ¶ 4.1.) The SAC and TAC allege that the Stock Purchase Agreement allowed Paradigm to “occupy, possess, and use up to 45,000 square feet during the Lease period.” (SAC ¶34; TAC ¶ 35.) The Court’s October 20, 2020 order sustained Strada’s demurrer with leave to amend so that Plaintiff could attach a copy of the lease upon which it bases its entitlement to maintain possession of the premises. Plaintiff failed to attach a copy of the lease, even though it acknowledges its right to occupy the premises is dependent on the lease.

Strada’s Cross-Complaint attached a copy of the lease. Strada requested the Court to take judicial notice of the Cross-Complaint, and Plaintiff did not object. The Court granted the request. Section 12.1(a) of the lease states, “Lessee shall not . . . sublet all or any part of the Lessee’s interest in this Lease or in the Premises without Lessor’s prior written consent.” The SAC and TAC do not allege that A’s Match obtained Strada’s written consent to sublet any part of the premises to Paradigm. Indeed, the structure and provisions of the Stock Purchase Agreement appear to be designed to circumvent the requirement that Strada approve any sublet.

In sum, the Moratorium protects tenants. The Stock Purchase Agreement by its own terms made Plaintiff a 5% owner of A’s Match, not a tenant in a landlord-tenant relationship with Strada. The lease prohibited subletting without Strada’s prior written consent, and the SAC and TAC do not allege Strada gave that prior written consent. Nor did Paradigm cite any legal authority that it is a tenant of Strada or a sub-tenant of A’s Match even in the absence of Strada’s prior written consent. Unless Paradigm can show at the hearing that it can remedy these defects, the demurrer will be sustained without leave to amend.

The demurrer to the first cause of action is SUSTAINED.

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. Parties intending to appear are STRONGLY encouraged to appear remotely.


Case Number: *******0368    Hearing Date: April 30, 2021    Dept: 48

[TENTATIVE] ORDER RE: DEFENDANT STRADA’S DEMURRER

On July 31, 2020, Paradigm Paradigm Industries (“Paradigm”) filed a first amended complaint (“FAC”) against Defendants A’s Match Dyeing Co., Inc. (“A’s Match”) and Strada Developments, L.P. (“Strada”). On October 20, 2020, the Court granted Strada’s special motion to strike under Code of Civil Procedure section 425.16 as to the second cause of action. The Court also sustained Strada’s demurrer to first cause of action.

On November 4, 2020, Paradigm filed a second amended complaint (“SAC”). On December 2, 2020, A’s Match filed a demurrer, and on January 4, 2021, Strada filed a demurrer. On March 17, 2021, the Court sustained A’s Match’s demurrer with leave to amend. Paradigm filed a third amended complaint (“TAC”) on April 1, 2021. At the original hearing on April 9, 2021, the Court continued the motion and permitted supplemental briefing on Paradigm’s assertion that it became a tenant of Strada upon purchasing five percent of the stock of A’s Match.

As an initial matter, Paradigm argues that Strada’s demurrer to the SAC should be overruled or taken off calendar because the TAC is now the operative complaint. (Opposition at pp. 2, 5-6.) Although an amended complaint supersedes the prior pleading and ordinarily renders a demurrer moot (Sylmar Air Conditioning v. Pueblo Contracting Services, Inc. (2004) 122 Cal.App.4th 1049, 1054), Paradigm’s allegations against Strada are the same in the SAC and the TAC. It would be a waste of judicial and party resources to take the demurrer to the SAC off calendar only for Strada to refile it for the TAC. Paradigm will not be prejudiced by the Court considering the demurrer now, as it fully opposed the motion on the merits, despite knowing that it was about to file the superseding TAC.

REQUESTS FOR JUDICIAL NOTICE

Strada’s and Paradigm’s requests for judicial notice are granted.

DEMURRER

Strada demurs to the first cause of action on the grounds that it fails to state sufficient facts to establish a cause of action. 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.) Courts also consider exhibits attached to the complaint and incorporated by reference. (See Frantz v. Blackwell (1987) 189 Cal.App.3d 91, 94.) “Because a demurrer challenges defects on the face of the complaint, it can only refer to matters outside the pleading that are subject to judicial notice.” (Arce ex rel. Arce v. Kaiser Found. Health Plan, Inc. (2010) 181 Cal.App.4th 471, 556.)

A. Subsequent Demurrer

Paradigm argues that Strada improperly demurs on grounds that could have been raised in its demurrer to the FAC. (Opposition at pp. 7-8.) A defendant may not demur to an amended complaint on grounds that could have been raised by demurrer to the earlier version of the complaint. (Code Civ. Proc., ; 430.41, subd. (b).)

Strada demurred to the FAC on the grounds that (1) Paradigm alleged an agreement, but failed to attach a copy or further define the agreement; (2) there was no actual controversy because the lease between Strada and A’s Match required Strada’s prior written consent for assignments or subleases; (3) Paradigm lacked standing as a tenant under the eviction moratorium because A’s Match could not give up a portion of the premises without Strada’s prior written consent; (4) Paradigm admitted that it did not have a right to possession because it was aware that A’s Match stopped paying rent as of December 2019; and (5) the FAC was uncertain. (Demurrer to FAC at pp. 11-14.) The Court sustained the demurrer with leave to amend to attach a copy of the lease or quote all relevant portions verbatim.

The SAC attaches the Stock Purchase Agreement between Paradigm and A’s Match. Strada now demurs to the SAC on the grounds that (1) the Stock Purchase Agreement shows that there is no controversy because Paradigm does not allege that Strada gave permission for A’s Match to assign or sublet the premises to Paradigm; (2) the Court ruled on November 24, 2020 that Paradigm waived its right to possession of the premises; (3) Paradigm admitted that it did not have a right to possession because it was aware that A’s Match stopped paying rent as of December 2019; (4) and Paradigm lacks standing as a tenant under the eviction moratorium because A’s Match could not give up a portion of the premises without Strada’s prior written consent. Strada could not have raised the first or second grounds in its prior demurrer because the FAC did not include the Stock Purchase Agreement, and the Court did not rule on Paradigm’s ex parte application for a TRO until December 1, 2020, the day before Strada filed this demurrer. The third and fourth grounds were raised in the demurrer to the FAC.

Accordingly, this is not a basis for disregarding grounds raised in this demurrer.

B. First Cause of Action – Declaratory Relief

Paradigm alleges an actual controversy exists regarding Paradigm’s entitlement to protection under the county’s temporary eviction moratorium because the moratorium extended its lease to November 30, 2020, but Strada contends the lease expired on July 31, 2020. (SAC ¶¶ 21-29, 43; TAC ¶¶ 22-30, 55.) The SAC and TAC allege Paradigm “is entitled to protection under the Moratorium” because the moratorium extended the lease past the July 31, 2020 date. (SAC ¶ 43; TAC ¶ 55.)

The revised moratorium dated February 4, 2021 does extend the terms of certain leases and protects certain tenants from eviction for failing to pay rent. It states, “A Landlord shall not serve a notice of eviction on or otherwise attempt to evict a Tenant subject to the Moratorium . . . if the Tenant demonstrates an inability to pay such rent or other costs or fees due to financial impacts related to COVID-19 . . . so long as the Tenant had provided the Landlord with notice of an inability to pay . . . .” (Revised Moratorium ¶ 6.1(A).)

Strada’s arguments focus on Paradigm’s failure to plead that it is a tenant entitled to protection under the moratorium. The SAC and TAC allege Paradigm is a “co-tenant” of A’s Match under the Stock Purchase Agreement. (SAC ¶ 4; TAC ¶ 4.) The Stock Purchase Agreement does not state Paradigm is a co-tenant. Rather, it states that Paradigm is purchasing a five percent ownership interest in A’s Match for $540,000.00. (Stock Purchase Agreement ¶¶ 1.1, 1.2.) Paradigm did not cite any part of the Stock Purchase Agreement under which it became a tenant of Strada.

Strada argues Paradigm is not a tenant because the lease between Strada and A’s Match requires Strada’s written approval for A’s Match to sublet the premises. (Demurrer at p. 14.) Paradigm argues the lease cannot be considered because Paradigm did not attach or quote it. (Opposition at p. 8.)

Paradigm’s causes of action depend on the existence of the lease between Strada and A’s Match and on A’s Match right to occupy the premises under that lease. The Stock Purchase Agreement specifically states that Paradigm’s ability to occupy the premises is dependent on Strada’s ability to occupy the premises. (Stock Purchase Agreement, ¶ 4.1.) The SAC and TAC allege that the Stock Purchase Agreement allowed Paradigm to “occupy, possess, and use up to 45,000 square feet during the Lease period.” (SAC ¶34; TAC ¶ 35.) The Court’s October 20, 2020 order sustained Strada’s demurrer with leave to amend so that Paradigm could attach a copy of the lease upon which it bases its entitlement to maintain possession of the premises. Paradigm failed to attach a copy of the lease, even though it acknowledges its right to occupy the premises is dependent on the lease.

Strada’s Cross-Complaint attached a copy of the lease. Strada requested the Court to take judicial notice of the Cross-Complaint, and Paradigm did not object. The Court granted the request. Section 12.1(a) of the lease states, “Lessee shall not . . . sublet all or any part of the Lessee’s interest in this Lease or in the Premises without Lessor’s prior written consent.” The SAC and TAC do not allege that A’s Match obtained Strada’s written consent to sublet any part of the premises to Paradigm. Indeed, the structure and provisions of the Stock Purchase Agreement appear to be designed to circumvent the requirement that Strada approve any sublet.

In its supplemental opposition, Paradigm argues that A’s Match had the right to assign the lease to Paradigm without Defendant’s consent upon a change in ownership of A’s Match. Paradigm contends that the stock purchase agreement was such a change of ownership.

Paradigm cites Sexton v. Nelson (1964) 228 Cal.App.2d 248 for the proposition that a transfer that results from a change in a business’s legal form does not breach a clause prohibiting assignment of a lease. There the defendant-tenant transferred a non-transferrable lease to a corporation he owned in whole, and he continued to operate the same business. (Id. at pp. 253, 259.) The court concluded that, under the circumstances, the transfer of the lease to a wholly-owned corporation did not breach the provision prohibiting transfer. (Id. at p. 258.) The transfer of the lease from the defendant to his wholly-owned corporation did not affect the plaintiff’s interest and was a transfer in form only and not in substance because the defendant owned all of the stock, continued to operate and manage the business occupying the leased premises, and used the corporate structure only as a tax advantage device. (Id. at p. 259.)

That is not the situation here. A’s Match did not transfer the lease to a business which it wholly-owes and which continues A’s Match’s business. Rather, Paradigm purchased five percent of A’s Match, A’s Match departed the premises, and Paradigm stayed. (TAC ¶¶ 4, 6, 51.) When Paradigm purchased five percent of A’s Match, there was not a change in the legal form of A’s Match or its business. Paradigm does not allege that it completely took over A’s Match or A’s Match business operations. Indeed, the fact that Paradigm is suing A’s Match in this lawsuit shows that they are distinct, separate businesses.

Paradigm also cites Richardson v. La Rancherita (1979) 98 Cal.App.3d 73. In that case, the tenant corporation structured a sale of its assets to a third party, contingent on the tenant corporation obtaining the consent of the lessor to the assignment of the lease. (Id. at p. 77.) The tenant corporation and the third party had structured the sale of assets to allow the tenant corporation to retain the carry-forward tax loss of their subchapter “S” corporation. (Ibid.) The landlord refused to consent to an assignment of the lease. (Ibid.) The tenant corporation and the third party restructured their deal. Under the restructured deal, the shareholders of the tenant corporation agreed to sell their stock to the third party, with the tenant corporation continuing as the tenant. (Ibid.) The lessor insisted that its consent to the new agreement was still necessary. (Id. at p. 78.) The lessor then sought declaratory relief to determine whether a transfer of the corporate stock constitute an assignment of the lease. (Ibid.) The court refused “to bar the transfer of shares of common stock in a valid corporation, permissible under corporate law, solely because of a lease provision prohibiting assignment of the lease, but containing no restraints on transfer of stock ownership.” (Id. at p. 79.) The court also noted “neither party has argued that occupancy by [the corporate tenant] with new shareholders violated the lease in any other respect.” (Ibid.) The same corporate tenant held the lease; only the ownership of the tenant changed.

Again, that is not the situation presented here. Paradigm did not buy all of A’s Match stock. A’s Match did not continue operations at the premises with new ownership. (See, e.g., TAC ¶ 51.) And, Strada does argue that occupancy by Paradigm violated the lease. Unlike in Sexton and Richardson, Paradigm’s five percent interest in A’s Match is not merely a change in A’s Match’s corporate form.

In sum, the Moratorium protects tenants. The stock purchase agreement by its own terms made Paradigm a five percent owner of A’s Match, not a tenant in a landlord-tenant relationship with Strada. The lease prohibited subletting without Strada’s prior written consent, and the SAC and TAC do not allege Strada gave that prior written consent.

Finally, Paradigm argues it should be allowed to amend to allege that Strada waived its right to enforce the no-sublet provision in the lease because Strada knew about Paradigm’s presence on the premises since February 2020. Paradigm cites Trubowitch v. Riverbank Canning Co. (1947) 30 Cal.2d 335 for its holding, “It is settled in this state that a party benefited by a clause against assignment in a contract or lease may waive his right thereunder by dealing with an assignee with regard to the contract or lease, with knowledge of the assignment.” (Id. at p. 342.) Thus, knowing about Paradigm’s presence on the premises is not enough. Paradigm would have to allege that Strada and Paradigm had dealings with regard to the lease with knowledge of the alleged assignment. Paradigm has not identified any facts it can allege of such dealings that constitute waiver by Strada.

The demurrer to the first cause of action is SUSTAINED.

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. Parties intending to appear are STRONGLY encouraged to appear remotely.


Case Number: *******0368 Hearing Date: August 11, 2021 Dept: 48

[TENTATIVE] ORDER RE: DEFENDANT STRADA’S DEMURRER TO FOURTH AMENDED COMPLAINT

On July 31, 2020, Plaintiff Paradigm Industries (“Paradigm”) filed a first amended complaint (“FAC”) against Defendants A’s Match Dyeing Co., Inc. (“A’s Match”) and Strada Developments, L.P. (“Strada”). On October 20, 2020, the Court granted Strada’s special motion to strike under Code of Civil Procedure section 425.16 as to the second cause of action. The Court also sustained Strada’s demurrer to first cause of action.

On November 4, 2020, Paradigm filed a second amended complaint (“SAC”). On December 2, 2020, A’s Match filed a demurrer, and on January 4, 2021, Strada filed a demurrer. On March 17, 2021, the Court sustained A’s Match’s demurrer with leave to amend. Paradigm filed a third amended complaint (“TAC”) on April 1, 2021. On April 30, 2021, the Court sustained Strada’s demurrer to the SAC and TAC with leave to amend.

On May 10, 2021, Paradigm filed a fourth amended complaint (“FAC”). On June 11, 2021, Strada filed this demurrer. Strada’s request for judicial notice is granted.

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.) Courts also consider exhibits attached to the complaint and incorporated by reference. (See Frantz v. Blackwell (1987) 189 Cal.App.3d 91, 94.) “Because a demurrer challenges defects on the face of the complaint, it can only refer to matters outside the pleading that are subject to judicial notice.” (Arce ex rel. Arce v. Kaiser Found. Health Plan, Inc. (2010) 181 Cal.App.4th 471, 556.)

The first cause of action for declaratory relief alleges an actual controversy exists regarding Paradigm’s entitlement to protection under the county’s temporary eviction moratorium because the moratorium extended its lease to November 30, 2020, but Strada contends the lease expired on July 31, 2020. (FAC ¶ 64.) In its order sustaining Strada’s demurrer to the SAC and TAC, the Court observed that the Moratorium protects tenants, but the stock purchase agreement by its own terms made Paradigm a five percent owner of A’s Match, not a tenant in a landlord-tenant relationship with Strada. The lease prohibited subletting without Strada’s prior written consent, and the SAC and TAC did not allege Strada gave that prior written consent.

However, the Court allowed leave to amend because Paradigm argued it could allege that Strada had waived its right to enforce the no-sublet provision under Trubowitch v. Riverbank Canning Co. (1947) 30 Cal.2d 335. That case held: “It is settled in this state that a party benefited by a clause against assignment in a contract or lease may waive his right thereunder by dealing with an assignee with regard to the contract or lease, with knowledge of the assignment.” (Id. at p. 342.)

Paradigm now alleges that Strada communicated “numerous times” with Paradigm’s CEO throughout 2019 and 2020 regarding insurance, business permits, the type of business, and future forecasts. (FAC ¶ 14.) Richard Cantu, an authorized representative of Strada, regularly interacted with Paradigm’s representatives in a manner consistent with a landlord-tenant relationship. (Id. at ¶ 12.) On March 10, 2020, a property manager at Charles Dunn Real Estate Services, Inc., who held herself out as Strada’s authorized representative, contacted Paradigm’s CEO regarding dye chemical and equipment lists that had previously been provided to her by Paradigm and also requested a copy of Paradigm’s Wastewater Discharge Permit and related monitoring records. (Id. at ¶ 11.) Strada also requested that Paradigm provide its general liability insurance and workers’ compensation insurance. (Id. at ¶ 13.) In June 2020, Strada’s authorized representative requested a Certificate of Insurance from Paradigm, which lists Paradigm as the insured. (Ibid.)

Strada argues that generally a landlord shows waiver of an anti-assignment provision in a lease by accepting rent from the assignee. (Demurrer at p. 15.) Strada cites EDC Associates, Ltd. v. Gutierrez (1984) 153 Cal.App.3d 167. In that case, a landlord waived its right to assert a forfeiture for failure to pay the rent on the date due when the landlord accepted the tenant’s payment of delinquent rent and next month’s rent. (Id. at p. 171.) Strada argues it never accepted rent from Paradigm, did not know about Paradigm until it filed an unlawful detainer action against its tenant, and “was always moving to remove Paradigm.” (Demurrer at p. 16.) Strada does not address Trubowitch.

Paradigm argues that Strada’s inquiries were “about issues that only a landlord would inquire about.” (Opposition at p. 6.)

The court in Trubowitch did not hold that acceptance of rent is required for waiver. Nor did Gould v. Corinthian Colleges, Inc. (2011) 192 Cal.App.4th 1176, 1179. Rather in that case the court stated waiver “may be implied through conduct manifesting an intention to waiver.” (Id. at p. 1179.)

The FAC adequately alleges that in 2019 and 2020, Strada knew about Paradigm’s presence at the property and dealt with Paradigm as a landlord would deal with a tenant. This sufficiently alleges facts from which it could be implied that Strada manifested an intent to waive the anti-assignment provision. Strada’s arguments that it did not know about Paradigm’s presence at the property until after it filed an unlawful detainer action against the tenant in March 2020 and that it always was trying to force Paradigm out of the property depend on facts not contained in the FAC.

Strada’s demurrer to the first cause of action is OVERRULED. Strada is to file an answer to the FAC within 10 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. Parties intending to appear are STRONGLY encouraged to appear remotely.


Case Number: *******0368 Hearing Date: September 15, 2021 Dept: 48

[TENTATIVE] ORDER RE: A’s MATCH’S DEMURRER TO FOURTH AMENDED COMPLAINT

On May 10, 2021, Plaintiff Paradigm Industries (“Paradigm”) filed a fourth amended complaint (“FAC”) against Defendants A’s Match Dyeing Co., Inc. (“A’s Match”) and Strada Development, L.P. (“Strada”). On June 25, 2021, A’s Match filed this demurrer on the grounds that the causes of action for fraud and negligent misrepresentation do not meet the heighted pleading standard for fraud. 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.)

“The essential elements of a count for intentional misrepresentation are (1) a misrepresentation, (2) knowledge of falsity, (3) intent to induce reliance, (4) actual and justifiable reliance, and (5) resulting damage. [Citations.] The essential elements of a count for negligent misrepresentation are the same except that it does not require knowledge of falsity but instead requires a misrepresentation of fact by a person who has no reasonable grounds for believing it to be true. [Citations.]” (Chapman v. Skype Inc. (2013) 220 Cal.App.4th 217, 230-231.) “Causes of action for intentional and negligent misrepresentation sound in fraud and, therefore, each element must be pleaded with specificity.” (Daniels v. Select Portfolio Servicing, Inc. (2016) 246 Cal.App.4th 1150, 1166.)

Paradigm alleges A’s Match had a lease with the landlord Strada. In March 2019, Plaintiff entered into an agreement with A’s Match. (FAC ¶¶ 42, 46.) The agreement, executed by Paradigm’s and A’s Match’s presidents, is attached as Exhibit A to the FAC. Paradigm alleges the agreement granted it access to the full use of A’s Match’s permits, utilities, and equipment, but A’s Match cancelled its water discharge permit, was non-compliant with several regulatory items, and cancelled or failed to renew its business permit. (Id. at ¶¶ 44-45, 50-51.) The agreement also granted Paradigm the right to exercise an option to extend the lease, but when A’s Match asked Strada to extend the lease in July 2019, the landlord denied the extension. (Id. at ¶¶ 55.) Paradigm also alleges they had an agreement that Paradigm could occupy additional space, contingent upon the purchase of operable equipment, but the equipment that A’s Match provided was inoperable. (Id. at ¶¶ 59-60.)

Paradigm alleges Young C. Kim, on behalf of A’s Match, made the following promises, which it did not intend to keep: (1) “that Paradigm would be able to use its sanitation wastewater discharge permit”; (2) “that it would be able to use its business permit”; and (3) “that it would be able to occupy, possess, and use up to 45,000 square feet of the Vernon Facility.” (FAC ¶ 79.) Paradigm alleges that these representations were contained in the agreement and were made when signing the agreement in March 2019. (Id. at ¶¶ 5, 42, 46, 50, 55, 59, 79, 88.)

In sustaining a similar demurrer to the second amended complaint, the Court found that the complaint did not allege who made the misrepresentations and if that person was authorized to speak for the entity, did not specify when and how an easement was promised, did not specify how Paradigm relied on each misrepresentation, and did not state how Paradigm has been damaged by each alleged misrepresentation.

The FAC remedies several of these defects. Paradigm alleges that it reasonably relied on the representations, and if it had known that the representations were false, it would not have entered into the agreement with A’s Match. (FAC ¶¶ 84, 91.) But Paradigm does not allege with specificity the detriment proximately caused. “Deception without resulting loss is not actionable fraud. [Citation.] ‘Whatever form it takes, the injury or damage must not only be distinctly alleged but its causal connection with the reliance on the representations must be shown.’ [Citation.]” (Service by Medallion, Inc. v. Clorox Co. (1996) 44 Cal.App.4th 1807, 1818.) The complaint must specifically allege “damages proximately caused by the misrepresentations.” (Ibid.) Here, Paradigm alleges only it relied on the representations by entering into the agreement and “suffered actual damages in an amount to be proved at trial but believed to be in excess of $500,000.” (FAC ¶¶ 84, 85.) Paradigm does not specifically allege how its act of entering into the contract caused it to suffer a loss in excess of $500,000, and it does not specifically allege the type of harm it suffered.

Accordingly, the demurrer is SUSTAINED. Because Paradigm has had multiple opportunities to plead the fifth and sixth causes of action, no further leave to amend is granted.

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. Parties intending to appear are STRONGLY encouraged to appear remotely.


Case Number: *******0368 Hearing Date: October 26, 2021 Dept: 48

[TENTATIVE] ORDER RE MOTION TO COMPEL

On September 28, 2021, Defendant A’s Match Dyeing Co., Inc. filed a motion to compel responses to form interrogatories, special interrogatories, and requests for production from Strada Developments, L.P. A’s Match states Strada did not serve responses before the deadline.

As a preliminary matter, A’s Match should have filed three motions to compel, one for each set of discovery.

Strada states it served responses to the form interrogatories and special interrogatories on September 2021 and served responses to the requests for production on September 30, 2021.

A’s Match states in reply the responses were late and so it should receive sanctions.

Because Strada served two of the responses before A’s Match filed this motion and served the remaining set of responses two days afterwards, the motion to compel is MOOT. The request for sanctions is denied. If the parties had had a phone conversation about the responses, this motion could have been avoided.

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. Parties intending to appear are STRONGLY encouraged to appear remotely.


related-case-search

Dig Deeper

Get Deeper Insights on Court Cases


Latest cases where A'S MATCH DYEING CO. INC. A CALIFORNIA CORPORATION is a litigant

Latest cases where STRADA DEVELOPMENTS L.P. A DELAWARE LIMITED PARTNERSHIP is a litigant

Latest cases where PARADIGM INDUSTRIES INC. A CALIFORNIA CORPORATION is a litigant

Latest cases represented by Lawyer KAMATH RESHMA