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INTHECIRCUITCOURTOFTHETHIRTEENTHJUDICIALCIRCUITINANDFORHILLSBOROUGHCOUNTY,FLORIDA
GENERALJURISDICTIONDIVISION
CASENO.15CA006540
ROCALABS,INC.,aCorporation, Plaintiff,v.
CYNTHIAKOROLL,anIndividual,Defendant._____________________________________/
PLAINTIFFSEMERGENCYVERIFIEDMOTIONFORATEMPORARYINJUNCTIONANDMEMORANDUMOFLAW
Plaintiff, ROCA LABS, INC. (Plaintiff and/or Roca), by and
through undersigned
counsel, and pursuant to Florida Rules of Civil Procedure 1.610
and Floridas Uniform Trade
Secret Act hereby files this Emergency Verified Motion for a
Temporary Injunction and
Memorandum of Law and hereby moves for a temporary restraining
order and preliminary
injunctive relief. Roca seeks the immediate entry of a temporary
restraining order (TRO) and/or
preliminary injunctive relief to protect itself from the
improper, unethical and unfair actions of
Defendant Cynthia Koroll (Defendant or Koroll) due to her
unlawful misappropriation, use,
threatened disclosure and disclosure of Rocas trade secrets and
proprietary business
information.
BACKGROUND
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1. Roca filed its Amended Complaint contemporaneously with this
Motion which
involves breach of contract, breach of fiduciary duties, legal
malpractice, and violations of
FloridasUniformTradeSecretAct.
2. Plaintiff is Florida Corporation with a principal place of
business in Sarasota,
FloridaanddoingbusinessinHillsboroughCounty,Florida.
3. Roca manufactures and markets nutraceutical products aimed as
nonsurgical
weight loss option for overweight individuals considering
Gastric Bypass Surgery and other
bariatricsurgeries.
4. Roca has invested significant sums and years of time in the
research and
developmentofitsproprietaryproducts.
5. Roca has invested millions of dollars in the marketing of its
products, building its
trademarkedbrandnameanddevelopingcustomerlists.
6. Roca has developed a unique relationship with its clients,
and has countless
successful users who have shared their weight loss success
online. Roca firmly believes that the
best way for it to market its products is for successful
customers to share their weight loss
success stories and Roca has invested heavily in developing a
business platform that allows for
thesestoriestobesharedanddiscovered.
7. To market its current products and to develop new products,
Roca spends
substantial time, effort and expense in developing confidential
business information and trade
secrets. Such trade secrets and confidential business
information include but are not limited to
information regarding Roca nutraceutical line, product
development, research and testing,
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confidential customer lists, customer weight loss information
and data, legal strategies, and
internalbusinesssystemsandoperations.
8. Rocas trade secrets and confidential information are not
generally known in the
industry or outside of Roca, and could be learned by others, if
at all, only through the
expenditure of considerable time, effort and expense. Rocas
trade secrets and confidential
information are critical to its success and future growth in the
highly competitive nutraceutical
industry. If Rocas trade secrets were to fall into the hands of
a competitor, Rocas business
would be severely harmed and its unique position in the
marketplace could be crippled and the
competitorwouldbeabletotradeonmanyyearsofvaluableresearchandknowledge.
9. Roca has internal mechanisms in place to protect its
confidential information and
strivestokeepitsbusinessinformationsecret.
10. Rather than utilize a traditional corporate legal department
to represent and advise
it in legal matters, Roca retains attorneys as independent
contractors to provide legal services to
Roca as needed. Roca has an efficient team of lawyers who work
in a virtual environment
providinggloballegaladvice.
11.
DefendantisanattorneywhoislicensedtopracticelawintheStateofIllinois.
12. On or about May 12, 2015, the parties entered an Independent
Contractor
AgreementunderwhichKorollwouldprovidelegalservicesandrepresentationtoRoca.
13. Due to the special nature of the attorneyclient
relationship, Koroll was placed in
a position of trust. Koroll and Roca share a relationship
whereby Roca justifiably reposed its
trust and confidence in Koroll, and Koroll undertook such trust
and confidence and assumed a
dutytoadvise,counsel,and/orprotectRoca.
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14. Defendant owed Roca the fiduciary duties of privilege,
confidentiality, loyalty,
and due care. Defendants fiduciary obligations arose under the
Florida and Illinois Bar Rules of
Professional Conduct and/or by virtue of the close confidential
relationship that existed between
Roca and Koroll as a result of their ongoing business dealings
and/or by virtue of the IC
Agreement.
15. Defendant knew or had reason to know that Roca was placing
trust and
confidence in her and that Roca was relying on her obligations
and representations to ensure
proper protocol and procedures were followed in all dealings
with and relating to Roca, both
duringandafterherrepresentation.
16. Based upon her position as legal counsel, Defendant was
given access to
confidentialandhighlysensitivebusinessinformationandtradesecrets.
17. Defendant was provided with a RocaLabs.com email address for
her use and was
provided with login creditials that allwed her to access
confidential information that is stored by
thePlaintiffusingacloudserviceprovidedbyGoogle.
18. Defendant was part of a legal team that was involved in
complex federal litigation
andaspartofthatteamhadvirtuallyunfetteredaccesstoinformation.
19. Defendant was involved in highly sensitive meetings and
gained knowledge of the
Plaintiffscriticalbusinessandlegalstrategies.
20. Defendant was part of the legal team involved in handling
ongoing litigation
against Opinion Corp. D/B/A pissedconsumer.com and Consumer
Opinion Corp. (Collectively
PissedConsumer) (Case No. 8:15cv2096 in the U.S. District Court
for the Middle District of
Florida).
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21. Defense counsel for PissedConsumer is attorney Marc
Randazza. Mr. Randazza
has a history of unethical and unscrupulous behavior and he is
presently the subject of multiple
barcomplaintsinFloridaandinNevada.
22.
RocaisalsocurrentlyinvolvedinlitigationagainstMr.Randazzapersonally.
23. On or about July 11, 2015, the IC Agreement between the
parties was terminated
byDefendant.
24. Upon termination Defendant demanded payment for thousands of
dollars in
improperbillingwhichhadbeenquestionedbyRoca.
25. Despite her ethical and fiduciary duties to Roca, Defendant
has been threatening
Roca and its Legal Team, including threat to making confidential
information about Roca public.
SeeAffidavitofDonJuravin,attachedheretoasExhibitA.
26. Immediately upon termination Defendant began communicating
with opposing
counselMarcRandazzainaninappropriatemanner.
27. Upon information and belief Defendant has engaged in
improper and unethical
communications with Randazza. Defendant has shared trade secrets
and proprietary information
withRandazzatothedetrimentofRoca.
28. At the time the IC Agreement was terminated and after the
agreement was
terminated, Defendant improperly accessed Rocas computers and
gained access to confidential
businessandlegalfiles.
29. EvidenceofDefendantsmisconductincludes:
a. Improperly accessing (hacking) email accounts of other
attorneys on the Roca
LabsLegalTeam.
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b. Improperly accessing Rocas cloud storage system to access
trade secrets and
confidentialinformation.
c. Threateningtotweetconfidentialattorneycommunications
d.
ThreateningtodiscloseemailsbetweenmembersoftheRocaLegalTeam.
30. Upon information and belief Defendant may have shared
confidential information
aboutRocatoitsbusinesscompetitorsandadversaries.
31. Indeed, Koroll accessed computer records and threatened to
share trade secrets in
violationofFloridaStatutes,Chapter688.
32. At no time did ROCA give permission to reveal any
confidential information
about ROCA with anyone, especially not competitors and attorney
Marc Randazza. Koroll owed
adutytoROCAtomaintainsecrecy.
ARGUMENT
Roca seeks injunctive relief from this Court restraining
Defendant, from further
accessing, using, disclosing, and/or copying Rocas Trade Secrets
and Confidential Information
and further enjoining her from contacting or communicating with
defense counsel or other third
partiesonanymattersadversetoRoca.
The purpose of a temporary injunction is to protect the movant
from irreparable injury
and to preserve the status quo until the district court renders
a meaningful decision on the merits.
See Liberty Counsel v. Florida Bar Bd. of Governors, 12 So. 3d
183, n.7 (Fla. 2009). A
preliminaryinjunctionisproperlyenteredwhenthemovingpartydemonstrates:
(1)thereisasubstantiallikelihoodofsuccessonthemerits
(2)lackofadequateremedyatlaw
(3)irreparableinjuryiftheinjunctionisnotgrantedand
(4)thegrantingofaninjunctionwouldnotdisservethepublicinterest.
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As a general rule, trial courts have sound discretion to grant
injunctions. Precision Tune
Auto Case, Inc. v. Radcliff, 731 So.2d 744, 745 (Fla. 4th DCA
1999). The facts demonstrate that
all of the elements are easily satisfied, and the requested
injunction should be issued by this
HonorableCourt.
A. ThereisSubstantialLikelihoodofSuccessontheMerits
Roca seeks injunctive relief under the Florida Uniform Trade
Secrets Act (FUTSA) for
misappropriation of its trade secrets. FLA. STAT. 688.001 et
seq. In order to prevail on a claim
for misappropriation of trade secrets under FUTSA, a plaintiff
must show that: (a) the plaintiff
possessed secret information and took reasonable steps to
protect its secrecy, and (b) the secret it
possessed was misappropriated either by one who knew or had
reason to know that the secret
was improperly obtained or by one who used improper means to
obtain it. Del Monte Fresh
Produce Co. v. Dole Food Co., Inc., 136 F. Supp. 2d 1271, 1291
(S.D. Fla. 2001) (citing FLA.
STAT.688.002)).
a.
RocaPossessesTradeSecretsandTakesReasonableStepstoProtectThem
As discussed more fully above, at considerable time and expense,
Roca develops,
compiles, maintains and protects substantial amounts of
confidential and proprietary information.
This information is not publicly available or easily developed.
If a competitor possessed this
information, the competitor could use it to compete unfairly
with Roca. Moreover, Roca legal
strategiescouldbeusedagainstRocaissharedwithdefensecounselonongoingmatters.
Roca has taken reasonable steps to protect its trade secrets.
Moreover as provided in
Florida Statute 90.502(1)(c) a communication between lawyer and
client is confidential if it
is not intended to be disclosed to third persons Thus, in
addition to the steps taken by Roca,
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the Defendant had a statutory obligation to keep information
confidential. Defendant breached
thisstatutoryrequirement.
b. KorollMisappropriatedTradeSecrets
As detailed above, Defendant misappropriated trade secrets from
Roca. At the time of her
termination, Defendant accessed computer files and company
emails in order to gain control of
information. Defendants accessing information occurred at a time
when she had no need to be
accessinginformationasherlegalserviceswereterminated.
As an independent attorney for Roca, Defendant has a fiduciary
duty to protect Rocas
confidential trade secrets and information. Defendant knowingly
and intentionally violated this
dutyforherownbenefit.
Florida courts have granted injunctive relief to prevent unfair
competition related to the
misappropriation of trade secrets. See, e.g., Hatfield v.
AutoNation, Inc., 939 So.2d 155, 157
(Fla. 4th DCA 2006), East v. Aqua Gaming, Inc., 805 So.2d 932,
934 (Fla. 2d DCA 2001), All
LeisureHolidaysLtd.v.Novello,2012WL5932364,*5(S.D.Fla.Nov.27,2012).
Under the facts present here and pursuant to relevant Florida
law, Roca has a strong
likelihoodofsucceedingonthemeritsofitsclaimformisappropriationoftradesecrets.
B.
ThereisaSubstantialThreatofIrreparableInjuryifKorollisNotEnjoined
If the injunction is not granted, Roca will face a substantial
threat of irreparable injury.
Roca has already suffered harm by the release of confidential
information and will continue to be
injured if Defendant does not immediately cease providing
confidential information to
companiesandcounselthatareadversetoRoca.
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Irreparable injury is an injury which is of a peculiar nature,
so that compensation in
money cannot atone for it. Mullinix v. Mullinix, 182 So. 2d 268
(Fla. 4th DCA 1966) First Nat.
Bank n St. Petersburg v. Ferris, 156 So. 2d 421 (Fla. 2nd DCA
1963). There is no way to
compensateRocaforconfidentialattorneyclientinformationthatmaybereleasedbyKoroll.
Florida courts have routinely held that irreparable harm is
presumed in a case involving
misappropriation of trade secrets. See, e.g., Dotolo v.
Schouten, 426 So.2d 1013, 1015 (Fla. 2d
DCA 1983) (agreeing with plaintiffs that irreparable harm and
inadequate remedy at law should
be presumed in an action for injunctive relief with respect to
the misappropriation of a trade
secret, and noting that the misappropriation and continuing use
of a trade secret constitutes a
continuing tort).You Fit, Inc. v. Pleasanton Fitness, LLC, 2012
WL 7050984, *3 (M.D. Fla.
Oct. 31, 2012) (a presumption of irreparable harm exists in
cases involving alleged
misappropriationoftradesecrets).
C.
TheGrantingofanInjunctionWouldNotDisservethePublicInterest
An injunction is appropriate here to prevent the unlawful use
and disclosure of Rocas
trade secrets. Under Florida law, an injunction prohibiting a
former employee from using trade
secrets to solicit existing customers clearly does not disserve
the public interest of protecting
legitimate business interests. Aqua Gaming, 805 So.2d at 934.
Indeed, the existence of
Floridas trade secret statute illustrates [the] states interest
in protecting businesses from theft of
confidentialinformation.Hatfield,939So.2dat158.
In addition to trade secrets, there is great interest in
preserving confidential
attorneyclient information. Not only is this right codified in
Florida Law it is a principal cannon
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of legal ethics in every state in this nation. Koroll can not
dispute that it is not in the publics
interesttoprotecttheattorneyclientrelationship.
D.Bond
Pursuant to Florida Rule of Civil Procedure 1.610(b), Roca will
give a bond for the
injunctioninanamountdeemedproperbytheCourt.
WHEREFORE, Roca respectfully requests that this Court
temporarily, preliminarily, and
then permanently enjoin Defendant, and all persons in active
concert or participation with her,
from making any disclosure prohibited by Florida Statute 688 et.
seq. including, without
limitation, from disclosing any trade secrets, confidential
information, attorneyclient
confidential information, and disclose to Roca all information
that was released, the date it was
releasedandtheidentificationoftheperson/entitytowhichitwasreleased.
Respectfullysubmittedthis22nddayofJuly,2015.
By:/s/AprilS.Goodwin AprilS.Goodwin,Esq.
FLBarNo.502537RachelR.Hyman,Esq.FLBarNo.70451RocaLabs,Inc.P.O.Box10203Largo,FL33777
Tel.(813)5150755
[email protected]@[email protected]
CERTIFICATEOFSERVICE
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I HEREBY CERTIFY that a copy of the foregoing has been furnished
via U.S. Mail and
email to Pro Se Defendant, Cynthia Koroll, 630 North Church
Street, Suite 202, Rockford,
Illinois61103,[email protected],[email protected],this22nddayofJuly,2015.
By:/s/AprilS.Goodwin AprilS.Goodwin,Esq.
FLBarNo.502537RachelR.Hyman,Esq.FLBarNo.70451RocaLabs,Inc.P.O.Box10203Largo,FL33777
Tel.(813)5150755
[email protected]@[email protected]
11
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EXHIBIT A
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INTHECIRCUITCOURTOFTHETHIRTEENTHJUDICIALCIRCUITINANDFORHILLSBOROUGHCOUNTY,FLORIDA
GENERALJURISDICTIONDIVISION
CASENO.15CA006540
ROCALABS,INC.,aCorporation,Plaintiff,v.
CYNTHIAKOROLL,anIndividual,Defendant._____________________________________/
AFFIDAVITDONJURAVIN
STATEOFFLORIDA ) ) COUNTYOFHILLSBOROUGH )
BEFORE ME, the undersigned authority, personally appeared Don
Juravin, and upon
beingdulysworn,deposesandstates:
1. I am over the age of 18 and have personal knowledge of all
matters contained in this
affidavit.
2. IamaresidentofSarasota,FL.
3. IamanauthorizedagentofRocaLabs,Inc.(Roca).
4. Roca has invested significant sums and years of time in the
research and development of
itsproprietaryproducts.
5. Roca has invested millions of dollars in the marketing of its
products, building its
trademarkedbrandnameanddevelopingcustomerlists.
6. Roca has developed a unique relationship with its clients,
and has countless successful
1
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users who have shared their weight loss success online. Roca
firmly believes that the best
way for it to market its products is for successful customers to
share their weight loss
success stories and Roca has invested heavily in developing a
business platform that
allowsforthesestoriestobesharedanddiscovered.
7. To market its current products and to develop new products,
Roca spends substantial
time, effort and expense in developing confidential business
information and trade
secrets. Such trade secrets and confidential business
information include but are not
limited to information regarding Roca nutraceutical line,
product development, research
and testing, confidential customer lists, customer weight loss
information and data, legal
strategies,andinternalbusinesssystemsandoperations.
8. Rocas trade secrets and confidential information are not
generally known in the industry
or outside of Roca, and could be learned by others, if at all,
only through the expenditure
of considerable time, effort and expense. Rocas trade secrets
and confidential
information are critical to its success and future growth in the
highly competitive
nutraceuticalindustry.
9. If Rocas trade secrets were to fall into the hands of a
competitor, Rocas business would
be severely harmed and its unique position in the marketplace
could be crippled and the
competitorwouldbeabletotradeonmanyyearsofvaluableresearchandknowledge.
10. Roca has internal mechanisms in place to protect its
confidential information and strives
tokeepitsbusinessinformationsecret.
11. On or about May 12, 2015, I engaged the services of attorney
Cynthia Koroll on behalf of
Roca.
2
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12. Cynthia Koroll was retained by Roca to provide a variety of
legal services, including but
not limited to general legal advice as to Rocas rights and
obligations in certain matters,
litigationadvice,reviewanddraftingofpleadings,etc.
13. Based upon her position as legal counsel, Cynthia Koroll was
given access to confidential
andhighlysensitivebusinessinformationandtradesecrets.
14. Cynthia Koroll was provided with a RocaLabs.com email
address for use with
Rocarelated work and login creditials that allowed her to access
confidential information
thatisstoredbytheRocausingacloudserviceprovidedbyGoogle.
15. Cynthia Koroll was part of a legal team that was involved in
complex federal litigation
andaspartofthatteamhadvirtuallyunfetteredaccesstoinformation.
16. Cynthia Koroll was involved in highly sensitive meetings and
gained knowledge of the
Rocascriticalbusinessandlegalstrategies.
17. Cynthia Koroll was part of the legal team involved in
handling ongoing litigation against
Opinion Corp. D/B/A pissedconsumer.com and Consumer Opinion
Corp. (Collectively
PissedConsumer) (Case No. 8:15cv2096 in the U.S. District Court
for the Middle
DistrictofFlorida).
18. Defense counsel for PissedConsumer is attorney Marc
Randazza. Randazza has a history
of unethical and unscrupulous behavior and he is presently the
subject of multiple bar
complaints in Florida and in Nevada and recently an arbitration
award against him cited
his unethical behavior, including seeking bribes and accessing
confidential client
information.
19. Cynthia Koroll also performed legal services on behalf of
Roca in the case of Roca Labs,
3
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Inc. v. Marc Randazza, (CASE NO.:14CA011251) in Hillsborough
County Circuit
Court.
20. Cynthia Koroll also represented Roca in the matter of
Jennifer Schaive v. Roca Labs, Inc.
etal(CASENO.:2015L2991)intheCircuitCourtofCookCounty,Illinois.
21. Jennifer Schaive is a defense witness in the Roca Labs, Inc.
v. Opinion Corp. and
Consumer Opinion Corp. case being heard in the United States
District Court, Middle
DistrictofFloridaandwasdeposedinthatcasebyCynthiaKorollonbehalfofRoca.
22. Jennifer Schaive testified at her deposition that Marc
Randazza requested she be a
witness in the case and also retained her attorney in her
Illinois state court case against
Roca.
23. On or about July 11, 2015, the IC Agreement between the
parties was terminated by
CynthiaKoroll.
24. Upon termination Cynthia Koroll demanded payment for
thousands of dollars in
improperbillingwhichwasquestionedbyRoca.
25. Since the termination of her representation of Roca, Cynthia
Koroll has been threatening
Roca and its Legal Team, including threats to making
confidential information about
Roca public. See Composite Exhibit A, communications from
Cynthia Koroll pertaining
tothreatstopublicizeinformation.
26. Immediately upon termination Cynthia Koroll began
communicating with opposing
counsel Marc Randazza in an inappropriate manner. See Composite
Exhibit B,
communications from Cynthia Koroll pertaining to communications
with Marc
Randazza.
4
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27. At the time the IC Agreement was terminated and after the
agreement terminated,
Cynthia Koroll improperly accessed Rocas computers and gained
access to confidential
businessandlegalfiles.
28. I believe Cynthia Koroll may have shared or will share Rocas
confidential information,
trade secrets, and proprietary information to its business
competitors and adversaries,
includingMarcRandazzatothedetrimentofRoca.
29. At no time did I give permission to reveal any confidential
information about Roca with
anyone,especiallynotcompetitorsandattorneyMarcRandazza.
30. At no time did I give Cynthia Koroll permission to disclose
or publish information,
documents, or work product to Marc Randazza or any other
individual or entity outside
ofRoca.
31. At all times I expected, and continue to expect, that my
communications and the
communications of others working on behalf of Roca with Cynthia
Koroll would remain
confidential.
32. At all times I expected, and continue to expect, that the
work product of Cynthia Koroll
andtheotherattorneysrepresentingRocawouldremainconfidential.
33. I expected, and continue to expect, that Cynthia Koroll
would not and will not disclose
anyRocainformationtoanyonewithouttheexpresspermissionofRoca.
34.
RocahassufferedharmduetothedisclosureofinformationfromCynthiaKoroll.
35. Roca is concerned that Cynthia Koroll and Marc Randazza are
working in a concerted
effortagainstRoca.
36. Roca is concerned that both myself and Paul Berger, April
Goodwin, and Rachel Hyman,
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CERTIFICATEOFSERVICE
I HEREBY CERTIFY that a copy of the foregoing has been furnished
via U.S. Mail and
email to Pro Se Defendant, Cynthia Koroll, 630 North Church
Street, Suite 202, Rockford,
Illinois61103,[email protected],[email protected],this22nddayofJuly,2015.
By:/s/AprilS.Goodwin AprilS.Goodwin,Esq.
FLBarNo.502537RachelR.Hyman,Esq.FLBarNo.70451RocaLabs,Inc.P.O.Box10203Largo,FL33777
Tel.(813)5150755
[email protected]@[email protected]
7
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COMPOSITE
EXHIBIT A
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7/21/2015 RocaLabsMailSkype
https://mail.google.com/mail/u/0/?ui=2&ik=3b9df32467&view=pt&as_from=Cindi%40klglaw.net&as_sizeoperator=s_sl&as_sizeunit=s_smb&as_subset=inbox&a
1/1
AprilGoodwin
Skype1message
CynthiaKoroll Mon,Jul20,2015at6:41AMTo:AprilGoodwin
TodayImighttweetandFacebookallyourpersonalcommentsaboutyourcoworkersfromourSkypeconversations.
NothingaboutRocaofcourse.
CannotWAITtotakeyourdepositionsinthisone.AfterIcallPaul'swifetoday.
CynthiaKoroll,MS,RN,JDKorollLitigationGroup,Ltd.630NorthChurchStreet,Suite202Rockford,IL6110381531675547794232332(fax)
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7/21/2015 RocaLabsMailThirdpartycomplaint
https://mail.google.com/mail/u/0/?ui=2&ik=3b9df32467&view=pt&search=inbox&th=14eb1dc5698d2492&siml=14eb1dc5698d2492
1/2
AprilGoodwin
Thirdpartycomplaint1message
CynthiaKoroll
Tue,Jul21,2015at2:24PMTo:AprilGoodwin,"PaulBergerEsq.",Legal3RocaLabs,DonJ
Allinemail.Alltobeshared.
-
7/21/2015 RocaLabsMailThirdpartycomplaint
https://mail.google.com/mail/u/0/?ui=2&ik=3b9df32467&view=pt&search=inbox&th=14eb1dc5698d2492&siml=14eb1dc5698d2492
2/2
Iwanttolitigatethismattertouncovereverylittledetail.
CynthiaKoroll,MS,RN,JDKorollLitigationGroup,Ltd.630NorthChurchStreet,Suite202Rockford,IL6110381531675547794232332(fax)
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RocavKorollMotionforTemporaryInjunctionv1 (2)Pages from CK
Motion for Temporary Injunction