1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 CLEAR VIEW WEST, LLC, Case No. 23-cv-04774-SI

8 Plaintiff,

ORDER DENYING MOTION FOR

9 v.

JUDGMENT ON THE PLEADINGS

10 STEINBERG, HALL & ASSOCIATES, INC., et al., Dkt. No. 118 11 Defendants. 12 13 Before the Court is a motion for judgment on the pleadings, filed by the Steinberg 14 defendants.1 The present lawsuit filed by plaintiff Clear View West, LLC (“CVW”) alleges 15 trademark infringement, trade secret misappropriation, unfair competition and false designation of 16 origin, breach of contract, breach of fiduciary duty, fraud, and other California state law claims. The 17 Court held a hearing on January 9, 2026. For the reasons set forth below, the Court DENIES 18 defendants’ motion. 19 20 BACKGROUND 21 I. Factual Background 22 Plaintiff Clear View West, LLC (“CVW”) develops retractable window and door screens. 23 Dkt. No. 93 (“FAC”) ¶ 1. The complaint alleges that defendants intentionally infringed CVW’s 24 trademarks and service marks for retractable window and door screens. Id. ¶ 2. In 2010, after CVW 25 1 The Court uses the term “Steinberg defendants” to refer to all defendants except Craig 26 Roberts (“Roberts”) and Craig Roberts Home Improvements, Inc. (“CRHI”). The Steinberg defendants include Samuel Steinberg (“Steinberg”), Steinberg Hall & Associates, Inc. dba Home 27 Improvement Specialists (“HIS”), Chang Steinberg Hall, Inc. (“CSH”), La Costa Shade, Inc. 1 acquired the rights to certain of the CLEARVIEW MARKS2 west of the Mississippi River, CVW’s 2 owner, Lezotte, granted Steinberg and his company, Home Improvement Specialists, Inc. (“HIS”), 3 the right to be the exclusive distributor of CVW products in Southern California. Id. ¶ 3. In 4 exchange, HIS and Steinberg performed services for CVW, including creating and maintaining 5 CLEARVIEW related websites and running advertising campaigns. Id. Steinberg or his companies 6 would invoice CVW for those services and CVW would pay for the services plus additional amounts 7 to compensate Steinberg. Id. 8 In 2016, CVW paid “substantial sums” to gain all rights to the CLEARVIEW MARKS 9 nationwide and to acquire the East Coast distributor network of the prior owner of CLEARVIEW 10 MARKS. Id. ¶ 9. Subsequently, Steinberg was formally appointed Director of Sales of CVW and 11 “entrusted with overseeing CVW’s nationwide distributor relationships and with growing sales.” 12 Id. ¶ 10. He continued to maintain the CLEARVIEW websites and run advertising campaigns. Id. 13 Through this role Steinberg had access to all web usage data for every CVW distributor, to sales 14 calls and inquiries made to distributors, and to data on distributor responses to customer inquiries. 15 Id. ¶ 12. Steinberg was compensated by CVW differently from other distributors, was granted 16 access to internal confidential information, and was permitted to maintain his exclusive territory in 17 Southern California. Id. 18 In or around 2021, and continuing into 2023, Steinberg, while still purporting to serve as 19 CVW’s Director of Sales, “schemed” to “(a) create a knock-off product of CVW’s retractable 20 screen, (b) rebrand the existing motorized screen from CLEARVIEW to a new brand,3 (c) use his 21 knowledge of CVW’s Confidential Information to recruit CVW’s top existing distributors . . . to 22 terminate or diminish their relationship with CVW without any notice or warning and only sell [Mr. 23 2 The term “CLEARVIEW MARKS’ includes CVW’s rights to the marks CLEARVIEW 24

RETRACTABLE SCREENS, CLEARVIEW SCREENS, CLEARVIEW POWER SCREENS,

CLEARVIEW or CLEAR VIEW, and a yellow and blue CLEARVIEW logo. FAC ¶ 2. 25

3 In 2021 Steinberg proposed adding a motorized retractable screen to the CVW product line 26 that Steinberg had developed. Id. ¶ 13. CVW agreed to launch Steinberg’s motorized screens through CVW’s network under the agreement that CVW would be compensated 20% for the sales 27 to distributors. Id. ¶ 14. CVW also permitted Steinberg to brand the motorized screens as 1 Steinberg’s] new knock-off products going forward, and (d) cut CVW out of the profits from any 2 sales of the rebranded motorized screens by selling direct to the distributors.” Id. ¶ 15. Steinberg 3 allegedly had each CVW distributor that he recruited sign a non-disclosure agreement to keep his 4 efforts secret from CVW. Id. ¶ 16. In or before early 2023, Steinberg began distributing APOLLO 5 screens through CVW’s distributors without notice to CVW. Id. ¶ 17. On June 6, 2023, Steinberg 6 “terminated his relationship with CVW, informed CVW he had launched a competing line of 7 screens, and notified CVW he was taking CVW’s top distributors with him.” Id. ¶ 20. 8 After terminating the relationship, Steinberg allegedly cut off CLEARVIEW branded 9 websites and associated phone numbers, cut off call monitoring and advertising campaigns of CVW 10 and all its remaining distributors, and rerouted many historical CLEARVIEW website phone 11 numbers to “APOLLO SCREENS” offices, causing confusion among CVW and its distributors’ 12 customers and employees. Id. ¶ 21. He also allegedly redirected existing CLEARVIEW websites 13 to point to new APOLLO websites “so a consumer looking for CLEARVIEW would automatically 14 go to an APOLLO website without any explanation.” Id. ¶ 23. Steinberg and his companies, acting 15 through former CVW distributors, also allegedly continued to use the CLEARVIEW MARKS and 16 logos to mislead and deceive customers. Id. ¶¶ 22, 24. 17 18 II. Procedural Background 19 Plaintiff filed its original complaint in this action on September 15, 2023. Dkt. No. 1 20 (“Compl.”). Discovery began in late 2023.4 On April 30, 2025, plaintiff requested, and the Court 21 subsequently granted, leave to file a first amended complaint to add a defendant entity allegedly 22 owned by defendant Steinberg (THREE WOODS), to “clarify and support original allegations,” and 23 to “add an important alternative basis for infringement just learned of.” Dkt. Nos. 85, 91. Plaintiff 24 filed its amended complaint on May 29, 2025. Dkt. No. 93 (“FAC”). 25 26 4 Plaintiff moved for appointment of a Special Master for discovery with agreement from 27 defendants on February 27, 2025. Dkt. No. 75. On April 4, 2025, the Court ordered the appointment 1 The FAC lists eleven counts against the Steinberg defendants5: (I) Trademark Infringement 2 under 15 U.S.C. § 1114; (II) Unfair Competition and False Designation of Origin under 15 U.S.C. 3 §1125(A); (III) Common Law Trademark Infringement; (IV) Unfair Competition under Cal. Bus. 4 Prof. Code. §§17200, et seq.; (V) Common Law Unfair Competition; (VI) Breach of Contract; (VII) 5 Breach of Fiduciary Duties; (VIII) Fraud; (IX) Misappropriation of Trade Secrets under 18 U.S.C. 6 §§1836, et seq. and/or Cal. Civ. Code § 3426; (X) Breach of Confidence; and (XI) Interference with 7 Prospective Economic Relationships. Id. ¶¶ 44-139. Plaintiff seeks injunctive relief, disgorgement 8 of profits, and damages. Id. ¶ 27. 9 On July 16, 2025, the Steinberg defendants filed a motion to dismiss, which the Court denied 10 as untimely. Dkt. Nos. 104, 105. Steinberg defendants filed an amended answer on August 13, 11 2025. Dkt. Nos. 106, 107. The Steinberg defendants filed the present motion for judgment on the 12 pleadings on November 14, 2025. Dkt. No. 118. Plaintiff responded, and Steinberg defendants 13 replied. Dkt. Nos. 126, 127. 14 15 LEGAL STANDARD 16 “After the pleadings are closed—but early enough not to delay trial—a party may move for 17 judgment on the pleadings.” Fed. R. Civ. P. 12(c). Judgment on the pleadings is appropriate when, 18 even if all material facts in the pleading under attack are true, the moving party is entitled to 19 judgment as a matter of law. Hal Roach Studios, Inc. v. Richard Feiner & Co., Inc., 896 F.2d 1542, 20 1550 (9th Cir. 1989). A Rule 12(c) motion for judgment on the pleadings is “functionally identical” 21 to a Rule 12(b)(6) motion to dismiss and “the same standard of review applies to motions brought 22 under either rule.” Cafasso v. Gen. Dynamics C4 Sys., Inc., 637 F.3d 1047, 1054 n.4 (9th Cir. 2011) 23 (internal quotation marks and citations omitted). “[U]nder both rules, a court must determine 24 whether the facts alleged in the complaint, taken as true, entitle the plaintiff to a legal remedy.” 25 Chavez v. United States, 683 F.3d 1102, 1108 (9th Cir. 2012) (internal quotation marks and citation 26 omitted). To survive either a Rule 12(b)(6) motion or a Rule 12(c) motion, the plaintiff must allege 27 1 “enough facts to state a claim to relief that is plausible on its face.” See Bell Atl. Corp. v. Twombly, 2 550 U.S. 544, 570 (2007). This “facial plausibility” standard requires the plaintiff to allege facts that 3 add up to “more than a sheer possibility that a defendant has acted unlawfully.” Ashcroft v. Iqbal, 4 556 U.S. 662, 678 (2009). While courts do not require “heightened fact pleading of specifics,” a 5 plaintiff must allege facts sufficient to “raise a right to relief above the speculative level.” Twombly, 6 550 U.S. at 555, 570. 7 In deciding whether the plaintiff has stated a claim upon which relief can be granted, the 8 court must assume that the plaintiff’s allegations are true and must draw all reasonable inferences 9 in the plaintiff’s favor. Usher v. City of Los Angeles, 828 F.2d 556, 561 (9th Cir. 1987). However, 10 the court is not required to accept as true “allegations that are merely conclusory, unwarranted 11 deductions of fact, or unreasonable inferences.” In re Gilead Sciences Sec. Litig., 536 F.3d 1049, 12 1055 (9th Cir. 2008) (citation and internal quotation marks omitted). 13 14 DISCUSSION 15 I. Procedural Issues 16 Plaintiff raises two procedural issues with the Steinberg defendants’ motion for judgment on 17 the pleadings, which the Court addresses at the outset. Opp’n at 11. 18 19 A. Repetitive Rule 12(b)(6) Motion 20 Plaintiff argues Steinberg defendants’ motion should be denied as a successive motion to 21 dismiss under Rule 12(g). Opp’n at 11. Steinberg defendants contend that the present motion is not 22 “a second bite at the apple,” as plaintiff would have it, because the Court dismissed their earlier 23 12(b)(6) motion to dismiss as untimely without deciding the merits. Reply at 1. 24 Under Federal Rule of Civil Procedure 12(g) a party that makes a Rule 12 motion “must not 25 make another motion under this rule raising a defense or objection that was available to the party 26 but omitted from its earlier motion.” Fed. R. Civ. Proc. 12(g)(2). Here, plaintiff does not raise 27 previously available defenses or objections omitted from its motion to dismiss, rather it recycles its 1 appear to be copy-pasted from the prior motion. Compare Mot. with Dkt. No. 104. These arguments 2 have not yet been addressed by the Court, as the Court denied Steinberg defendants’ motion to 3 dismiss as untimely without wading into the merits. Dkt. No. 105. Nor did the Court’s order bar 4 Steinberg defendants’ from filing a Rule 12(c) motion. See id. Therefore, the Court does not find 5 that Rule 12(g) procedurally bars Steinberg defendants’ present motion. 6 7 B. Premature Motion for Summary Judgment 8 Plaintiff argues that Steinberg defendants’ motion should be evaluated as a Rule 56 motion 9 for summary judgment because it relies on matters outside of the pleadings and provides its own 10 “Background Facts” section that contradicts facts in the complaint. Opp’n at 13. Steinberg 11 defendants argue that converting the present motion into a motion for summary judgment is 12 unnecessary because “the facts included in the ‘Background Facts’ section were not used to support 13 the arguments of the motion.” Reply at 3. Steinberg defendants also suggest that the Court should 14 simply ignore “any [contradictory] ‘background facts’ that were used to support [their] arguments.” 15 Id. 16 The Court agrees with plaintiff that Steinberg defendants’ alternative “Background Facts” 17 section directly contradicts the facts alleged in the complaint. For instance, the motion denies that 18 Steinberg ever acted as plaintiff’s Director of Sales. Compare Mot. at 2 (“Mr. Steinberg never 19 served as Plaintiff’s Director of Sales.”) with FAC ¶ 10 (“Steinberg was then formally appointed the 20 Director of Sales for CVW”). The motion also denies that the parties ever had an agreement as to 21 the distribution of motorized screens. Compare Mot. at 2. (“There were no contracts, not even a 22 handshake agreement.”) with FAC ¶ 14 (“CVW agreed to launch Steinberg’s motorized screens 23 through CVW’s network on the basis that all screens would go through CVW’s place of business in 24 Santa Clara County, California, and CVW would be compensated 20% for sales to those 25 distributors”); see also FAC ¶¶ 82-85. 26 Steinberg defendants then rely on these and other contradictory “background facts” to make 27 premature evidentiary arguments in support of their motion for judgment on the pleadings. Indeed, 1 (Breach of Confidence), and XI (Interference with Prospective Economic Relationships) should 2 each be dismissed primarily because they hinge on plaintiff’s claim that Steinberg was employed 3 by plaintiff or held the role of Director of Sales. Mot. at 16, 19, 21. They further argue that Counts 4 VI (Breach of Contract) and VIII (Fraud) warrant dismissal because, they contend, there was never 5 any agreement between parties. Mot. at 15, 17. In doing so, defendants rely on their own version 6 of facts. Again, in deciding a Rule 12(c) motion, the court must take all facts plaintiff alleged in the 7 complaint as true. See Chavez, 683 F.3d at 1108 (9th Cir. 2012). “[J]udgment on the pleadings is 8 improper when the district court goes beyond the pleadings to resolve an issue; such a proceeding 9 must properly be treated as a motion for summary judgment.” Hal Roach Studios, Inc. v. Richard 10 Feinter and Co., Inc., 895 F.2d 1542, 1550 (9th Cir. 1989). 11 The Court therefore finds that Steinberg defendants’ motion sets forth disputed factual issues 12 that cannot be resolved on the pleadings. Steinberg defendants seek what amounts to a premature 13 summary judgment ruling. Both parties acknowledge, and the Court agrees, a motion for summary 14 judgment would be premature, as discovery is ongoing. Opp’n at 11 n. 3 & 13; Reply at 2. 15 16 II. Merits 17 A. Alter Ego Theory 18 Steinberg defendants first argue that each of plaintiff’s eleven causes of action should be 19 dismissed for alleging that the Steinberg defendants (Steinberg, HIS, CSH, LCS, and THREE 20 WOODS) are all liable, while failing to plead facts sufficient to invoke the alter ego doctrine. Mot. 21 at 6-7. Plaintiff counters that the complaint adequately pleads all elements of an alter ego claim. 22 Opp’n at 16. 23 “Ordinarily, a corporation is regarded as a legal entity, separate and distinct from its 24 stockholders, officers, and directors, with separate and distinct liabilities and obligations.” Sonora 25 Diamond Corp. v. Superior Court, 83 Cal. App. 4th 523, 538 (2000). However, under the alter ego 26 doctrine, when the corporate form is used to “perpetuate a fraud, circumvent a statute, or accomplish 27 some other wrongful or inequitable purpose,” the courts will disregard the “corporate veil” and 1 corporation.” Id. Under California law, alter ego liability may be imposed where “(1) there is such 2 a unity of interest and ownership that the individuality, or separateness, of the [defendant] and 3 corporation has ceased; and (2) the facts are such that an adherence to the fiction of the separate 4 existence of the corporation would ... sanction a fraud or promote injustice.” Whitney v. Arntz, 320 5 F. App’x 799, 800 (9th Cir. 2009). Factors for the court to consider include the “commingling of 6 funds and other assets of the two entities, the holding out of by one entity that it is liable for the 7 debts of the other, identical equitable ownership in the two entities, use of the same offices and 8 employees, and use of one as a mere shell or conduit for the affairs of the other.” Sonora Diamond, 9 83 Cal. App. 4th at 539. 10 Steinberg defendants suggest that plaintiff’s alter ego claims are too vague to establish the 11 first “unity of interest” prong of alter ego liability, largely because plaintiff does not detail specific 12 instances of commingling funds, undercapitalization, or disregard of corporate formalities. Mot. at 13 6-7; Reply at 4. 14 The Court disagrees. Here, the complaint adequately alleges unity of interest, including 15 specific facts regarding the nature of the relationship between the Steinberg defendants: “there is a 16 complete unity of interest and ownership between Steinberg and all four companies” FAC ¶ 5; 17 “Steinberg owns the companies in whole or in significant part, and controls each company as its 18 majority shareholder and/or CEO, CFO and sole Director” Id.; “[a]ll of his companies operate out 19 of the same addresses, seemingly do business at times as ‘HIS’ ‘the HIS’ or ‘Home Improvement 20 Specialists’ and/or ‘APOLLO’ and commingle contracts, obligations and funds” Id.; “the parties’ 21 ordinary business practice was for CVW to net out amounts invoiced by CSH or LCS against 22 amounts owed to CVW by HIS and to then either accept payment from HIS for the net difference 23 or make payment to LCS or CSH for the net difference.” Id. ¶ 6; “employees would handle whatever 24 issues came up and never identified themselves as working for any individual company.” Id. ¶ 7. 25 These allegations of unity of interest are sufficient to survive a 12(c) motion, as the Court could 26 infer that there is a disregard of corporate formalities or a commingling of corporate funds between 27 all the Steinberg entities. 1 inadequately pled. Mot. at 7. To establish this second prong, plaintiff points to the complaint’s 2 allegation that: “[u]nder these circumstances, it would be inequitable to permit Steinberg and the 3 companies to hide behind the corporate separateness doctrine for any purpose or liability when 4 Steinberg operated all the companies as a single enterprise out of a single address, was personally 5 the primary point of contact with CVW with each company, and never clarified what company he 6 was acting for at any one time. Steinberg may not now compartmentalize information he gained in 7 one capacity from the other companies he controlled to avoid liability for his actions attaching to 8 any of the of the companies.” FAC ¶ 8. 9 To establish inequity in the absence of alter ego liability, a plaintiff must plead facts 10 sufficient to demonstrate that “conduct amounting to bad faith makes it inequitable for the corporate 11 owner to hide behind the corporate form.” Sonora Diamond, 83 Cal. App. 4th at 540.6 “The 12 injustice that allows a corporate veil to be pierced is not a general notion of injustice; rather, it is the 13 injustice that results only when corporate separateness is illusory.” Bank of Montreal v. SK Foods, 14 LLC, 476 B.R. 588, 600 (N.D. Cal. 2012). “Inequitable results flowing from the recognition of the 15 corporate form include the frustration of a meritorious claim, perpetuation of a fraud, and the 16 fraudulent avoidance of personal liability.” Pac. Mar. Freight, Inc. v. Foster, 2010 WL 3339432, at 17 *7 (S.D. Cal. Aug. 24, 2010). 18 Here, plaintiff has highlighted potentially inequitable or bad faith conduct on Steinberg 19 defendants’ part, namely that Steinberg was using his position with CVW to secretly misappropriate 20 CVW’s distributor network through his companies, which were actually all part of a single 21 enterprise. See, e.g., FAC ¶¶ 96-98. Plaintiff alleges that defendant Steinberg and his employees 22 were unclear about which company they were acting on behalf of when communicating with CVW 23 6 Courts in this circuit have varied on whether a showing of bad faith is required when 24 pleading the second prong of the alter ego test. P. Bell Tel. Co. v. 88 Connection Corp., No. 15-CV- 04554-LB, 2016 WL 3257656, at *5 (N.D. Cal. June 14, 2016) (detailing the position that a bad 25 faith showing is not required in either California courts or in the 9th Circuit); Gerritsen v. Warner Bros. Entm't Inc., 116 F. Supp. 3d 1104, 1143 (C.D. Cal. 2015) (court noted as part of alter ego 26 liability a finding of bad faith is required in the second prong of the test). The 9th Circuit has clarified that bad faith is required except with claims of the inequity arising out of under-capitalization or 27 misrepresentation to creditors by the parent company. Sentry Life Ins. Co. v. Roberts, 925 F.2d 1470 1 and others. Id. ¶¶ 5-7. Plaintiff further alleges that Steinberg and his companies, acting through 2 former CVW distributors, continued to use the CLEARVIEW MARKS and logos to mislead and 3 deceive customers. Id. ¶¶ 22, 24. At this stage of the litigation, this is sufficient. 4 The Steinberg defendants also contend that alter ego liability is not adequately pled here 5 because there “is no evidence of [Steinberg defendants’] fraudulent or deceptive intent, and Plaintiff 6 does not allege[] fraudulent or deceptive intent.” Mot. at 6. Defendants rely heavily on Sonora 7 Diamond to support their contention that plaintiff must show evidence of defendants’ wrongdoing 8 to adequately plead alter ego liability. The Court finds that Sonora Diamond does not stand for this 9 proposition. In Sonora Diamond, a school district sued a Canadian mining company and its 10 subsidiary doing business in California for breach of contract. 83 Cal. App. 4th. at 523-30. The 11 Canadian company, which was not a signatory of the contract, moved to quash service for lack of 12 personal jurisdiction. Id. The court of appeal rejected the school district’s argument that its 13 allegations of alter ego liability automatically gave the trial court personal jurisdiction over the 14 subsidiary. Id. at 538-40. Unlike here, however, the Sonora Diamond court was not considering 15 whether the allegations in plaintiff’s complaint were adequate to state a claim. See id. at 540 (“It is 16 correct that a motion to quash for lack of personal jurisdiction does not implicate the merits of the 17 complaint, but the plaintiff, in opposing the defendant’s motion to quash, must present evidence to 18 justify a finding that the requisite jurisdictional minimum contacts exist.”). A plaintiff is not 19 required to provide “evidence” merely to state a claim of alter ego liability. 20 While Steinberg defendants assert that “each entity and Mr. Steinberg are separate from one 21 another,” the Court takes the allegations in plaintiff’s complaint as true for the purposes of the 22 present motion. Opp’n at 6. The complaint alleges sufficient facts that, if taken as true, could 23 plausibly establish the required elements alter ego liability. FAC ¶¶ 4-8; 29-36. Thus, the Court 24 finds that plaintiff has adequately pled facts to support alter ego liability at this stage.7 25 7 Steinberg defendants repeatedly refer to the FAC as an impermissible shotgun pleading 26 because “plaintiff does not differentiate between any of the entities or Mr. Steinberg individually but alleges . . . that all Steinberg [d]efendants are alter egos of each other.” Mot. at 4, 7, 21. Plaintiff 27 argues that the FAC specifies as thoroughly as possible at this point. Opp’n at 14-15. The Court 1 B. Failure to State a Claim 2 Steinberg defendants also argue that plaintiff fails to plead facts sufficient to state a claim 3 for all eleven causes of action. Mot. at 1. 4 5 1. Trademark Infringement & Unfair Competition Claims (Counts I-V) 6 Plaintiffs assert several trademark and unfair competition claims under the Lanham Act, 7 California common law, and California Business and Professions Code. “The Lanham Act is the 8 federal trademark and unfair competition statute.” Trader Joe's Co. v. Hallatt, 835 F.3d 960, 966 9 (9th Cir. 2016). “To prevail on its Lanham Act trademark claim, a plaintiff must prove: (1) that it 10 has a protectable ownership interest in the mark; and (2) that the defendant’s use of the mark is 11 likely to cause consumer confusion.” Rearden LLC v. Rearden Commerce, Inc., 683 F.3d 1190, 12 1202 (9th Cir. 2012) (internal quotation marks omitted). A plaintiff must also meet “a threshold 13 ‘use in commerce’ requirement.” Id. at 1203. Plaintiff's state law trademark infringement claim is 14 “subject to the same legal standards as [its] Lanham Act trademark claim.” Id. at 1221. 15 The parties dispute whether plaintiff sufficiently pled likelihood of consumer confusion. 16 Steinberg defendants argue that the Court should dismiss Counts I-V against all Steinberg 17 defendants primarily because plaintiff’s allegations do not provide factual support for “what marks 18 they were using that were confusingly similar to CVW marks, and/or how they were causing 19 confusion.” Mot. at 8; Reply at 5.8 They argue that “transitioning customers from one brand to 20 another with clear disclosure of the change” does not support consumer confusion. Reply at 6. 21 The Court finds plaintiff adequately alleges that Steinberg’s use of CLEARVIEW MARKS 22 was likely to confuse consumers. Plaintiff alleges that defendants caused confusion by redirecting 23 Clearview branded websites to point to APOLLO websites without any explanation, and that “once 24

25 difficult or impossible for defendants to make informed responses to the plaintiff’s allegations.” SEC v. Bardman, 216 F.Supp.3d 1041, 1051 (N.D. Cal. Oct. 27, 2016) (quoting Sollberger v. 26 Wachovia Sec., LLC, 2010 WL 2674456, at *4 (C.D. Cal. June 30, 2010)). Here, plaintiff has alleged how the companies are connected and which specific defendants acted in which ways. 27 1 on those websites, consumers saw references to CLEARVIEW MARKS and logos even though the 2 sites only sold APOLLO products.” See FAC ¶¶ 21-25. Plaintiff further alleges that Steinberg 3 caused confusion by using CLEARVEW MARKS to contract with customers to install 4 CLEARVIEW screens but then installed LA COSTA branded screens. Id. At this stage, this is 5 sufficient. 6 7 2. Other Claims 8 Finally, Steinberg defendants also argue that plaintiff failed to adequately to allege breach 9 of contract (Count VI)9, breach of fiduciary duty (Count VII), fraud (Count VII), misappropriation 10 of trade secrets (Count IX), breach of confidence (Count X), and interference with prospective 11 economic relationships (Count XI). As discussed above, Steinberg defendants primarily raise 12 factual disputes as to whether the various Steinberg defendants are in fact alter egos, whether 13 Steinberg was in fact plaintiff’s Director of Sales, and whether an agreement between Steinberg and 14 CVW regarding the launch of Steinberg’s motorized screens through CVW’s network in fact 15 existed. These factual disputes Steinberg defendants’ raise cannot be resolved on a motion for 16 judgment on the pleadings. Therefore, the Court finds Counts VI-XI can proceed against Steinberg 17 defendants. 18 19 /// 20

21 9 For the first time in their reply brief, and then again at the hearing, Steinberg defendants argued that the agreement plaintiff alleged would “likely need to be in writing to be enforceable.” 22 Reply at 7; see CA Civil § 1624 (“An agreement that by its terms is not to be performed within a year from the making thereof” must be in writing to be enforceable). The Court finds the only case 23 Steinberg defendants cite inapposite, and defendants misquote the Ninth Circuit’s reasoning. See Schick Service v. Jones, 173 F.2d 969, 977 (9th Cir. 1949). Steinberg defendants acknowledge that 24 the alleged 20% compensation agreement does not specify “details such as duration.” Reply at 7, see FAC ¶¶ 14; 81-91. The complaint alleges that CVW and Steinberg split profits according to the 25 agreement “[f]or over a year.” Id. ¶ 14. However, courts interpret the one year requirement narrowly, and “the test under Section 1624 is not how long the parties performed under the 26 agreement but whether the agreement could not have possibly been performed within a year.” Jeong Hae Lee v. Winix, Inc., 2006 WL 8434722, *6 (C.D. Cal. May 17, 2006); see also Burgermeister 27 Brewing Corp. v. Bowman, 227 Cal.App.2d 274, 281(Ct. App. 1964); Hopper v. Lennan & Mitchell, 1 CONCLUSION 2 For the foregoing reasons and for good cause shown, the Court hereby DENIES Steinberg 3 defendants’ motion for judgment on the pleadings in its entirety. 4 5 IT IS SO ORDERED. 6 || Dated: January 9, 2026 Site WU tee 7 _ eee et Oe

SUSAN ILLSTON

8 United States District Judge 9 10 11 12

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