Nunez

facts from plaintiff’s [first amended complaint (FAC)], the allegations of which are deemed true for the limited purpose of determining whether plaintiff has stated a viable cause of action. [Citation.]” (Stevenson v. Superior Court (1997) 16 Cal.4th 880, 885.)

2 According to respondents’ brief, VPS “is the registered dba of” the LLC.

2 same time, Policella and Pagohesh met with Pena. To induce Pena to agree to allow his locations to be part of the sale, VPS agreed to pay him 50 percent of the sale price of his four locations. In addition, VPS agreed that plaintiffs “would continue to manage their locations and take home the same amount of income as they had made prior to the close of the sale of VPS to

LAZ.”

The parties did not put the agreement in writing based upon Policella’s representations that “‘we are family’” and “‘you can trust me,’” and Pagohesh’s commitment to honor the oral agreement. According to the FAC, “Policella and Pagohesh concealed the fact that their real motive for insisting that the agreement remain oral was to deny the existence of the agreement and, if sued, argue the lack of a writing as a defense.” On December 1, 2016, the LLC and LAZ signed their…