Teledyne RD Instruments v. Rowe Technologies CA4/1

I.

FACTUAL BACKGROUND

In August 2005, Teledyne Investment, Inc. (TII) entered into a stock purchase

agreement with RD Instruments, Inc. (RDI); the Rowe Family Trust; Francis Rowe; and

Elaine Rowe to buy all of the stock of RDI. After the stock purchase, RDI was renamed

Teledyne RD Instruments, Inc. (TRDI) and continued in the business of underwater

acoustics technology. TII later assigned its rights under the stock purchase agreement to

Teledyne Technologies, Incorporated (TDY). The stock purchase agreement contained

provisions that prohibited the sellers or their affiliates from competing with TRDI/TDY

and from soliciting its employees for five years (hereafter the noncompetition and

nonsolicitation clauses).

In September 2005, TDY employed Steven Rowe, Daniel Rowe, Steve Maier,

Mark Vogt, John Romeo, and Changle Fang. Each of them signed an agreement

promising "promptly [to] disclose to TDY all inventions, computer programs,

improvements, concepts, or discoveries which [he] may make, either solely or jointly

SLAPP is an acronym for strategic lawsuit against public participation, i.e., a lawsuit "brought primarily to chill the valid exercise of the…