IN THE UNITED STATES DISTRICT COURT FOR THE MIDDLE DISTRICT OF TENNESSEE AT NASHVILLE

BILLY JOE GRIGGS; and ASHLEY BLAIRE CO., INC. d/b/a EVOLUTION, INC., a Tennessee Corporation; Plaintiffs, v. LF PRODUCTS PTE LTD d/b/a TRUE INNOVATIONS, a Foreign Corporation; Defendant.

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CASE NO. ______________

JURY DEMAND

COMPLAINT COMES NOW Plaintiffs Billy Joe Griggs and Ashley Blaire Co., Inc. d/b/a Evolution, Inc. (collectively, Plaintiffs), for their causes of action against Defendant LF Products PTE LTD d/b/a True Innovations (LF), respectfully states to this Court as follows: I. 1. PARTIES

Billy Joe Griggs (Griggs) is an individual and citizen of the State of Tennessee,

residing at 3030 Minor Hill Highway, Pulaski, TN 38478. 2. Ashley Blaire Co., Inc. d/b/a Evolution, Inc. (Evolution), is a for profit

corporation organized and existing under the laws of the State of Tennessee, with its principal place of business located at 3030 Minor Hill Highway, Pulaski, TN 38478. 3. Upon information and belief, LF Products PTE LTD d/b/a True Innovations

(LF) is a for profit corporation organized and existing under the laws of Singapore, China, with its principal place of business located in Singapore, China.

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II. 4.

JURISDICTION AND VENUE

This Court has subject matter jurisdiction over this action pursuant to 28 U.S.C.

1332, as there is complete diversity between the parties, and the amount in dispute exceeds $75,000, exclusive of interest and costs. 5. Venue in this Court is proper pursuant to 28 U.S.C. 1391(b)(2) because a

substantial part of the events giving rise to the claims asserted herein occurred in Tennessee and the continued misappropriation of confidential, proprietary, and trade secret information that Plaintiffs seek to enjoin has occurred, and inevitably will occur, in Tennessee. Venue also is proper pursuant to 28 U.S.C. 1391(b)(3) because defendants are subject to personal jurisdiction in Tennessee, and pursuant to 28 U.S.C. 1391(c) because the Defendant is an alien. 6. Upon information and belief, this Court has personal jurisdiction over LF based

upon LFs continuous and systematic minimum contacts with residents of Tennessee through the offering of its services and/or products and involvement with residents of Tennessee, within this judicial district, and elsewhere. 7. Further, this Court has personal jurisdiction under Tenn. Code Ann. 20-2-201 et

seq., because (1) LF has transacted business in Tennessee; (2) the tortious acts or omissions occurred in Tennessee; (3) the damages occurred in Tennessee; and (4) jurisdiction based on LFs contacts with Tennessee is not inconsistent with the Constitution of the State of Tennessee or the Constitution of the United States.

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III. 8.

FACTUAL BACKGROUND

Griggs is a professional and innovator in the furniture industry, and is the

inventor of numerous inventions covered by several patents and patent applications directed to furniture products and methods. 9. Evolution is a Tennessee corporation incorporated by Griggs that develops and

sells furniture products. Griggs is the President of Evolution, and is an owner of the stock of Evolution. 10. Through years of experience in the furniture industry, Griggs has successfully Evidence of

developed significant improvements in furniture manufacturing and design.

Griggs success is demonstrated, inter alia, by U.S. Letters Patent No. 7,744,162, which was granted June 29, 2010. 11. Evolution, as a recognized innovator and leader in the furniture industry, entered

into a license agreement with Albany Industries of New Albany MS (Albany), whereby Albany would assist in the production and use of certain of Evolutions unique and innovative furniture and methods created by Griggs, including the manufacture and shipping of ready-toassemble upholstered sofas. 12. In December 2011, Griggs, Evolution, and Albany entered into negotiations with

LF for LF to become a licensed manufacturer and authorized seller of the same products, including without limitation Evolutions innovated ready-to-assemble upholstered sofas. During these negotiations, and during subsequent discussions and agreements with LF, Griggs was acting on behalf of Evolution in his capacity as President of Evolution. 13. After commencing negotiations of a possible license agreement with LF, LF

retained Mr. Alan True and his associates to act on LFs behalf during the negotiations. 3

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14.

In February 2012, LF prepared an Agreement for the Exchange of Confidential

Information (the Agreement), and presented the Agreement to Griggs for execution. 15. On February 9, 2012, Griggs, acting in his capacity as President of Evolution,

authorized Mr. Timothy A. Stump, a business associate and representative of Plaintiffs, to execute the Agreement as agent for Plaintiffs. Mr. Stump executed the Agreement on February 9, 2012. 16. On February 12, 2012, Mr. Mukhtar Ahmed, a Director of LF, executed the

Agreement. A true and correct copy of the Agreement, as executed, is attached hereto as EXHIBIT A. 17. The Agreement states in Paragraph 2 that: Each partys Confidential Information shall remain its personal property. Each party shall maintain confidential Information of the other party in strict confidence and shall protect such Confidential Information of the party with the same degree of care as it exercised in safeguarding its own Confidential Information. Neither party shall disclose any Confidential Information of the other party to any third part [sic] or copy or use the same for any purpose other than in connection with a the Purpose set forth in this agreement. . . .

18.

The Agreement states in Paragraph 3 that: Each party will restrict access to the Confidential Information of the other party to its authorized employees who require access to such Confidential Information in connection with the Purpose set forth in this Agreement and will ensure that each of its employees to whom Confidential Information of the other party is disclosed or made available is informed of the terms of this Agreement and that all such employees agree to be bound by the terms hereof.

19.

The Agreement states in Paragraph 5 that: User shall not make, or permit to be made, copies of any or all of the Confidential Information unless Company has given its prior 4

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written consent. Any such copies shall be subject to all provisions of this Agreement. 20. The Agreement states in Paragraph 6 that: Company may at any time request User to promptly return to Company or to destroy any or all documents or other materials containing Confidential Information, and User shall immediately comply with any such request. 21. The Agreement states in Paragraph 10 that: Each party to this Agreement agrees to reimburse, indemnify and hold harmless the other party and its affiliates, employees, and agents and representatives from any damage, loss or expense incurred by them as a result of the use of the Confidential Infom1ation by it or its nominees contrary to the terms of this Agreement. It is understood and agreed that money damages would not be a sufficient remedy for any breach of terms of this Agreement and that the other party shall be entitled to specific performance and injunctive or other equitable relief as a remedy for such breach. Such remedy shall not be deemed to be the exclusive remedy for any such breach but shall be in addition to all other remedies available at law or equity to the other party. lt is further understood and agreed that no failure or delay by the other party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege under this Agreement or otherwise. 22. After executing the Agreement, Plaintiffs initiated and engaged in numerous

detailed written and telephonic communications with LF through LFs representatives, Kevin Gallagher and his immediate superior Dan Tacheny, regarding the residential upholstery market and Evolutions plans for sourcing in China. 23. During these communications between Plaintiffs and LFs representatives, and

pursuant to the Agreement and its confidentiality provisions contained therein executed between the parties, LF received Plaintiffs confidential and proprietary information, including, but not limited to: Plaintiffs confidential and proprietary manufacturing, construction, and 5

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shipping methods for ready-to-assemble upholstered sofas; the design, appearance and customer assembly of Plaintiffs products not yet introduced into the marketplace; samples of products made pursuant to Plaintiffs confidential and proprietary methods, including without limitation, wood frames and sofas; videos that detail such confidential and proprietary information, including without limitation Plaintiffs confidential and proprietary method for making a certain wood frame for sofas; and designs, drawings, and specifications containing such confidential and proprietary information, including without limitation Plaintiffs confidential and proprietary method for making a certain wood frame for sofas (collectively, Confidential Information). 24. Plaintiffs Confidential Information derives independent economic value from

not being generally known, or readily ascertainable by proper means by persons a part from Plaintiffs who can obtain economic value from its disclosure or use. 25. Information. 26. Plaintiffs Confidential Information was made by and/or on behalf of Plaintiffs in Plaintiffs expend reasonable efforts to maintain the secrecy of its Confidential

Tennessee, and were sent by Plaintiffs to LF in China pursuant to confidentiality provisions contained in the Agreement. 27. On or around March 12, 2012, Griggs sent to LF a wood frame for a sofa using

Plaintiffs Confidential Information, which was manufactured in Tennessee and sent to LF in China pursuant to the confidentiality provisions contained in the Agreement. 28. On or about April 19-20, 2012, representatives for both Plaintiffs and LF met at

the High Point furniture market in High Point, N.C.

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29.

During this meeting in High Point, Plaintiffs disclosed additional confidential and

proprietary information belonging to Plaintiffs to LF. 30. In May 2012, Kevin Gallagher, on behalf of LF, and Richie McLarty of Albany,

traveled to China where they visited affiliated factories in the Guangdong and Zhejiang provinces. 31. During this May 2012 visit to China, McLarty, at the direction of Plaintiffs, and

subject to the terms and conditions of the Agreement, provided to LF a sample of a sofa built based on Plaintiffs innovative design. The sample sofa was sent by air to LFs office in Hangzhou, China. This sample sofa was not publicly available, and was subject to the

confidentiality provisions of the Agreement. 32. From the time period between the providing of the sofa in May 2012 to June

2012, Plaintiffs and LF engaged in negotiations regarding the licensing of Plaintiffs innovative sofa designs. During the time period of negotiations, Albany, on behalf of Plaintiffs, continued to instruct and educate LF about packaging platforms for the ready-to-assemble upholstered sofa market utilizing Plaintiffs Confidential Information, all of which LF agreed to keep confidential, not disclose, and most importantly, not use without Plaintiffs permission, pursuant to the Agreement. 33. In June 2012, LF abruptly walked away from the license negotiations without

purchasing a license to use Plaintiffs Confidential Information. 34. On information and belief, LF never intended to purchase a license from

Plaintiffs, and the negotiations were a pre-text to obtain the Plaintiffs confidential and proprietary information before any of Plaintiffs products were introduced into the market, and gain an unfair competitive advantage thereby. 7

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35.

On information and belief, and in direct violation of the Agreement, LF and

others whom LF has assisted have been and are using Plaintiffs confidential and proprietary information to make packaging platforms and ready-to-assemble upholstered sofas utilizing Plaintiffs methods, processes and specifications. LF neither asked for nor received permission to use Plaintiffs confidential and proprietary information for this or any other purpose. 36. On information and belief, LF retained Mengnu, a factory in Haining, China, to

manufacture sofa samples using key parts of Plaintiffs Confidential Information (the Mengnu sofa samples). LF sent employees, representatives and agents to the Mengnu factory to assist Mengnu in this manufacturing. These Mengnu sofa samples were and are being manufactured without Plaintiffs permission and in direct violation of the Agreement. 37. These Mengnu sofa samples were presented by LF at a meeting with Sams Club

in Dongguan in August 2012 in an effort to secure Sams Club as an LF customer. At the time LF presented the sofa to Sams Club, LF knew that Sams Club was an existing customer of Plaintiffs. Agreement. 38. These Mengnu sofa samples also were presented by LF at a furniture show in This was done without the permission of Plaintiffs, and is a violation of the

Shanghai on or about August 24, 2012, and were shown to other customers of Plaintiffs in an effort by LF to secure Plaintiffs customers as customers of LF. This was done without the permission of Plaintiffs, and is a violation of the Agreement. 39. In September 2012, LF shipped a Mengnu sofa sample to American Signature,

Inc. in the United States in an effort to secure American Signature, Inc. as an LF customer. At the time LF shipped the sofa to American Signature, Inc., LF knew that American Signature,

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Inc. was an existing customer of Plaintiffs. This was done without the permission of Plaintiffs, and is a violation of the Agreement. 40. In September 2012, LF shipped a Mengnu sofa sample to Big Lots, Inc. in an

effort to secure Big Lots, Inc. as an LF customer. At the time LF shipped the sofa to Big Lots, Inc., LF knew that Big Lots, Inc. was an existing customer of Plaintiffs. This was done without the permission of Plaintiffs, and is a violation of the Agreement. 41. Sams Club, American Signature, Inc. and Big Lots, Inc. provide several hundred

thousand dollars of business to Plaintiffs every year. 42. On September 28, 2012, counsel for Plaintiffs sent Muhktar Ahmed at LF a letter

demanding that LF cease and desist from engaging in the activities described above, and demanding that LF either destroy or return the confidential and proprietary information provided to LF by Plaintiffs pursuant to Paragraph 6 of the Agreement. A true and correct copy of this letter is attached hereto as EXHIBIT B. 43. 44. LF acknowledged receipt of the above letter in a response dated October 5, 2012. After receiving no further response from LF, counsel for Plaintiffs sent a second A true and correct copy of this letter is attached hereto as

letter on October 22, 2012. EXHIBIT C. 45.

On information and belief, LF continues to use and retain copies Plaintiffs LF also has not

confidential and proprietary information in violation of the Agreement.

returned or destroyed all of Plaintiffs confidential and proprietary information.

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IV. CAUSES OF ACTION COUNT I BREACH OF CONTRACT 46. forth herein. 47. 48. As described above, Plaintiffs and LF entered into the Agreement. The Agreement is a valid and enforceable contract supported by sufficient Plaintiffs hereby incorporate and re-allege Paragraphs 1 through 45 as if fully set

consideration. 49. Through its actions alleged herein, LF has materially breached the obligations it

undertook under the terms of the Agreement. 50. LFs past and continuing, unauthorized and willful use of Plaintiffs Confidential

Information in manufacturing, displaying, selling, and attempting to sell sofas and other forms of furniture as described above constitutes a material breach of the Agreement. 51. LFs past and continuing breaches of the Agreement has and will damage

Plaintiffs in an amount to be determined at trial. 52. LFs continuing breach of the Agreement, unless restrained by this Court, will Plaintiffs have no adequate remedy at law for LFs

cause Plaintiffs irreparable injury.

continuing breach of the Agreement, and injunctive relief is specifically provided for in the Agreement. COUNT II VIOLATION OF UNIFORM TRADE SECRETS ACT T.C.A. 47-25-1701, et seq. MISAPPROPRIATION OF PROPRIETARY INFORMATION 53. forth herein. Plaintiffs hereby incorporate and re-allege Paragraphs 1 through 52 as if fully set

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54.

Plaintiffs Confidential Information described above constitutes a trade secret

under T.C.A. 47-25-1702, as it derives independent value from not being generally known, or readily ascertainable by other persons apart from Plaintiffs, including, but not limited to LF, and Plaintiffs expend reasonable efforts to protect the secrecy of its Confidential Information. 55. Plaintiffs trade secret information was provided to LF in confidence under the

Agreement and the confidentiality provisions contained therein. 56. Upon information and belief, through their actions alleged herein, LF has

misappropriated and disclosed, and continues to use and disclose, Plaintiffs trade secret information to other brokers and/or buyers, among others, and continues to use this information with authorization or consent of Plaintiffs. 57. LFs past and continuing actions, including without limitation its use of

Plaintiffs Confidential Information in furtherance of its competitive enterprise, constitute a violation of T.C.A. 47-25-1701 et seq. 58. LFs past and continuing violation of T.C.A. 47-25-1701 et seq. has and will

damage Plaintiffs in an amount to be determined at trial. 59. As a result of LFs willful and malicious misappropriation, Plaintiffs are entitled

to recover its damages resulting therefrom pursuant to Tenn. Code Ann. 47-25-1704, including, but not limited to: actual damages; LFs profits; reasonable royalties; and exemplary damages. 60. LFs continuing breach of T.C.A. 47-25-1701 et seq., unless restrained by this

Court, will cause Plaintiffs irreparable injury for which Plaintiffs are entitled to injunctive relief. Plaintiffs have no adequate remedy at law for LFs continuing violation. 11

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61.

Plaintiffs are entitled to recover its reasonable attorneys fees pursuant to Tenn.

Code Ann. 47-25-1705. COUNT III TORTIOUS INTERFERENCE WITH BUSINESS RELATIONS 62. forth herein. 63. Plaintiffs have existing business relationships on a world-wide basis with Plaintiffs hereby incorporate and re-allege Paragraphs 1 through 61 as if fully set

furniture buyers, including but not limited to Sams Club, American Signature, Inc. and Big Lots, Inc. Plaintiffs also continue to develop prospective relationships with new buyers in the marketplace. 64. LF, based on the extensive contact and negotiations with Plaintiffs described

above, had actual knowledge that Plaintiffs had established business relationships with the above buyers, among others. 65. LF, with full knowledge of the actual relationships established by Plaintiffs,

willfully and purposefully approached these furniture buyers in attempt to sell sofas manufactured and designed based upon Plaintiffs Confidential Information. 66. Further, the quality of the sample sofas that LF has manufactured and designed is

inferior in quality. LFs introduction of inferior product of this type into the marketplace has already had and will continue to have a substantial adverse impact on Plaintiffs business relationships with existing customers and potential new customers. LF, in approaching

furniture buyers on a world-wide scale, has caused and continues to cause damage to Plaintiffs in both potential lost sales, and destruction of market potential by presenting inferior goods in the field of ready-to-assemble upholstered sofas.

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67.

LFs past and continuing actions constitute tortious interference with business

relations under Tennessee law. 68. LFs past and continuing tortious actions has and will damage Plaintiffs in an

amount to be determined at trial. 69. LFs continuing tortious actions, unless restrained by this Court, will cause

Plaintiffs irreparable injury for which Plaintiffs are entitled to injunctive relief. Plaintiffs have no adequate remedy at law for LFs continuing actions. COUNT IV BREACH OF COVENANT OF GOOD FAITH AND FAIR DEALING 70. forth herein. 71. The Plaintiffs and LF entered into an agreement by which LF agreed to keep Plaintiffs hereby incorporate and re-allege Paragraphs 1 through 69 as if fully set

confidential the information provided to it by Plaintiffs. The Agreement was prepared by LF. 72. In reliance upon LFs representations in the Agreement, Plaintiffs disclosed their

Confidential Information to LF. LF, however, breached the Agreement and deprived Plaintiffs of the benefits of the Agreement. 73. On information and belief, LF misrepresented its intentions to Plaintiffs

regarding its intentions to honor the Agreement and use Plaintiffs Confidential Information in considering entering into a license agreement with Plaintiffs. Instead, LF intended to use the Confidential Information to try to beat Plaintiffs to the market and cut Plaintiffs out of future transactions with furniture buyers. 74. LFs actions constitute a breach of the covenant of good faith and fair dealing,

which is present in every contract.

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75.

LFs past and continuing breach has and will damage Plaintiffs in an amount to

be determined at trial. 76. LFs continuing breach, unless restrained by this Court, will cause Plaintiffs

irreparable injury for which Plaintiffs are entitled to injunctive relief. Plaintiffs have no adequate remedy at law for LFs continuing breach. PRAYER FOR RELIEF WHEREFORE, based upon the foregoing, Plaintiffs pray for judgment that: 1. Process issue and be served upon LF requiring it to answer this Complaint within

the time and manner prescribed by law; 2. The Court enter a judgment in favor of Plaintiffs against LF as to each of the

above respective Counts; 3. The Court enter a preliminary injunction and permanent injunction pursuant to

Fed. R. Civ. P. 65 that: a. Enjoins and restrains LF, and its officers, agents, servants, employees,

parent corporations, and affiliates, and any person in active concert or participation with any of the foregoing, from (i) recording, copying, or taking any of Plaintiffs Confidential Information; or (ii) directly or indirectly, using or disclosing or furnishing to any person, company, or other entity any of Plaintiffs Confidential Information; b. Enjoins and restrains LF, and its officers, agents, servants, employees,

parent corporations, and affiliates, and any person in active concert or participation with any of the foregoing, from the use, importation, offer for sale, or sale of any furniture product manufactured through or incorporating any of Plaintiffs Confidential Information; 14

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c.

Enjoins and restrains LF, and its officers, agents, servants, employees,

parent corporations, and affiliates, and any person in active concert or participation with any of the foregoing, from any further misappropriation of Plaintiffs Confidential Information. 4. The Court direct LF to file with this Court and serve on Plaintiffs within ten (10)

days after the entry of a preliminary injunction, reports in writing under oath, setting forth in detail the manner and form in which LF has complied with the preliminary injunction; 5. The Court direct LF to file with this Court and serve on Plaintiffs within thirty

(30) days after the entry of a permanent injunction, reports in writing under oath, setting forth in detail the manner and form in which LF has complied with the permanent injunction; 6. The Court direct LF, and its officers, agents, servants, employees, parent

corporations, and affiliates, and any person in active concert or participation with any of the foregoing, to immediately return to Plaintiffs all of Plaintiffs property and Confidential Information provided to LF by Plaintiffs under the Agreement that are in their possession, custody, and control; 7. The Court order that Plaintiffs be awarded a money judgment and award for

damages, including exemplary damages, arising out of LFs continued activities, with interest; 8. The Court order for disgorgement of any and all profits received by LF due to its

continued activities through which LF has been unjustly enriched as a result of their wrongful actions, with interest; 9. in this action; The Court enter an award to Plaintiffs of their attorneys fees, costs and expenses

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10. law; 11. 12.

The Court enter an award of prejudgment interest at the highest rate prescribed by

A trial by jury of all issues so triable; and Such other and further relief as this Court deems equitable and just.

Respectfully Submitted, Billy Joes Griggs, and Ashley Blaire Co., Inc. d/b/a Evolution, Inc. by their attorneys

s/W. Edward Ramage W. Edward Ramage (TN Bar No. 16261) Maia T. Woodhouse (TN Bar No. 30438) BAKER, DONELSON, BEARMAN, CALDWELL & BERKOWITZ, P.C. 211 Commerce Street, Suite 800 Nashville, TN 37201 (615) 726-5771 (telephone) (615) 744-5771 (facsimile) eramage@bakerdonelson.com mwoodhouse@bakerdonelson.com

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