FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`SUPREME COURT OF THE STATE OF NEW YORK
`COUNTY OF NEW YORK
`--------------------------------------------------------------------- x
`
`GEM EXPERIENCE, LLC d/b/a GEMOLOGICAL
`:
`SCIENCE INTERNATIONAL,
`:
`
`:
`:
`:
`:
`:
`:
`:
`:
`
`
`Defendant.
`
`--------------------------------------------------------------------- x
`
`
`Plaintiff,
`
`
`
`- against –
`
`MONIKA BIERNACKA,
`
`
`
`
`Index No.: 654508/2024
`
`
`
`MOTION SEQUENCE 001
`
`
`
`
`
`
`
`
`
`MEMORANDUM OF LAW IN SUPPORT OF PLAINTIFF’S MOTION FOR A
`PRELIMINARY INJUNCTION
`
`
`
`
`
`
`
`
`
`
`
`Of Counsel: Adam M. Felsenstein
`
`
`Alyssa C. Goldrich
`
`TANNENBAUM HELPERN
`SYRACUSE & HIRSCHTRITT LLP
`900 Third Avenue
`New York, New York 10022
`(212) 508-6700
`Attorneys for Plaintiff
`
`
`1 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`TABLE OF CONTENTS
`
`TABLE OF AUTHORITIES .......................................................................................................... ii
`
`PRELIMINARY STATEMENT .....................................................................................................1
`
`STATEMENT OF FACTS ..............................................................................................................3
`
`GSI’s Business and Services ...........................................................................................3
`
`IGI’s Business and Services ............................................................................................4
`
`Defendant’s Employment with GSI ................................................................................5
`
`Defendant’s Breach of Her Covenant Not to Compete ...................................................9
`
`Defendant’s Breach of Her Covenant Not to Solicit GSI’s Employees ..........................9
`
`Defendant’s Various Breaches of Confidentiality and Nondisclosure
`Obligations ....................................................................................................................11
`
`ARGUMENT .................................................................................................................................12
`
`I.
`
`II.
`
`DEFENDANT HAS ALREADY AGREED THAT THE RELIEF
`SOUGHT IS NECESSARY AND APPROPRIATE .........................................................13
`
`GSI IS LIKELY TO SUCCEED ON THE MERITS OF ITS CLAIMS
`FOR BREACH OF THE EMPLOYMENT AGREEMENT AND NON-
`DISCLOSURE AGREEMENT .........................................................................................14
`
`A. Defendant is Breaching the Non-Solicitation of Employees Clause
`of the Employment Agreement ..............................................................................15
`
`B. Defendant is Breaching the Non-Competition Clause in The
`Employment Agreement. .......................................................................................16
`
`C. Defendant is Breaching her Confidentiality Obligations. ......................................17
`
`D. GSI HAS DEMONSTRATED IRREPARABLE INJURY ...................................18
`
`
`
`
`
`
`
`E. THE BALANCE OF EQUITIES WEIGH HEAVILY IN GSI’S
`FAVOR ..................................................................................................................20
`
`
`CONCLUSION ..............................................................................................................................21
`
`
`
`i
`
`2 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`TABLE OF AUTHORITIES
`
`Cases
`
`Page(s)
`
`Aon Risk Serv.’s v. Cusack,
`102 A.D.3d 461 (1st Dep’t 2013) .............................................................................................. 16
`
`Ashland Mgt. Inc. v. Altair Investements NA, LLC,
`59 A.D.3d 97 (1st Dep’t 2008) aff’d 14 N.Y.3d 774 (2010) ..................................................... 17
`
`Bank of Am., N.A. v. PSW NYC LLC,
`29 Misc.3d 1216(A) (2010) ...................................................................................................... 20
`
`BDC Mgmt. Servs. v. Singer,
`144 A.D.3d 597 (1st Dep’t 2016) ........................................................................................ 13, 19
`
`BDO Seidman v. Hirshberg,
`93 N.Y.2d 382 (1999) ............................................................................................................... 14
`
`Beal Sav. Bank v. Sommer,
`8 N.Y.3d 318 (2007) ................................................................................................................. 13
`
`Crown IT Services, Inc. v. Koval-Olsen,
`11 A.D.3d 263 (1st Dep’t 2004) ................................................................................................ 15
`
`Dupuy v. Aeis LLC,
`81 Misc. 3d 1246(A) (Sup. Ct. Richmond Cnty. 2024) ............................................................ 17
`
`Int’l Union of Operating Eng’rs, Local No. 463 v. City of Niagara Falls,
`191 Misc. 2d 375 (Sup. Ct. Niagara Cnty. 2002) ..................................................................... 18
`
`JP Morgan Chase v. J.H. Elec. of N.Y., Inc.,
`69 A.D.3d 802 (2d Dep’t 2010) ................................................................................................ 15
`
`Kaufman v. Int’l Bus. Mach. Corp.,
`97 A.D.2d 925 (3d Dep’t 1983) ................................................................................................ 20
`
`Maltby v. Harlow Meyer Savage, Inc.,
`223 A.D.2d 516 (1st Dep’t 1996) .............................................................................................. 12
`
`McLaughlin v. W.J. Nolan & Co.,
`114 A.D.2d 165 (2nd Dep’t 1986) ............................................................................................. 18
`
`Newmark Partners, L.P. v. Hunt.,
`200 A.D.3d 557 (1st Dep’t 2021) .................................................................................. 15, 19, 21
`
`
`
`ii
`
`3 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`N.Y. Real Estate Inst., Inc. v. Edelman.,
`42 A.D.3d 321 (1st Dept. 2007) ................................................................................................ 13
`
`Opticians Assocs. of Am. v. Indep. Opticians of Am.,
`920 F.2d 187 (3d Cir. 1990) ..................................................................................................... 21
`
`Reed, Roberts Assocs. v. Straumen,
`40 N.Y.2d 303 (1976) ............................................................................................................... 14
`
`Rivera v. Amica Mut. Ins. Co.,
`91 A.D.3d 562 (1st Dep’t 2012) ................................................................................................ 13
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`iii
`
`4 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`Plaintiff Gem Experience, LLC d/b/a Gemological Science International (“GSI”), by its
`
`attorneys, Tannenbaum Helpern Syracuse & Hirschtritt LLP, respectfully submits this
`
`memorandum of law in support of its motion for a preliminary injunction against Monika
`
`Biernacka (“Defendant”).
`
`PRELIMINARY STATEMENT
`
`GSI brings this motion for a preliminary injunction to enforce material provisions of
`
`Defendant’s employment agreement, specifically, covenants not to compete and solicit employees
`
`and an agreement not to misappropriate GSI’s confidential information. Defendant is continuing
`
`to breach these clear and unambiguous provisions of her employment agreement in her raid of
`
`GSI’s confidential information and employees. Injunctive relief is necessary to prevent further
`
`destruction of GSI’s core business at Defendant’s hands.
`
`GSI is in the business of gemological evaluation, rating and appraisal. Customers all over
`
`the world rely on GSI to evaluate and value precious stones for purchase and/or resale. The
`
`industry is small and extremely competitive with a handful of companies vying for market share,
`
`making protection of GSI’s means and methods critically important. One of GSI’s significant
`
`competitors is International Gemological Institute (“IGI”). Upon information and belief, the CEO
`
`of IGI, Tehmasp Printer (“Printer”) engaged in a conspiracy with Defendant to unfairly compete
`
`against GSI by stealing its confidential information and usurping its employees.
`
`Defendant left IGI to join GSI on December 28, 2022. In negotiating her employment with
`
`GSI, Defendant insisted on a three-year term of employment, an executive position within the
`
`company and an extremely high salary. As such, GSI insisted on certain restrictive covenants to
`
`protect its business. Such covenants prohibit Defendant from working for a direct competitor or
`
`
`
`1
`
`5 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`soliciting GSI’s employees for a year after her departure and from taking GSI’s confidential
`
`information.
`
`In blatant disregard of the very employment and non-disclosure agreements she demanded
`
`of GSI, a mere year and half from her first day of employment with GSI, Defendant resigned from
`
`GSI, only to return to IGI while absconding with an abundance of proprietary data, including sales
`
`pitches and pricing data. Adding insult to critical injury, before the ink even dried on her
`
`resignation letter, she began soliciting other GSI employees to join her at IGI in further violation
`
`of her employment agreement. Defendant’s solicitation of key GSI employees – most saliently, its
`
`Chief Learning Officer – was a calculated effort to increase her value at IGI by effectively
`
`dismantling GSI through the poaching of valuable employees. Notably, Printer has engaged in
`
`such improper business practices against GSI in India for several years.
`
`Indeed, with over 30 years of experience in the industry, upon leaving employment with
`
`GSI, Defendant could work for any retailer or manufacturer in the jewelry business; however,
`
`because using GSI’s proprietary and confidential information give her and IGI an unfair advantage,
`
`she has chosen to work for one of the very few possible employers that the Employment Agreement
`
`paid her handsomely to avoid. That Defendant has returned to a significant competitor of GSI, who
`
`operates directly across the street, and began poaching key employees of GSI is no coincidence.
`
`Defendant, Printer and IGI intend to use the knowledge Defendant gained as an employee of GSI
`
`to replicate GSI’s business model at IGI without any regard to Defendant’s contractual obligations
`
`to GSI. There is no more compelling demonstration that a preliminary injunction is warranted.
`
`
`
`Of great significance, in her employment agreement, Defendant agreed that should she
`
`violate the agreement, the harm would be irreparable and that GSI’s right to injunctive relief, such
`
`
`
`2
`
`6 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`as that sought here, may not be challenged. GSI finds itself in the unenviable position of having to
`
`enforce this provision.
`
`
`
`Even absent Defendant’s explicit agreement that the harm is irreparable and that GSI is
`
`entitled to the injunctive relief it seeks here, GSI is unquestionably entitled to a preliminary
`
`injunction under these circumstances. As shown herein, Defendant is clearly working for a direct
`
`competitor after stealing a multitude of GSI’s confidential sales and customer data, business
`
`processes and know-how. These actions are explicitly prohibited by the unambiguous terms of
`
`her employment agreement. The harm suffered by GSI is clearly irreparable as Defendant has
`
`given one of GSI’s significant competitors access to critical proprietary information. Given the
`
`clear and unambiguous contractual terms to which Defendant readily agreed, GSI has a high
`
`likelihood of success on the merits.
`
`
`
`Given the immense damage Defendant has done, and continues to do, this Court should
`
`grant GSI’s application and enjoin Defendant from working for IGI, from retaining and using
`
`GSI’s proprietary information, and from soliciting GSI’s employees.
`
`STATEMENT OF FACTS
`
`GSI’s Business and Services
`
`GSI works directly with retailers and manufacturers in the industry to create customized
`
`solutions and processes for all their gemological needs. Azar Aff.1 ¶ 5. GSI operates in three key
`
`areas of the gemological industry. Id. at ¶ 6. First, GSI provides grading services which includes,
`
`among other things, grading, identification, and certification of diamonds, gemstones, and jewelry,
`
`along with laser inscription, appraisals, light performance evaluation. Id. While many labs in the
`
`industry utilize similar terminology and equipment for grading, GSI differentiates itself through
`
`
`1 References to “Azar Aff.” are to the Affidavit of Debbie Azar, sworn to on September 20, 2024, submitted herewith.
`3
`
`
`
`7 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`its proprietary software designed for data input. Id. This unique system allows seamless
`
`communication and understanding between different branches of GSI, enhancing consistency and
`
`efficiency in our services. Id.
`
`GSI also specializes in screening and testing diamonds for origin (natural or lab-grown)
`
`and gemstone testing for treatments and geographical origin. Id. at ¶ 7. GSI’s ability to scale this
`
`process is unmatched in the industry, and is achieved through a combination of precise procedures,
`
`identifying appropriate instruments for each stage, and developing a thorough understanding of
`
`the data through 19 years of experience analyzing, evaluating, testing, and grading millions of
`
`diamonds in its laboratories. Id. With regard to screening and testing services, GSI has developed
`
`unique processes and procedures which allow it to deliver large volumes of products within a short
`
`period of time. Id. at ¶ 8. GSI is able to operate on this scale through decades of working with
`
`equipment manufacturers to develop and fine tune special software and specific processes and
`
`procedures. Id.
`
`GSI is also a leader in quality control and internet fulfillment services. GSI offers its
`
`services as standalone options or as part of a comprehensive package. Id. at ¶ 9. While interrelated,
`
`each segment utilizes different software, hardware, and specialists trained by GSI. Id. at ¶ 10.
`
`Various components of the same service can be performed in different geographical locations,
`
`which adds to the complexity of GSI’s operations. GSI was designed from the ground up to handle
`
`these intricate processes, which gives it a competitive edge. Id. GSI’s know-how and IP are
`
`extremely valuable and are the result of years of experimentation and fine-tuning as well as
`
`significant investment in the software and hardware. Id. at ¶ 11.
`
`IGI’s Business and Services
`
`IGI is a competitor jewelry appraisal company and gemological laboratory. Id. at ¶ 12.
`
`Upon information and belief, IGI has been attempting to understand GSI’s unique processes and
`4
`
`
`
`8 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`procedures for years. Id. IGI and its affiliated laboratories worldwide and in the U.S. are also in
`
`the business of grading natural and lab grown diamonds and other precious stones. Id. at ¶ 13.
`
`GSI and IGI have significant overlap in their businesses. Id. at ¶ 14. For example, both
`
`companies evaluate natural and lab grown diamonds and other precious stones submitted by
`
`diamond dealers, jewelry manufacturers and other entities and individuals, and issue jewelry and
`
`appraisal reports to their clients. Id. Because the overlap in GSI and IGI’s businesses lies in
`
`servicing the same customer base, albeit for different projects, the competition extends beyond
`
`acquiring new customers but involves striving to outperform one another in order to capture the
`
`entirety of a particular customer’s business. Id.
`
`Defendant’s Employment with GSI
`
`In or about November 2022, after approximately thirty (30) years of employment with IGI,
`
`Defendant approached GSI about potential employment. Id. at ¶ 15. In negotiating the terms of
`
`her employment with GSI, Defendant insisted on an employment contract and three-year term of
`
`employment. Id. at ¶ 16. Accordingly, on December 28, 2022, Defendant entered into an
`
`Employment Agreement with GSI (the “Employment Agreement”). Id. at ¶ 17; Exhibit A.
`
`Recognizing that Defendant would hold a high position at GSI with essentially unfettered
`
`access to GSI’s proprietary and confidential information, GSI insisted that Defendant agree to
`
`certain restrictive covenants and nondisclosure obligations to protect its business. Id. at ¶ 18. In
`
`exchange for her assurances of discretion, non-competition and solicitation, Defendant became the
`
`highest paid employee at GSI with the title Executive Vice President of Operations. Id.
`
`Specifically, Section 5 of the Employment Agreement sets forth certain terms and
`
`obligations to protect GSI’s confidential and proprietary information. Id. at ¶ 19. Section 5(a) of
`
`the Employment Agreement defines “Confidential Information” as:
`
`
`
`5
`
`9 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`all confidential and non-public information of or concerning the
`Company, including, but not limited to, information regarding its
`trade secrets, owners, suppliers, vendors, customers, prospective
`business partners, employees, products, orders, strategies,
`marketing plans, business plans, pricing, costs,
`revenues,
`confidential information of third parties received by the Company
`and all other confidential, private and proprietary information which
`relates to the existing or anticipated business, services or
`commercial activities of the Company, in any form, whether written,
`oral or machine-readable, including, but not limited to, information
`gathered or obtained by Employee or under her supervision during
`Employee’s employment with the Company and any such
`information that is contained in or used in connection with any
`systems, resources, applications, equipment or tools used by the
`Company. Confidential Information does not include information
`that is publicly known and generally available through no wrongful
`act of Employee.
`
`
`(“Confidential Information”). Id. at ¶ 19. Furthermore, Section 5(b) of the Employment
`
`Agreement provides:
`
`Confidential Information is the property of and confidential to the
`Company. Employee assigns and transfers to the Company all rights
`Employee may have in any Confidential Information created or
`developed by Employee or under her direction without any further
`action on Employee’s part. Confidential Information represents
`valuable, special and unique assets of the Company, access to and
`knowledge of which are essential to the performance of
`Employee’s duties.
`
`(emphasis added). Id. at ¶ 20. Section 5(c) of the Employment Agreement states:
`
`Employee shall not, during Employee’s employment with the
`Company or at any time thereafter, directly or indirectly disclose,
`in whole or in part, Confidential Information to any person or
`entity for any reason or purpose whatsoever, except on behalf of
`the Company in accordance with the Company’s policies, or make
`use of any Confidential Information for Employee’s own purposes
`or for the benefit of any person or entity other than the Company
`in accordance with the Company’s policies. Employee shall take
`all precautions necessary to safeguard all Confidential Information
`against unauthorized disclosure to, or use or reproduction by, third
`parties.
`
`(emphasis added) Id. at ¶ 21. Finally, section 5(e) of the Employment Agreement reads:
`
`
`
`6
`
`10 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`Employee shall not remove, copy, download or transmit any
`Confidential Information during her employment, except for the
`benefit of the Company and in accordance with the policies of the
`Company, or after the termination of the Employee’s employment
`with the Company. Upon the earlier of Company’s request and the
`termination of Employee’s employment with the Company,
`Employee shall immediately turn over to the Company all
`documents, papers and other material, including all copies thereof,
`in Employee’s possession or under her control, which may
`constitute, contain or be derived from Confidential Information,
`whether in written or digital form, together with all documents,
`notes, and other work product connected with or derived from
`Employee’s services.
`
`(emphasis added). Id. at ¶ 22.
`
`Because Defendant’s role required her have access to GSI’s extensive confidential and
`
`proprietary information during the term of her employment, Defendant was required to execute an
`
`Employee Nondisclosure Agreement, dated January 3, 2023 (the “Non-Disclosure Agreement”).
`
`Id. at ¶ 23; Ex. B. The confidentiality obligations enumerated in Section 5 of the Employment
`
`Agreement are also set forth in Paragraph 1 of the section titled “Nondisclosure of Confidential
`
`Information” of the Non-Disclosure Agreement. Id. at ¶ 24. Pursuant to both Sections 5(e) of the
`
`Employment Agreement and the section titled “Returning Company Documents” in the Non-
`
`Disclosure Agreement, Defendant agreed that, among other things, upon the termination of her
`
`employment with GSI, she would immediately return, and not keep, recreate, or deliver to anyone
`
`else any documents, papers, or other materials in her possession or control which may constitute,
`
`contain, or derive from Confidential Information, whether in written or digital form. Id. at ¶ 25.
`
`Furthermore, Section 6 of the Employment Agreement contained additional restrictive
`
`covenants relating to competition and solicitation which Defendant acknowledged and agreed to.
`
`Id. at ¶ 26. Specifically, Defendant acknowledged, in Section 6(a) of the Employment Agreement,
`
`that GSI has expended, and will continue to expend, significant resources in cultivating and
`
`building its client relationships. Id. at ¶ 27. Defendant further agreed in Section 6(a)(i) of the
`7
`
`
`
`11 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`Employment Agreement that through the term of her employment and for one-year following her
`
`resignation from GSI (the “Restricted Period”) that she would not directly or indirectly:
`
`engage or participate in any business that is competitive with the
`business and operations as conducted or contemplated by the
`Company during the one (1) year prior thereto, including, but not
`limited to, any business that operates gemological laboratories or
`provides education regarding, grading of,
`testing of or
`certification of diamonds, gemstones and other jewelry (a
`“Competing Business”), engage, participate, become associated as
`or interested in (as owner, stockholder, partner, co-venturer,
`manager, supervisor, advisor, director, officer, employee, agent,
`consultant or any other capacity) any person or entity engaged in a
`Competing Business
`
`(the “Non-Competition Clause”) (emphasis added). Id. at ¶ 28.
`
`Significantly, pursuant to Section 6(a)(ii) of the Employment Agreement, Defendant
`
`agreed not to directly or indirectly: during her employment and until the later of (A) the date any
`
`post-termination payments are due to be fully paid by the GSI to Defendant, and (B) twelve (12)
`
`months following Defendant’s last day of employment with the GSI:
`
`(I)
`
`contact, solicit or attempt to contact or solicit, directly or
`indirectly, any person who works or has worked in any
`capacity whatsoever for or on behalf of the Company during
`the one year prior thereto, which contact shall be for the
`purpose, either in whole or in part, of offering any such
`person employment or engagement that is not with the
`Company or encouraging such person to reduce their
`relationship with the Company.
`
`(the “Non-Solicitation Clause”). Id. at ¶ 29. Finally, Section 6(b) of the Employment Agreement
`
`prohibited Defendant from interfering with the relationship between GSI and any of its employees,
`
`clients, contractors, suppliers, partners or vendors. Id. at ¶ 30. Defendant further acknowledged
`
`and agreed to in Section 8 of the Employment Agreement that in the event Defendant breached
`
`Section 5 of the Employment Agreement, GSI would suffer immediate and irreparable injury and
`
`
`
`8
`
`12 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`shall be entitled to temporary and permanent injunctive relief to prevent or stop a breach of the
`
`Employment Agreement with no bond or other security required. Id. at ¶ 31.
`
`Defendant’s Breach of Her Covenant Not to Compete
`
`On April 26, 2024, Defendant resigned from her employment with GSI. Id. at ¶ 32. Within
`
`weeks of her departure, Defendant resumed her employment with IGI, as its Head of Sales in direct
`
`violation of Section 6(a)(i) of the Employment Agreement from GSI. Id. at ¶ 33.
`
`Defendant’s Breach of Her Covenant Not to Solicit GSI’s Employees
`
`In addition to working for a significant competitor of GSI, Defendant improperly solicited
`
`GSI employees to leave their employment with GSI and move to IGI. Id. at ¶ 34. Indeed,
`
`Defendant’s first improper solicitation occurred in June 2024 when she contacted Alethea Inns
`
`(“Alethea”), GSI’s Chief Learning Officer, following an impromptu encounter at a Las Vegas trade
`
`show seeking her personal email address so that Scott Friedman (“Friedman”) -- Defendant’s
`
`associate and colleague at IGI -- could “reach out to [her] regarding some potential opportunities.”
`
`Inns Aff.2 ¶¶ 5-6; Ex. A. The following day, Friedman sent Alethea an email with the subject
`
`“Nice Meeting You and New opportunity” stating:
`
`It’s was nice to briefly meet you yesterday as I was walking through
`Plumb Club with Monika. I actually remember when you were at
`AGS, and you help me with my color vision test, a long time ago!
`There is an opportunity, within the education department at IGI,
`that I think would be very fitting for you. If you are interested, I
`would like to introduce you to the CEO, who is in Vegas this week.
`He is available to meet briefly after the show tomorrow, if you can.
`Let me know your interest level, and if you can meet him. Please
`keep this confidential.
`
`Id. at ¶ 8; Ex. B. (emphasis added).
`
`
`2 References to “Inns Aff.” Are to the Affirmation of Alethea Inns, sworn to on September 19, 2024, and submitted
`herewith.
`
`
`
`9
`
`13 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`
`
`Sensing predatory activity, Alethea never responded to Friedman’s email. Id. at ¶ 10.
`
`Notably, Friedman happens to be the individual who accepted service of this lawsuit on behalf of
`
`Defendant at IGI. (See NYSCEF Doc. No. 4). Defendant’s indirect solicitation of Alethea is
`
`significant because her value to GSI is considerable. As Chief Learning Officer, Alethea works
`
`directly with GSI’s clients in developing and managing different GSI educational programs and
`
`courses specific to the client’s business development needs. Inns. Aff. at ¶ 4. In the nearly 5 years
`
`Alethea has been employed at GSI, she has developed meaningful relationships with GSI’s core
`
`customers and is generally known in the industry for her integrity and specialized and unique
`
`technical knowledge of the gemology field. Id.
`
`Defendant successfully solicited Maria Mrozek (“Mrozek”) -- a GSI employee that she had
`
`been supervising at the time of her April 2024 departure from GSI -- to leave her employment with
`
`GSI and become employed with IGI. Azar Aff. at ¶ 38. GSI had employed Mrozek for over a
`
`decade and throughout that time, Mrozek developed intricate knowledge of the equipment and
`
`processes used by GSI in its screening and testing process. Id. at ¶ 39.
`
`This is significant because the methodology by which GSI operates the equipment and
`
`software to complete its screening/testing process on a broader scale is proprietary to GSI and
`
`Mrozek was intimately involved in this process throughout her decade long employment with GSI.
`
`Id. at ¶ 40. Defendant’s solicitation of Mrozek was a calculated effort for IGI to obtain the benefit
`
`of her knowledge of GSI’s proprietary processes and technical procedures for implementation at
`
`IGI. Id. at ¶ 41. Indeed, Mrozek has extensive knowledge of the procedure and processes GSI and
`
`is now equipped to aid IGI in using such processes and procedures to aid IGI in interpreting gems
`
`of every kind. Id.
`
`
`
`10
`
`14 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`Next, Defendant endeavored to indirectly solicit Yuliya Dreval (“Dreval”), GSI’s Senior
`
`Gemologist. Id. at ¶ 42. Dreval informed Debbie Azar, GSI’s co-founder and president that on
`
`August 21, 2024, she was contacted by the human resources department at IGI and offered an
`
`interview. Id. When she went in for an interview at IGI, she was personally interviewed by
`
`Tehmasp Printer. Id. During this interview, she saw Monika at IGI’s offices. Id. Dreval further
`
`indicated that IGI had contacted her on her cellphone, which she found suspicious because her
`
`cellphone number is not publicly available information. Id. at ¶ 43. Because Dreval saw Defendant
`
`during her interview with IGI, and Defendant has exhibited a pattern of soliciting other GSI
`
`employees, it logically follows that it was Defendant who gave Dreval’s phone number to IGI so
`
`that it could solicit her. Id. at ¶ 44.
`
`These employees are just those that made IGI’s outreach through Defendant known. There
`
`may be others, and there is no indication that Defendant will stop absent an injunction. Id. at ¶ 45.
`
`Defendant’s Various Breaches of Confidentiality and Nondisclosure Obligations
`
`In addition to her various breaches of her restrictive covenant agreements with GSI, while
`
`employed at GSI and prior to her departure, Defendant has breached her confidentiality and
`
`nondisclosure obligations to GSI by using GSI’s proprietary Confidential Information to compete
`
`with GSI. Id. at ¶ 46. To enable her to retain GSI’s Confidential Information after her departure,
`
`Defendant forwarded Confidential Information she obtained during her employment to herself at
`
`her personal email address as well as to an individual she lives with – David Moses (“Moses”).
`
`Id. at ¶ 47. Such Confidential Information included, inter alia, client pricing information, client
`
`pitch decks, client contact information and business solicitation emails, templates for client pitch
`
`materials, and other proprietary business strategies specific to GSI. Id. at ¶ 48; Ex. C. Notably,
`
`
`
`11
`
`15 of 27
`
`

`

`FILED: NEW YORK COUNTY CLERK 09/23/2024 12:51 PM
`NYSCEF DOC. NO. 13
`
`
`INDEX NO. 654508/2024
`
`RECEIVED NYSCEF: 09/23/2024
`
`much of the information Defendant forwarded herself contained a “CONFIDENTIAL” stamp,
`
`which was a further effort by GSI to safeguard this information3.
`
`Further, in direct violation of the Employment Agreement and the Non-Disclosure
`
`Agreement, Defendant took additional Confidential Information belonging to GSI, in the form of
`
`printed materials and photographs of documents taken with her personal cell phone and WhatsApp
`
`communications with other GSI employees and clients. Id. at ¶ 49. To GSI’s knowledge,
`
`Defendant has been using the Confidential Information she obtained through her employment with
`
`GSI for the benefit of IGI. Id. at ¶ 50.
`
`ARGUMENT
`
`As demonstrated herein, despite her ongoing restrictive covenant obligations, Defendant
`
`obtained employment with GSI’s direct competitor within months of her resignation from GSI and
`
`immediately began exploit