FILED: NEW YORK COUNTY CLERK 11/26/2024 08:17 PM INDEX NO.

659315/2024
NYSCEF DOC. NO. 2 RECEIVED NYSCEF: 11/26/2024

SUPREME COURT OF THE STATE OF NEW YORK

COUNTY OF NEW YORK
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:
IPG DXTRA ENTERTAINMENT, INC., : Index No. 2024/____________
:
Plaintiff, : COMPLAINT
:
-against- :
:
2PM SHARP, LLC; JESSICA SCIACCHITANO; :
HEATHER MCDEVITT; MICHELLE SCHWARTZ, :
and JAMIE ARONS, :
:
Defendants.
:
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Plaintiff IPG DXTRA Entertainment, Inc. d/b/a R&CPMK (“R&CPMK,” the “Company,”

or “Plaintiff”), by its attorneys, hereby submits this Complaint against Defendants 2PM Sharp,

LLC (“2PM Sharp”), Jessica Sciacchitano (“Sciacchitano”), Heather McDevitt (“McDevitt”),

Michelle Schwartz (“Schwartz”), and Jamie Arons (“Arons”) (Sciacchitano, McDevitt, Schwartz,

and Arons referred to collectively herein as the “Former Employees”) (2PM Sharp and the Former

Employees referred to collectively herein as the “Defendants”), alleging as follows:

INTRODUCTION

1. R&CPMK is a global marketing and public relations agency, focusing on

advertising, digital marketing, communications, strategy, planning, media, public relations, and

specialty marketing.

2. R&CPMK represents more than 400 of the most prominent and influential actors,

musicians, producers, directors, content creators, and athletes in the world, and creates distinctive

integrated marketing campaigns for some of the largest brands and Fortune 500 companies across

the globe. Its business depends on establishing and maintaining client relationships.

3. R&CPMK is wholly owned by The Interpublic Group of Companies, Inc., a

premier global advertising and marketing services company headquartered in New York City.

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4. R&CPMK brings this action for damages and injunctive relief against the Former

Employees arising from various acts of misconduct, including violation of their legal and/or

contractual obligations to R&CPMK, and wrongful interference with R&CPMK’s business

relations and employees; and against 2PM Sharp for aiding or incentivizing the Former

Employees’ misdeeds, or otherwise interfering with their obligations to R&CPMK.

5. Upon information and belief, 2PM Sharp was founded by the former CEO of

R&CPMK, Mark Owens (“Owens”), whose employment with R&CPMK ended in March 2024.

6. As a result of his senior role with R&CPMK, Owens had knowledge of the post-

employment restrictions applicable to its employees, such as the Former Employees, including

restrictions on soliciting clients and employees and servicing R&CPMK’s clients post-termination;

and was aware of the IPG Code of Conduct, which he was required to sign on an annual basis and

in fact did sign in 2023, his last full year of employment.

7. Upon information and belief, 2PM Sharp is led by Owens and two other former

R&CPMK employees, Lindsay Galin and Jeff Raymond, who serve as Co-Presidents. At the time

of their abrupt resignations on October 1, 2024, Galin and Raymond served as Co-Presidents,

Talent at R&CPMK.

8. On September 20, 2024, ten days prior to his resignation, Raymond improperly

downloaded more than 11,000 R&CPMK files from its file server. Prior to their departures, the

Former Employees collectively downloaded more than 5,000 R&CPMK files from its file server.

9. Upon information and belief, 2PM Sharp, under the direction of Owens, Galin

and/or Raymond, and in concert with the Former Employees, orchestrated a mass departure of

R&CPMK employees, which started while the Former Employees were still employed by

R&CPMK. The Former Employees also conspired to improperly divert R&CPMK’s business to

2PM Sharp in violation of their contractual, fiduciary, and common law obligations to R&CPMK.

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10. Upon information and belief, Owens encouraged the Former Employees to solicit

their colleagues and clients with disregard for the contractual and other legal obligations owed by

the Former Employees to R&CPMK because he believed that R&CPMK would not take legal

action to redress such violations.

11. In the days leading up their mass resignations, the Former Employees improperly

downloaded thousands of R&CPMK files, including confidential, proprietary, and other sensitive

business information.

12. The Former Employees’ unlawful actions, knowingly and intentionally perpetrated

by 2PM Sharp or for 2PM Sharp’s benefit, have caused serious monetary injury and irreparable

harm to R&CPMK.

13. The Defendants’ overarching plan is clear: to jumpstart 2PM Sharp’s new business

by theft.

THE PARTIES

14. Plaintiff IPG DXTRA Entertainment, Inc. is a California corporation with an office

in New York, New York. It operates under the d/b/a of R&CPMK.

15. Upon information and belief, Defendant 2PM Sharp is a Delaware limited liability

company. 2PM Sharp is registered to do business in New York.

16. Upon information and belief, Defendant Sciacchitano is a citizen of the State of

New York and resides in New York County, New York. While employed with R&CPMK,

Sciacchitano was based in New York City.

17. Upon information and belief, Defendant McDevitt is a citizen of the State of New

Jersey and resides in Essex County, New Jersey. While employed with R&CPMK, McDevitt was

based in New York City.

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18. Upon information and belief, Defendant Schwartz is a citizen of the State of New

York and resides in New York County, New York. While employed with R&CPMK, Schwartz

was based in New York City.

19. Upon information and belief, Defendant Arons is a citizen of the State of New

Jersey and resides in Hudson County, New Jersey. While employed with R&CPMK, Arons was

based in New York City.

JURISDICTION AND VENUE

20. This Court has personal jurisdiction over 2PM Sharp because it is registered to do

business in the State of New York, conducts business in the State of New York, and is a closely-

related party by reason of its employment of some or all of the Former Employees in New York

and acting in concert with, aiding and abetting, and/or conspiring with the Former Employees to

breach their employment obligations to R&CPMK in New York.

21. This Court has personal jurisdiction over the Former Employees because they either

reside in the State of New York, transact business within the State, committed tortious acts within

the State, or committed tortious acts that caused injury to R&CPMK within the State.

22. Jurisdiction and venue are proper in this Court by reason of the fact that R&CPMK

and at least one of the Defendants is located in New York County, New York.

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ALLEGATIONS COMMON TO ALL COUNTS

A. R&CPMK’s Protected Interests

Client relationships

23. The marketing and public relations industry is highly competitive. In addition to

traditional marketing methods, R&CPMK generates and sustains business in this industry by

investing considerable resources cultivating relationships with clients, which include celebrities

and Fortune 500 brands.

24. R&CPMK also invests significant resources in expanding its relationships with

existing clients.

25. Maintaining client relationships and generating repeat business from clients are

critical to R&CPMK’s success because long-term business relationships with established clients

allow R&CPMK to maintain its competitive advantage and strategic position in the industry.

Quality client service and goodwill

26. Because R&CPMK’s business is service-oriented, the relationships between

R&CPMK and its clients are highly dependent on the attention and service that R&CPMK

provides them on an ongoing basis.

27. Clients entrust their sensitive personal and other confidential information to

R&CPMK. Any compromise of such information about a client could seriously damage the

client’s brand and R&CPMK’s reputation.

28. The Former Employees benefitted directly and indirectly from the goodwill,

reputation, and name recognition generated by R&CPMK’s investments in client service and

business relationships and consequently were able to forge relationships and cultivate accounts on

behalf of R&CPMK.

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Client pricing and historical data

29. R&CPMK treats information regarding pricing, contracts, profit and loss analysis,

bid proposals, research and development into new technologies, sales and growth strategies,

employee compensation data, and other similarly sensitive information as confidential and

valuable.

30. To effectively service its clients, R&CPMK also compiles data and reports

pertaining to its clients spanning many years. Such client information includes pricing

arrangements, the identities of media points of contact, and project opportunities and trends.

B. R&CPMK’s Steps to Protect Confidential Information

31. The foregoing categories of information are highly confidential because, if a

competitor gained access to it, the competitor would have a “playbook” of how to approach and

serve each client and could usurp business from R&CPMK. Such information could also be used

to undercut pricing and evaluate future project and other business opportunities.

32. R&CPMK has spent a substantial amount of time and money in developing and

acquiring all of the foregoing confidential and proprietary information, to which the Former

Employees had access, to enable them to cultivate client relationships and expand the business on

R&CPMK’s behalf.

33. The foregoing confidential and proprietary information is not generally known to

the public.

34. The foregoing confidential and proprietary information would give a competitor

that acquired it an unfair competitive advantage by, among other things: (a) not having to invest

the time and resources to develop the client relationships or information as R&CPMK has done;

and (b) allowing the competitor to unfairly compete by, among other things, leveraging its access

to or knowledge of such information, including the aforementioned client information.

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35. R&CPMK takes the protection of its confidential information very seriously. All

such data is stored on password-protected servers requiring multi-factor authorization. In addition,

every R&CPMK employee is required at the outset of employment, where permitted by applicable

law, to execute agreements with non-disclosure and other fair competition covenants. Employees

are also required to preserve all Company data and, upon termination of employment, to return all

Company property, including any Company files and records in their possession.

36. The Company also subjects employees to various written policies, including an

Employee Handbook and Electronic Communications Policy. That policy expressly provides that

the Company’s systems and all information stored on them are Company property. The policy

further provides that all information and messages that are created, sent, received, accessed or

stored on its systems constitute Company records. As a result, the unauthorized use, transfer, and

retention such files, including breaches of confidentiality or security, violate R&CPMK policy.

C. The Former Employees’ Employment with R&CPMK

Sciacchitano

37. Sciacchitano became employed by R&CPMK in or around August 27, 2015, rising

to the position of Senior Vice President of Talent.

38. As a Senior Vice President, Sciacchitano had overall responsibility for managing

the team that provided services to manage and generate publicity for notable music and sports

personalities. In this regard, Sciacchitano had access to R&CPMK’s confidential information. She

also had knowledge of and access to confidential information concerning R&CPMK’s employees,

including their wage and compensation information.

39. In addition to her salary, R&CPMK invested incalculable dollars and resources

providing Sciacchitano with a platform for career success, including access to networking

opportunities with existing and potential clients. Due the historic and well-regarded reputation of

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R&CPMK, employment within R&CPMK gave Sciacchitano unrestricted access to agents and

artist management, along with exclusive contact with top-tier global media.

McDevitt

40. McDevitt became employed by R&CPMK in or around April 2016, rising to the

position of Account Manager.

41. As an Account Manager, McDevitt had overall responsibility for managing and

generating publicity for various talent clients. In this regard, McDevitt had access to R&CPMK’s

confidential information. She also had knowledge of and access to confidential information

concerning R&CPMK’s employees, including their wage and compensation information.

42. In addition to her salary, R&CPMK invested incalculable dollars and resources

providing McDevitt with a platform for career success, including access to networking

opportunities with existing and potential clients. Due the historic and well-regarded reputation of

R&CPMK, employment within R&CPMK gave McDevitt unrestricted access to agents and artist

management, along with exclusive contact with top-tier global media.

Schwartz

43. Schwartz became employed by R&CPMK in or around April 2011. She left

R&CPMK in January 2019, rejoined R&CPMK in October 2019, and then rose to the position of

Senior Vice President.

44. As a Senior Vice President, Schwartz had overall responsibility for managing the

team that provided services to manage and generate publicity for notable filmmakers. In this

regard, Schwartz had access to R&CPMK’s confidential information. She also had knowledge of

and access to confidential information concerning R&CPMK’s employees, including their wage

and compensation information.

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45. In addition to her salary, R&CPMK invested incalculable dollars and resources

providing Schwartz with a platform for career success, including access to networking

opportunities with existing and potential clients. Due the historic and well-regarded reputation of

R&CPMK, employment within R&CPMK gave Schwartz unrestricted access to agents and artist

management, along with exclusive contact with top-tier global media.

Arons

46. Arons became employed by R&CPMK in or around March 2016, rising to the

position of Vice President.

47. As a Vice President, Arons had overall responsibility for managing and generating

publicity for various talent clients. In this regard, Arons had access to R&CPMK’s confidential

information. She also had knowledge of and access to confidential information concerning

R&CPMK’s employees, including their wage and compensation information.

48. In addition to her salary, R&CPMK invested incalculable dollars and resources

providing Arons with a platform for career success, including access to networking opportunities

with existing and potential clients. Due the historic and well-regarded reputation of R&CPMK,

employment within R&CPMK gave Arons unrestricted access to agents and artist management,

along with exclusive contact with top-tier global media.

D. The Former Employees’ Contractual Obligations to R&CPMK

49. As a condition of their employment with R&CPMK, the Former Employees

executed agreements containing non-disclosure obligations and fair competition covenants

designed to protect R&CPMK’s confidential information, clients, and employees during their

employment and/or for a limited period following their departure from the Company.

50. The Former Employees each executed individual offer letter agreements with

R&CPMK (the “Offer Letter Agreements”).

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51. The Offer Letter Agreements state, in relevant part:

Further, by signing below, you agree that, in the event of the termination of your
employment hereunder for any reason, you shall not for a period of 12 months from
such termination either:

 solicit any current employee of the Company or anyone who was employed
by the Company in the past year to leave our employ to enter your employ
or the employ of any corporation or enterprise with which you are then
associated, or hire any such employee;

or

 solicit or perform services for any clients of the Company, or induce any
such client to cease to engage the services of the Company or to use the
services of any entity or person that is a competitor of the Company, and its
subsidiaries or affiliates. For the purposes of this agreement “client” shall
include any other person, firm, or corporation (1) that you provided services
to while employed by Company; (2) that was a client of the Company in the
two (2) years prior to the termination of your employment with the
Company; or (3) any prospective client of the Company with whom you
had contact, and for which you materially participated in the Company's
marketing efforts to such prospective client, within two (2) years prior to
your termination date.

52. The Former Employees each agreed to IPG’s Code of Conduct (the “Code of

Conduct”) at the outset of their employment with R&CPMK and approximately annually

thereafter.

53. The Code of Conduct includes a “Confidentiality and Non-Solicitation

Agreement,” which states in relevant part:

I agree that during the term of my employment and for a period of one year after
my employment ends for any reason (the “Non-Solicitation Period”), I shall not,
directly or indirectly, on my own behalf or on behalf of any other person or entity:

 Solicit the business of any person or entity with which I had contact, or
materially participated in my Business Unit’s provision of services or
marketing efforts (as applicable) that (i) is a client of my Business Unit, (ii)
was a client of my Business Unit in the two (2) years prior to the termination
of my employment, or (iii) was a prospective client of my Business Unit in
the two (2) years prior to the termination of my employment; or

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 Solicit, induce or encourage any employee of my Business Unit to leave

such employ to enter the employ of any other person, firm or corporation,
or hire any such employee, or otherwise interfere with the relationship
between my Business Unit and any of its employees.

54. The Code of Conduct contains a provision prohibiting any unauthorized use or

disclosure of Company property (the “Non-Disclosure Covenant”). The Non-Disclosure Covenant

expressly provides, in relevant part, as follows:

Confidentiality

I agree that I shall maintain the Properties and all other non- public information
concerning or relating to the business of IPG, its clients and prospective clients, and
any other person or entity to whom it may owe a duty of confidentiality
(collectively, “Confidential Information”) in strictest confidence both during and at
all times following my employment with IPG. I shall not at any time during or after
my employment with IPG, except as directed or permitted by IPG in writing, use,
disclose or cause to be disclosed any Confidential Information for any purpose,
including without limitation for my own benefit or the benefit of others.

55. “Confidential Information” is defined to include, without limitation:

business prospects, computer software, research techniques, research results, media

plans, layouts, storyboards, scripts, reports and information regarding the
advertising, marketing or sales promotion of products, and other business activities,
services and strategies of IPG or its actual or prospective clients, whether such
information is imparted to me by IPG, by its clients or prospective clients, or by
another person or entity to whom IPG or such clients may owe a duty of
confidentiality, and regardless of whether it is marked “confidential” or
“proprietary.”

56. To further protect confidential information, client relationships, and employees

relationships, the Code of Conduct contains a restriction against conflicts of interest and a

requirement that employees protect IPG’s interests during their business dealings.

57. To further protect confidential information, client relationships, and employee

relationships, the Code of Conduct requires employees to return Company property after the

termination of their employment.

58. Each of the Former Employees understood the importance of the non-disclosure

restrictions and protective covenants as described above.

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59. Upon information and belief, at the time that 2PM Sharp extended employment

offers to each of the Former Employees, 2PM Sharp was aware of the existence of the Offer Letters

and other pertinent contractual obligations owed by the Former Employees to R&CPMK.

E. 2PM Sharp’s Plans to Unfairly Compete with R&CPMK

60. Upon information and belief, Owens serves 2PM Sharp as an owner, LLC member,

employee, and/or other senior role.

61. Upon information and belief, Owens, while still employed as CEO of R&CPMK,

began efforts to take R&CPMK business and recruit members of R&CPMK’s workforce,

including without limitation the Former Employees, to a competing business.

62. In late 2023, while still employed as CEO of R&CPMK, Owens solicited a high-

level executive at R&CPMK to leave and start a competing business.

63. Upon information and belief, Owens, while still employed as CEO of R&CPMK,

made efforts to recruit R&CPMK’s Co-Presidents, Jeff Raymond and Lindsay Galin, to leave

R&CPMK.

64. In or around January 2024, R&CPMK notified Owens that it would be terminating

his employment effective March 1, 2024. Upon information and belief, Owens used the time

leading up to his termination to solicit R&CPMK’s employees to leave the Company for a

competing business.

65. On or around March 1, 2024, Owens’s employment with R&CPMK officially

terminated.

66. On or about May 28, 2024, a domain name was registered for 2PM Sharp’s website.

67. On or about July 19, 2024, 2PM Sharp was formed as a Delaware limited liability

company.

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68. On or about August 5, 2024, Owens registered 2PM Sharp to conduct business in

California and New York.

69. Upon information and belief, while the Former Employees were still employed with

R&CPMK, Defendants were collectively scheming to diverting R&CPMK’s business to 2PM

Sharp.

F. The Former Employees’ Resignations and R&CPMK’s Discovery of Their

Unlawful Conduct

The Former Employees’ Simultaneous Resignations

70. On or about October 1-3, 2024, thirteen R&CPMK employees abruptly resigned to

join 2PM Sharp.

a. On or about October 1, 2024, Lindsay Galin and Jeff Raymond formally resigned

from R&CPMK.

b. On or about October 2, 2024, Schwartz, McDevitt, Arons, Margaret Bryant, Lexi

Klein, and Robert Greenwald formally resigned from R&CPMK.

c. On or about October 3, 2024, Sciacchitano, Kaity McQuade, Montana Rispoli, and

Jaclyn Mallon formally resigned from R&CPMK.

71. In the midst of these resignations, R&CPMK began receiving notices from clients

serviced by the departing employees terminating their contracts with R&CPMK.

72. Following their notices of resignation, none of the Former Employees disclosed to

R&CPMK where they would be working next, despite requests from various leaders within

R&CPMK and R&CPMK’s HR personnel.

73. R&CPMK subsequently learned that the Former Employees moved en masse to

2PM Sharp and intended to take R&CPMK clients to 2PM Sharp.

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74. On October 2, 2024, while still employed with R&CPMK, Sciacchitano sent an

email to Owens, Galin, and Raymond at their respective 2PM Sharp email addresses with a list of

clients she would be taking to 2PM Sharp. Upon information and belief, Sciacchitano deleted this

email in an attempt to hide evidence of Defendants’ misconduct.

75. Upon information and belief, the Former Employees engaged in the foregoing acts

of misconduct with 2PM Sharp’s knowledge, for its benefit, and in furtherance of their collective

scheme to compete unfairly with R&CPMK.

76. Former employee MK Crooke resigned from R&CPMK in November 2024 and,

upon information and belief, has since joined 2PM Sharp’s London office.

G. The Former Employees’ Violation of Their Contractual Obligations to

R&CPMK

77. Based upon the foregoing circumstances, R&CPMK has reason to believe that 2PM

Sharp and the Former Employees orchestrated the solicitation and simultaneous departure of the

Former Employees and other R&CPMK employees to leave R&CPMK.

78. Upon information and belief, the Former Employees encouraged each other to leave

R&CPMK together and were assisted by 2PM Sharp in soliciting, hiring, and interfering with other

employees, causing them to leave R&CPMK.

Interfering with R&CPMK’s client relationships

79. Upon information and belief, the Former Employees violated their client-non-

solicitation and client-non-service covenants while they were still employed by R&CPMK.

80. The Former Employees’ interference with R&CPMK’s client relationships,

attempts to move clients away from R&CPMK, and service of these clients, violate their client-

non-solicitation and client-non-service covenants contractual obligations to R&CPMK.

2PM Sharp aided and abetted the Former Employees’ Misconduct

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81. Defendants knew or should have known that each of the Former Employees had

executed agreements containing the foregoing confidentiality and fair competition obligations to

R&CPMK.

82. Notwithstanding the foregoing knowledge, 2PM Sharp has aided and abetted the

Former Employees in the breach of their contractual obligations to R&CPMK.

83. 2PM Sharp has interfered with the Former Employees obligations by incentivizing

them to engage in the foregoing acts of misconduct in violation thereof for 2PM Sharp’s benefit.

H. The Harm to R&CPMK

84. Due to Defendants’ conduct, individually and/or in concert with each other,

R&CPMK stands to lose untold sums in revenues from the loss of client business, and significant

additional amounts in out-of-pocket costs for, among other things, recruiting, hiring and

onboarding replacement employees while also restoring morale and stability across existing

employees.

85. By commencing employment with 2PM Sharp, and performing the same or similar

functions as they did for R&CPMK, the Former Employees will inevitably use or disclose

R&CPMK’s confidential and proprietary information on behalf of their new employer.

86. The Former Employees’ conduct is particularly egregious in that it involved senior

executives who understand the importance of protecting Company business relationships and

property, but nevertheless engaged in wrongful conduct in violation of their obligations to

R&CPMK.

87. All told, Defendants are causing, threatening and/or will continue to cause or

threaten significant harm to R&CPMK, as well as damage to R&CPMK’s reputation as an industry

leader.

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AS AND FOR A FIRST CAUSE OF ACTION

(Breach of Contract Against the Former Employees)

88. Plaintiff repeats and realleges each and every allegation contained in the preceding

paragraphs of the Complaint as if fully set forth herein.

89. The Former Employees entered into the Offer Letter Agreements and Code of

Conduct during their employment with R&CPMK.

90. The Offer Letter Agreements and Code of Conduct are duly executed and

enforceable contracts, giving rise to legal obligations between the Former Employees and

R&CPMK, including the restrictive covenants contained therein.

91. The restrictive covenants in the Offer Letter Agreements and Code of Conduct

remain in full force and effect and are supported by valid and sufficient consideration.

92. The restrictive covenants in the Offer Letter Agreements and Code of Conduct are

necessary and tailored to protect R&CPMK’s legitimate business interests, including but not

limited to R&CPMK’s client and employee relationships, goodwill, and confidential and

proprietary business information.

93. By the acts described above, the Former Employees breached the Agreements by,

inter alia, (1) actively soliciting R&CPMK’s clients for 2PM Sharp, inducing them to terminate

their relationships with R&CPMK, and serving R&CPMK’s client for 2PM Sharp or otherwise

diverting business away from R&CPMK; (2) soliciting and conspiring with the other Former

Employees to join a direct competitor and recruiting or hiring other R&CPMK employees or

encouraging them to leave R&CPMK’s employ; and (3) delaying the return of R&CPMK property

in their possession, including data contained on Company-issued devices.

94. Upon information and belief, Former Employees’ breaches of the restrictive

covenants continue to this day, resulting in ongoing loss of business, and will continue unless and

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until they are ordered to abide by the obligations to which they agreed when they executed the

Agreements.

95. As a direct result of the Former Employees’ breaches, R&CPMK is suffering and

will continue to suffer irreparable injury, including loss of business expectancies, clients,

employees, its confidential information, and damage to goodwill, for which a remedy at law is

inadequate. Accordingly, R&CPMK is entitled to injunctive and other equitable relief.

96. In addition, as a result of the Former Employees’ breaches of the Offer Letter

Agreements and Code of Conduct, R&CPMK seeks actual, incidental, compensatory, punitive and

consequential damages, along with reasonable attorneys’ fees and costs in an amount to be

determined at trial.

AS AND FOR A SECOND CAUSE OF ACTION

(Breach of Fiduciary Duty Against the Former Employees)

97. Plaintiff repeats and realleges each and every allegation contained in the preceding

paragraphs of the Complaint as if fully set forth herein.

98. In their roles at R&CPMK, the Former Employees were placed in positions of trust

and confidence, and were expected to devote their full time to the promotion of R&CPMK’s

business interests.

99. As a result of their employment relationships, the Former Employees owed

fiduciary duties to R&CPMK, including a duty of loyalty and honesty and a duty not to act in any

way contrary to the interests of R&CPMK.

100. Notwithstanding these obligations and duties, and in violation thereof, the Former

Employees, while still employed with the Company, and while having access to the Company’s

confidential and proprietary information, acted as “faithless servants” by: (a) working in concert

with the other Former Employees to violate their contractual agreements to R&CPMK by soliciting

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each other to join a direct competitor; (b) working in concert with the other Former Employees to

divert the business of R&CPMK’s clients to a competitor of the Company; and (c) working in

concert to recruit or solicit other R&CPMK employees on behalf of 2PM Sharp or to leave

R&CPMK’s employ.

101. As a consequence of the Former Employees’ breaches, R&CPMK has been injured

and faces irreparable injury. Plaintiff is threatened with loss of business expectancies, losing clients

and employees, further misuse of its confidential information, and loss of goodwill in amounts

which may be impossible to determine, unless Defendants are enjoined and restrained by order of

this Court.

102. In addition, as a consequence of the Former Employees’ breach of their fiduciary

duties, Plaintiff seeks actual, incidental, compensatory, punitive and consequential damages,

including without limitation the return of salary and other compensation paid to the Former

Employees during their period of disloyalty to R&CPMK pursuant to the “faithless servant”

doctrine, in an amount to be determined at trial.

AS AND FOR A THIRD CAUSE OF ACTION

(Tortious Interference With Contract Against 2PM Sharp)

103. Plaintiff repeats and realleges each and every allegation contained in the preceding

paragraphs of the Complaint as if fully set forth herein.

104. The R&CPMK Offer Letter Agreements and Code of Conduct are valid and

enforceable contracts. The post-employment activity covenants, confidentiality covenants, and

other provisions contained in these agreements are reasonable in scope and duration and are

reasonably necessary to protect R&CPMK’s legitimate protectable interests in employee

relationships, client relationships, and confidential information, as well as their goodwill.

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105. 2PM Sharp is aware of the existence of the R&CPMK Offer Letter Agreements,

Code of Conduct, and the terms therein.

106. Despite its knowledge of the R&CPMK Offer Letter Agreements and Code of

Conduct, 2PM Sharp permitted or incentivized each of the Former Employees to violate their

contractual obligations to R&CPMK, without justification, by among other things, encouraging

and supporting their solicitation and service of R&CPMK’s clients and their solicitation of or

interference with R&CPMK’s employee relationships.

107. 2PM Sharp’s actions were willful, malicious, unjustified and accomplished through

wrongful means, and undertaken for an improper purpose, including to cause damage to R&CPMK

and its lawful business.

108. As a result of 2PM Sharp’s actions, R&CPMK has suffered monetary damages and

is threatened with further substantial and irreparable harm due to the loss of confidential

information and business goodwill, for which there is no adequate remedy at law to compensate.

109. In addition, R&CPMK seeks actual, incidental, compensatory, punitive and

consequential damages, along with reasonable attorneys’ fees and costs in an amount to be

determined at trial.

AS AND FOR A FOURTH CAUSE OF ACTION

(Unfair Competition Against All Defendants)

110. Plaintiff repeats and realleges each and every allegation contained in the preceding

paragraphs of the Complaint as if fully set forth herein.

111. Defendants, in concert with each other, undertook the foregoing acts of misconduct,

including soliciting clients to move their business away from R&CPMK and soliciting employees

to leave R&CPMK’s employ, all for their own self-interests and to gain an unfair competitive

advantage in competing with R&CPMK.

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112. As a consequence of Defendants’ unfair competition, R&CPMK has been injured

and faces irreparable injury. R&CPMK is threatened with loss of business expectancies, losing

clients and employees, further misuse of its confidential information, and loss of goodwill in

amounts which are impossible to determine, unless Defendants are enjoined and restrained by

order of this Court.

113. In addition, as a result of Defendants’ unfair competition, R&CPMK seeks actual,

incidental, compensatory, punitive and consequential damages, along with its reasonable

attorneys’ fees and costs.

AS AND FOR A FIFTH CAUSE OF ACTION

(Tortious Interference With Prospective Economic Advantage
Against All Defendants)

114. Plaintiff repeats and realleges each and every allegation contained in the preceding

paragraphs of the Complaint as if fully set forth herein.

115. Until the events giving rise to this action, R&CPMK had maintained valid business

relationships, or the expectancy of business relationships, with its clients. R&CPMK had the

reasonable expectation that these relationships and prospective relationships would continue and

would not be unjustifiably disrupted.

116. Defendants are each aware of these client and business relationships and/or

expectancies.

117. Notwithstanding their knowledge of the existence of these relationships and

expectancies, Defendants, while the Former Employees were still employed by R&CPMK,

intentionally and unjustifiably interfered with these relationships by soliciting them to terminate

their relationships with R&CPMK with the goal of moving their business away from R&CPMK.

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118. Defendants’ intentional interference was willful, malicious, unjustified and

accomplished through wrongful means, and was accomplished for an improper purpose, including

to cause damage to R&CPMK and its lawful business.

119. As a result of Defendants’ interference with R&CPMK’s business relationships

with its clients, R&CPMK is threatened with the loss of business expectancies, clients, employees,

and goodwill in amounts which may be impossible to determine, unless Defendants are enjoined

and restrained by order of the Court.

120. In addition, R&CPMK seeks actual, incidental, compensatory, punitive and

consequential damages, along with reasonable attorneys’ fees and costs in an amount to be

determined at trial.

AS AND FOR A SIXTH CAUSE OF ACTION

(Aiding and Abetting Breach of Fiduciary Duty Against All Defendants)

121. Plaintiff repeats and realleges each and every allegation contained in the preceding

paragraphs of the Complaint as if fully set forth herein.

122. Defendants were aware that the Former Employees each owed a fiduciary duty to

R&CPMK, including, among other things, a duty during their employment (a) not to compete with

R&CPMK, (b) not to usurp corporate opportunities or divert business on behalf of another, (c) not

to solicit R&CPMK’s clients or employees on behalf of another, (d) to return R&CPMK’s property

upon cessation of employment, and (e) not to be deceitful to the Company.

123. Despite this knowledge, Defendants aided, induced, permitted, or incentivized the

other Former Employees to violate their fiduciary duties, without justification, by, among other

things (a) aiding and incentivizing the Former Employees to solicit each other to join 2PM Sharp

while they were still employed by R&CPMK, and (b) directing or conspiring with them to work

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on behalf of a competing business and/or solicit R&CPMK’s clients and employees while they

were still employed with the Company.

124. Thereafter, each of the Former Employees breached their fiduciary duties to

R&CPMK as set forth above.

125. As an active participant and beneficiary in the scheme to solicit, recruit, and

interfere with R&CPMK’s clients and workforce, 2PM Sharp was aware of its role in the Former

Employees’ illegal activities.

126. As a result of Defendants’ aiding and abetting each of the Former Employees’

breaches of their fiduciary duties, R&CPMK has suffered monetary damages and has suffered

substantial and irreparable harm and is threatened with further substantial and irreparable harm for

which there is no adequate remedy at law to compensate.

127. In addition, R&CPMK seeks actual, incidental, compensatory, punitive and

consequential damages, along with reasonable attorneys’ fees and costs in an amount to be

determined at trial.

AS AND FOR A SEVENTH CAUSE OF ACTION

(Unjust Enrichment Against 2PM Sharp)

128. Plaintiff repeats and realleges each and every allegation contained in the preceding

paragraphs of the Complaint as if fully set forth herein.

129. 2PM Sharp obtained R&CPMK’s valuable business relationships, clients,

goodwill, and other assets of the Company through improper means that in equity and good

conscience it should not have obtained.

130. As a consequence of 2PM Sharp’s unjust enrichment, R&CPMK has been and will

continue to be injured, for which it is entitled to recover actual, incidental, compensatory, punitive

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and consequential damages, along with reasonable attorneys’ fees and costs in an amount to be

determined at trial.

WHEREFORE, Plaintiff respectfully requests that the Court enter Judgment in its favor

and an Order against Defendant that grants the following relief:

1. An injunction that:

(a) Preliminarily and permanently enjoins the Former Employees from

violating their restrictive covenants with Plaintiff;

(b) Preliminarily and prospectively enjoins the Former Employees, and all
parties in active concert or participation with them, from accessing, using
or disclosing any of Plaintiff’s confidential and proprietary information;

(c) Preliminarily and prospectively enjoins the Former Employees, and all
parties in active concert or participation with them, for a period of twelve
(12) months from the date of their last violation of the restrictive covenants
in their Offer Letter Agreements and Code of Conduct, from soliciting
R&CPMK’s clients and employees;

(d) Preliminarily and permanently enjoins 2PM Sharp from aiding, abetting
and/or causing the Former Employees to violate their post-employment
obligations with Plaintiff.

2. An Order that Defendants, and all parties in active concert or participation with

them, return to R&CPMK all originals and copies of all files, devices, electronic

media and/or documents that contain or relate to R&CPMK’s confidential and

proprietary information;

3. Actual, incidental, compensatory, and consequential damages in an amount to be

proven at trial;

4. Punitive damages in an amount to be proven at trial due to Defendants’ willful and

malicious conduct;

5. Costs and expenses incurred herein, including reasonable attorneys’ fees and

interest; and

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6. All other relief as the Court may deem just, equitable and proper.

Dated: New York, New York

November 26, 2024
Respectfully submitted,

SEYFARTH SHAW LLP

By: /s/ Robert S. Whitman

Robert S. Whitman, Esq.
James S. Yu, Esq.
SEYFARTH SHAW LLP
620 Eighth Avenue
New York, New York 10018-1405
(212) 218-5500
Email: rwhitman@seyfarth.com
jyu@seyfarth.com

Attorneys for Plaintiff

IPG DXTRA ENTERTAINMENT, INC.

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