United States District Court, S.D. Ohio, Western Division
ORDER GRANTING PLAINTIFF'S MOTION FOR TEMPORARY
RESTRAINING ORDER (Doc. 5) AND ISSUANCE OF TEMPORARY
TIMOTHY S. BLACK UNITED STATES DISTRICT JUDGE
civil action is before the Court regarding Plaintiff
Beanstalk Innovation, Inc.'s motion for temporary
restraining order (Doc. 5) and the parties' responsive
memoranda (Docs. 9, 13).
Beanstalk Innovation, Inc. is a corporation in the business
of marketing and reselling various technology, content, and
media products and services. On September 1, 2014, Plaintiff
entered into a “strategic reseller agreement”
with Defendant SRG Technology, LLC. (Doc. 1-1). Per the
agreement, Plaintiff provided direct sales services for
Defendant to assist in securing a contract between Defendant
and the Hamilton County, Ohio Education Service Center
(“HCESC”), which is not a party to this action.
In exchange, Defendant was to pay Plaintiff a sales fee of
$437, 500, in four equal installments of $109, 375; each
payment was due within 30 days of Defendant receiving a
scheduled payment of license fees from HCESC. (Id.
made the first payment to Plaintiff on schedule, but failed
to pay Plaintiff within 30 days of receiving its second
license fee payment from HCESC. Plaintiff accordingly filed
suit in this District on October 26, 2015, to recover the
amount owed under the contract. Beanstalk Innovation,
Inc., v. SRG Technology, LLC, Case No. 1:15-cv-695, Doc.
1 (S.D. Ohio Oct. 26, 2015).
January 13, 2016, Plaintiff and Defendant entered into a
settlement agreement. (Doc. 1-2). Under the terms of the
Settlement Agreement, Defendant agreed to make the second
installment payment, as well as additional amounts for
interest and attorneys' fees, in two payments on dates
specified in the Settlement Agreement. (Id. at 2).
Defendant also agreed that, upon receipt of the forthcoming
third and fourth licensing fee payments from HCESC, Defendant
would hold the amount from each payment owed to Plaintiff in
trust for Plaintiff's benefit until the money was
transferred to Plaintiff. (Id. at 3).
result of the settlement, the prior case filed in this
District was closed. Defendant made the second installment
payments (modified by the settlement agreement) as required.
(Doc. 1, at 4). Defendant also made the third of four
installment payments as required and without issue.
received funds from HCESC for its final licensing fee payment
on April 19, 2017. (Doc. 9). Defendant admits that it did not
hold that portion of the final payment owed to Plaintiff in
trust as required by the settlement agreement; instead,
Defendant comingled the entirety of the final payment from
HCESC with Defendant's general finds and spent the money
received from HCESC on “operating expenses.”
(Id. at 2).
filed the instant complaint in this Court on August 22, 2017,
advancing a breach of contract claim against Defendant for
failing to abide by the settlement agreement from the
previous case in this district. (Doc. 1). The same day,
Plaintiff filed the motion for temporary restraining order
currently before the Court. (Doc. 5). Plaintiff's motion
requests that the Court enjoin Defendant from distributing
the funds held in trust for Plaintiff except to the extent
that said funds are paid to Plaintiff. (Id. at 10).
In the alternative, Plaintiff requests that the Court impose
a constructive trust against Defendant's assets to
protect the res of the trust while litigation moves
STANDARD OF REVIEW
original contract of the parties, as modified by the
subsequent settlement agreement closing the previous case
filed in this District, this breach of contract claim is
governed by Florida law. (Doc. 1-1, at 3).
factors to be evaluated in reviewing a motion for temporary
restraining order under Florida law are identical to those
evaluated in reviewing a motion for preliminary injunction.
“The requirements for establishing the right to
preliminary injunctive relief are: (a) the likelihood of
irreparable harm, and the unavailability of an adequate
remedy at law, (b) the substantial likelihood of success on
the merits, (c) the threatened injury to petitioner outweighs
any possible harm to the respondent, and, (d) the issuance of
the injunction will not disserve the public interest.”
Sanchez v. Solomon, 508 So.2d 1264, 1265 (Fla. 3d
Dist. Ct. App. 1987). “The trial court may exercise
broad discretion in granting, denying, dissolving, or
modifying injunctions, and unless a clear abuse of discretion
is demonstrated, this court will not disturb the trial
court's decision.” Id.
Plaintiff has demonstrated the likelihood of irreparable harm
and the unavailability of an adequate remedy at law
a temporary restraining order or preliminary injunction is an
inappropriate remedy when the moving party seeks only
monetary compensation, as the law provides an adequate remedy
for monetary harm. Bender v. CenTrust Mortg. Corp.,
51 F.3d 1027, 1030 (11th Cir. 1995); see also Landmark at
Crescent Ridge LP v. Everest Financial, Inc., 219 So.3d
218, 220 (Fla. 1st DCA 2017) (“irreparable harm is not
established where the potential loss can be adequately
compensated for by a monetary award”). This is the case
even when, as in this case, a plaintiff claims that an
injunction is necessary because a failure to quickly act
could result in the plaintiff being permanently unable to
recover the full amount owed. See id.; see also