Judge: Lynne M. Hobbs, Case: 25STCP00168, Date: 2025-04-29 Tentative Ruling

Case Number: 25STCP00168    Hearing Date: April 29, 2025    Dept: 61

BRANDY QUEEN APPAREL ULC, A CANADIAN UNLIMITED LIABILITY COMPANY, et al. vs BASTIAT USA, INC., A NEVADA CORPORATION

Tentative

Petitioners Brandy Queen Apparel ULC, Brandy Yorkdale Apparel ULC, Brandy Ste. Catherine Apparel ULC, Brandy Newmarket Apparel ULC, Brandy Rideau Apparel ULC, Brandy Square One Apparel ULC, Brandy Calgary Apparel ULC, Brandy Edmonton Apparel ULC, Brandy Granville Apparel ULC, Brandy Canada Inc., Paolo Simeone, and Franco Sorgi’s Petitions to Compel Compliance with Deposition Subpoena and Subpoena for Production of Business Records from Law Offices of Gerard Soussan are GRANTED as to Document Requests No. No. 2, 4, 7, and 8, and matters of examination No. 2, 4, 7 and 10. The petitions are otherwise DENIED. Responding party is ordered to comply within 45 days of this Order. 

Petitioners to give notice.

Analysis

I. MOTION TO QUASH/COMPEL COMPLIANCE WITH SUBPOENA

Code of Civil Procedure § 2029.300 authorizes the issuance of an enforceable California subpoena based on another subpoena issuing in litigation in another state. (Code Civ. Proc. § 2029.300, subd. (a).) “If a dispute arises relating to discovery under this article, any request for a protective order or to enforce, quash, or modify a subpoena, or for other relief may be filed in the superior court in the county in which discovery is to be conducted and, if so filed, shall comply with the applicable rules or statutes of this state.” (Code Civ. Proc. § 2029.600, subd. (a).)

Petitioners Brandy Queen Apparel ULC, Brandy Yorkdale Apparel ULC, Brandy Ste. Catherine Apparel ULC, Brandy Newmarket Apparel ULC, Brandy Rideau Apparel ULC, Brandy Square One Apparel ULC, Brandy Calgary Apparel ULC, Brandy Edmonton Apparel ULC, Brandy Granville Apparel ULC, Brandy Canada Inc., Paolo Simeone, and Franco Sorgi (collectively Petitioners) here bring two petitions to compel compliance with subpoenas issued in this state in connection with litigation proceeding in Nevada between themselves and Respondent Bastiat USA, Inc.

The subpoenas are directed to Law Offices of Gerard Soussan and Soussan individually. One petition seeks to compel Soussan’s compliance with requests for the production of documents related to the licensing agreement between Plaintiffs and YYGM that form the subject matter of the underlying Nevada litigation between Plaintiffs and Defendant, as well as similar documents related to licensing agreements between YYGM, Bastiat, and the latter’s predecessor organization. (See Separate Statement.) Soussan was an attorney who assisted Defendants in drafting the licensing agreement in 2013. (Motion at p. 2; Gizer Decl. Exh. 1 (FAC ¶¶ 22.) In the other subpoena, Soussan is also being asked to testify concerning these matters. Plaintiffs contend that questions related to their licensing agreement with YYGM are supported by good cause because they wish to inquire into the extent Respondent, not a party to the agreements, was directly involved int eh negotiations and other activities related to their operation. (Separate Statement at p. 6.) Plaintiffs contend the documents related to Respondent’s own agreements with YYGM are relevant to permit a comparison between Plaintiff’s licensing agreement and the agreements overseen by Respondent in the United States, which Plaintiffs contend Respondent wishes to raise to show that Plaintiffs’ agreements were more favorable. (Separate Statement at p. 8.)

Respondent in opposition contends that the Soussan has no recollection of the drafting or negotiation of the 2013 licensing agreements with Plaintiffs and has no documents in his possession but the agreements themselves. (Soussan Decl. ¶¶ 4–5.) Respondent disputes the relevance of the documents sought, contending that the Nevada litigation concerns alleged interference with Plaintiffs’ licensing agreements, and involves no issue of contract interpretation such that inquiries into their negotiation or drafting are necessary. (Opposition at pp. 11–12.) Respondent presents the declaration of Soussan who states that he has no recollection of any of the circumstances surrounding the formation of the licensing agreements, and after performing a diligent search, can locate no documents but the agreements themselves, which have already been produced. (Soussan Decl. ¶¶ 4–6.)

Good cause supports the production of documents and testimony related to Plaintiff’s licensing agreements, i.e. Requests for Production No. 2, 4, 7, and 8, and categories of examination No. 2, 4, 7 and 10. This discovery concerns the contracts that are at issue in the underlying litigation and allegations related to Respondent’s control over YYGM’s conduct in relation to the same. The discovery sought is relevant to the subject matter of the action under Code of Civil Procedure § 2017.010, and reasonably particularized as required for discovery upon both parties and nonparties. (Calcor Space Facility, Inc. v. Superior Court (1997) 53 Cal.App.4th 216, 222.) Although Soussan denies recalling relevant information, Petitioners may attempt to refresh his recollection at the deposition. And although Soussan contends that undergoing deposition would be a burdensome distraction from his business (Soussan Decl. ¶ 7), Plaintiffs propose a deposition of no more than one hour in length. (Motion at p. 14.)

Indeed, the deposition is likely to be substantially short without an inquiry into the agreements between YYMG and Respondent, for which Petitioners have identified no good cause. Although Petitioners claim that these agreements will show the relative generosity of YYMG’s agreements with its U.S. licensees, their attempted showing of the relevance of this comparison is illusory. The evidence they identify for the proposition that Respondent intends to raise the relative stinginess of the U.S. agreements as a damages defense relies merely on deposition excerpts in which a witness was questioned concerning the difference in royalties between the Canadian and U.S. agreements. (Motion (Gizer Decl. Exh. 11 at pp. 123–124.) Petitioners do not articulate a theory as to how the terms of these U.S. agreements would be relevant to the subject matter of their claims, and Respondent in opposition expressly repudiates such a contention. (Opposition at p. 14.)

Accordingly, the petitions are GRANTED as to Document Requests No. No. 2, 4, 7, and 8, and matters of examination No. 2, 4, 7 and 10. The petitions are otherwise DENIED.