TK Elevator Corporation v. Drzewiecki et al

1
IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MARYLAND
TK ELEVATOR CORPORATION, 	*
f/k/a 	THYSSENKRUPP ELEVATOR
CORPORATION 	*
Plaintiff, 	* 	Civil Action No. RDB-25-0744
v. 	*
NICHOLE DRZEWIECKI, 	et al., 	*
Defendants. 	*
* 	* 	* 	* 	* 	* 	* 	* 	* 	* 	* 	* 	*
MEMORANDUM OPINION
This matter arises from a dispute between Plaintiff TK Elevator Corporation, formerly
Elevator
u
Nou 	. TK Elevator alleges that Ms.
Drzewiecki impermissibly downloaded its confidential information and trade secrets and
provided that information to Nouveau in violation of her employment agreement. (ECF No.
1 ¶¶ 26 	36, 38 	44.) 	It further alleges that Nouveau and Ms. Drzewiecki have used that
information to improperly solicit its clients. (Id. 	¶¶ 7, 42 	43, 46, 48, 49, 60, 108.) On March
6, 2025, TK Elevator initiated this action against Ms. Drzewiecki and Nouveau by filing a
seven-Count, partially verified Complaint (ECF No. 1) in this Court. 	TK Elevator alleges
breach of contract against Ms. Drzewiecki (Count I); violation of the federal Defend Trade
Secrets Act, 18 U.S.C. § 1831, 	et seq., against both Defendants (Count II); violation of the
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Maryland Uniform Trade Secrets Act, MD. 	CODE 	ANN. 	COM. 	LAW 	§ 11-1201, 	et seq., against
both Defendants (Count III); temporary, preliminary, and permanent injunction against both
Defendants (Count IV); tortious interference with contractual relations against Nouveau
(Count V); tortious interference with prospective business against both Defendants (Count
VI); and unfair competition against both Defendants (Count VII). 	See 	(ECF No. 1).1 	Also on
March 6, 2025, TK Elevator filed a Motion for Temporary Restraining Order. (ECF No. 2.)
Following a hearing, this Court denied the Motion for Temporary Restraining Order in full as
to Nouveau and in part as to Ms. Drzewiecki.2 	See 	(ECF Nos. 25, 26). Ms. Drzewiecki then
filed a Partial Answer (ECF No. 33) as to the claims against her in Counts I, VI, and VII.
Presently pending before this Court are five motions: (1) Nou
as to Counts II, III,
and IV (ECF No. 38)
s 	; (3) Nou
Resolution of its Motion to Dismiss (ECF No. 55) 	Discovery 	;
u
1 	This Court has diversity jurisdiction of this action pursuant to 28 U.S.C. § 1332 because the matter in
controversy exceeds $75,000, and TK Elevator is citizen of Delaware and Georgia, (ECF No. 1 ¶ 8), while
Defendants are citizens of Maryland, (id. 	¶¶ 9 	11). 	Additionally, this Court has federal question jurisdiction
under 28 U.S.C. § 1331 because TK Elevator alleges a violation of federal statute, the Defendant Trade Secrets
Act, 18 U.S.C. §§ 1831, 	et seq. 	in Count II. Finally, this Court has supplemental jurisdiction of the remaining
claims in Counts I, III, IV, V, VI, and VII under 28 U.S.C. § 1367 because those claims form part of the same
case or controversy as Count II.
2 	Specifically, this Court ordered Ms. Drzewiecki to 	(1) return information that she downloaded onto the
UDisk Drive and SanDisk drive that falls within the ambit of her Agreement with TK[ Elevator] pursuant to
Count I of the Complaint; (2) return that information by 5:00 PM on Monday, March 17, 2025; and (3) to the
extend that she is presently unaware of the location of that information, make every good faith and reasonable
effort to locate and return the information. 	(ECF No. 26 at 13 ¶ 2.) The Court specified that its order did
not extent to copies that [Ms.] Drzewiecki may have made of the information[.] 	(Id.)
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(ECF No. 56); and (5) TK Elevator 	File Surreply to Motion to Stay
Discovery (ECF No. 61).
necessary. 	See 	Loc. R. 105.6 (D. Md. 2025). For the reasons set forth below, the Court rules
as follows:
1. 	o. 38) is GRANTED IN PART and
DENIED IN PART. 	Specifically, her Motion is GRANTED to the extent she
, and it is GRANTED as to Count IV,
which is DISMISSED WITH PREJUDICE as to all Defendants. 	Her Motion is
DENIED as Counts II and III.
2.
Motion is DENIED as to Counts II, III, V, VI, and VII.
3. 	.
4. 	u
No. 56) is DENIED AS MOOT.
5. 	TK 	s Motion for Leave to File Surreply (ECF No. 61) is DENIED AS
MOOT.
Ms. Drzewiecki shall file a Partial Answer to Counts II and III, and Nouveau shall file an
Answer as to the remaining claims against it in Counts II, III, V, VI, and VII within fourteen
(14) days of the date of this Memorandum Opinion and accompanying Order.
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BACKGROUND
In ruling on a motion to dismiss, this Court 	-pleaded facts in
Wikimedia Found.
, 857 F.3d 193, 208 (4th Cir. 2017) (citing 	SD3, LLC v. Black & Decker 	(U.S.)
Inc., 801 F.3d 412, 422 (4th Cir. 2015)). Except where otherwise indicated, the following facts
1) and accepted as true for the purpose of
Defendant 	Motions to Dismiss (ECF Nos. 37, 38).
TK Elevator, which is headquartered in Atlanta, Georgia, installs, modernizes, repairs,
and maintains escalators and moving walks, urban mobility solutions, and elevators for
residential and commercial buildings throughout the United States. (ECF No. 1 ¶¶ 17 	18.) It
alleges that it has developed Trade Secrets and Confidential Information3 	not readily
3 	TK Elevator defines Trade Secrets and Confidential Information in the employment contracts it provides to
employees. 	See 	(ECF No. 1 ¶ 30 (quoting ECF No. 1 Ex. A § 2(a) 	(b))). It defines Trade Secrets as follows:
method, technique or process, that: (1) derives independent economic value, actual or
potential, from not being generally known to the public or to other persons or entities who
can obtain economic value from its disclosure or use and (2) is the subject of efforts that are
reasonable under the circumstances to maintain it secrecy. 	Trade Secrets
include, but are not limited to, the following: [TK Elevator] bidding information, cost
information, cost and bid estimating processes information, profit margins, profit and revenue
targets and results, prices, pricing methodologies, personnel cost information, customer and
prospective customer information (including, but not limited to, customer lists, prospective
customer lists, product and service pricing information, revenues from customer accounts,
purchasing 	habits 	and 	patterns 	of 	[TK 	Elevator] 	customers, 	contract 	terms, 	contact
information, contract expiration dates, customer proposals), marketing plans and strategies,
marketing program methods and techniques information, service and repair processes, service
contract information, technical manuals, technical data design and/or architectural drawings,
processes, 	formulae, 	discoveries, 	developments, 	designs, 	improvements, 	inventions,
experimental and research work, methods, machines, tools, manufacturing techniques,
proprietary computer software developed by or for 	internal use, and supplier
lists. Employee acknowledges and agrees that 	Trade Secrets are not generally
known to the public or to 	competitors, were developed or compiled at
significant expense by [TK Elevator] over an extended period of time, are the subject of [TK
reasonable efforts to maintain their secrecy, and that [TK Elevator] derives
significant independent economic value by keeping its Trade Secrets a secret.
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ascertainable in the industry or by the public. 	(Id. 	¶¶ 21 	23.) 	TK Elevator protects that
information 	by 	using 	password-protected, 	secure, 	cloud-based 	systems, 	networks 	and
computers; limiting access to only employees or other authorized individuals; sharing trade
secrets with only those employees who need to know them; and maintaining lawful
confidentiality agreements to keep sensitive information secure. (Id. 	¶¶ 24 	25.)
Ms. Drzewiecki began working for TK Elevator in 2021 as a Service/Repair Sales
Representative in College Park, Maryland. 	(Id. 	¶ 27.) 	In that role, she solicited equipment
service and repair contract bids from TK Elevator 	in Southern
Maryland, Northern Virginia, and Washington, D.C. 	(Id.) 	Due to the nature of her sales
position, Ms. Drzewiecki received access to TK Elevator
Information, including confidential proprietary customer lists, customer service histories and
contract terms, sales techniques, pricing of parts and labor, strategic planning information, and
information regarding key personnel and prospects. 	(Id. 	¶¶ 26, 27.) 	To protect such
information, TK Elevator required Ms. Drzewiecki to sign an employment agreement
. 	(Id. 	¶¶ 1, 28 	29.) 	On August 19,
(ECF No. 1 Ex. A § 2(a).)
. . . all information belonging to [TK Elevator], whether reduced to writing or in a form from
which such information can be obtained, translated or derived into reasonably usable form,
that has been provided to Employee during his/her employment with [TK Elevator] and/or
Employee has gained access to while employed by [TK Elevator] and/or was developed by
[TK Elevator], that is proprietary
and confidential in nature. 	Confidential Information includes, but is not
limited to, information listed in Subparagraph 2.a above and also listed herein below believed
by [TK Elevator] to be a Trade Secret that ultimately does not qualify as such under applicable
state law but nonetheless was maintained by [TK Elevator] as confidential . . .
(Id. 	§ 2(b).)
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2021, Ms. Drzewicki signed the Agreement, which included (1) a provision defining TK
Elevator 	Disclose
[TK 	Elevator
Termination of Employment 	, (id. 	§ 4); (3) provisions defining
Trade Secrets, (id. 	§ 2(a)), and Confidential Information, (id. 	§ 2(b)); and (4) a Non-Solicitation
Covenant 	- 	, (id. 	§ 5). 	See also 	(ECF No. 1 ¶¶ 28, 29 	33 (quoting
ECF No. 1 Ex. A)). On January 17, 2024, Ms. Drzewiecki resigned from her position at TK
Elevator and, thereafter, accepted employment with its direct competitor, Nouveau. 	(ECF
No. 1 ¶¶ 2, 45.) 	At Nouveau, Ms. Drzewiecki provides similar services to customers in the
same mid-Atlantic area that she covered for TK Elevator. (Id. 	¶ 45.)
TK Elevator alleges that in the period preceding her resignation, Ms. Drzewiecki
violated her Agreement by impermissibly downloading Confidential Information and Trade
Secrets from her TK Elevator-issued laptop. (Id. 	¶ 38.) After Ms. Drzewiecki began to work
for Nouveau, TK Elevator retained a professional forensic consultant who forensically
examined her TK Elevator-issued laptop. 	(Id.) 	That examination revealed that, on several
occasions prior to her resignation, Ms. Drzewiecki connected a SanDisk Drive and UDisk
Drive to the laptop and
Confidential Information off of TK Elevator 	Id.) Specifically, on December 13,
2023, she copied onto the SanDisk Drive at least four files 	(1) Service Contract Overview
December 2023.xlsx; (2) Repair Product Standard Pricing Mid-Atlantic FY 21 	Copy1.xslx;
(3) National Account List 	2.2023.xlsx; and (4) 901 15 	McPherson 	BOOKING
DOCS.rtf 	that contained information such as customer lists, service contracts, and pricing
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strategies and information. (Id. 	¶¶ 39 	40.) On January 10, 2024, Ms. Drzewiecki transferred
to the UDisk Drive files (1) 901 15 Street NW 	McPherson 2022.pdf; (2) McPherson 	901
15 	TKExtend 2023 CW.pdf; (3) McPherson 	901 15 	TKExtend 2024.pdf; and (4)
McPherson 	901 15 	11th Floor Reno. (Id. 	¶ 41.) TK Elevator alleges that these files contain
Trade Secrets and Confidential Information such as hourly rate information, estimate and
survey templates, bidding and booking documents, capital planners, and service and repair
proposals. (Id. 	¶ 42.) TK Elevator 	t
to illegally compete with TK Elevator
of her contractual and legal obligations. (Id. 	¶ 43.)
TK Elevator 	McPherson
and Waterview4 	declined to continue their service contracts and instead retained Nouveau.
(Id. 	¶¶ 46 	47.) 	It alleges that Ms. Drzewiecki 	misappropriated
the information that she downloaded from her TK Elevator laptop 	including, for example,
billing frequencies, scope of contract coverage, rates and billing amounts, route personnel, and
to solicit McPherson and Waterview on behalf of Nouveau.
(Id.) 	It further alleges that, during the relevant period, Ms. Drzewiecki
Service/Sales Representative operating in the geographic area. 	(Id. 	¶ 48.) 	Although TK
alleges that she has
solicited additional clients with whom she had contact in the two years preceding her
resignation. (Id. 	¶ 49.) It
4 	McPherson refers to the McPherson Building located at 901 15th Street NW, Washington, D.C. 20005, while
Waterview refers to the Waterview Building located at 1919 N. Lynn Street, Arlington, VA 22209. (ECF No.
1 ¶¶ 46, 47.)
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and its terms, including the Non-Solicitation and Confidentiality Provisions. (Id. 	¶ 52.)
TK Elevator
terminated her employment. (Id. 	¶ 44.) On October 23, 2024, counsel for TK Elevator sent
Ms. Drzewiecki a letter advising her that she had violated her Agreement and federal law,
notifying her of the possibility of litigation against her, and demanding that sh
Id. 	¶
51; ECF No. 1 Ex. B.) 	On December 18, 2024, TK Elevator provided Nouveau a copy of
and demanded that Nouveau cease and desist employing her in
a manner that would violate that Agreement. 	(ECF No. 1 ¶ 53.) 	It also demanded that
Nouveau disgorge itself of profits 	Agreement. (Id.)
Defendants declined to confirm their compliance with these demands. (Id. 	¶ 54.)
Accordingly, on March 6, 2025, TK Elevator initiated this action by filing in this Court
a seven-Count partially verified Complaint against Defendants.5 	See generally 	(ECF No. 1).
Specifically, TK Elevator alleges against Ms. Drzewiecki alone breach of contract (Count I)
and against Nouveau alone tortious interference with contractual relations (Count V). (ECF
No. 1 ¶¶ 59 	66, 104 	112.) Against both Defendants, it alleges violation of the federal Defend
Trade Secrets Act, 18 U.S.C. §§ 1831 	et seq.
Uniform Trade Secrets Act, MD. 	CODE 	ANN., 	COM. 	LAW 	§§ 11-1201 	et seq.
(Count 	III); 	temporary, 	preliminary 	and 	permanent 	injunction 	(Count 	IV); 	tortious
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contained in Paragraphs 8 	37 and 42 	58 of the foregoing Verified Complaint . . . 	That
is, the allegations in Paragraphs 38 	41 of the Complaint are not verified.
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interference with prospective business (Count VI); and unfair competition (Count VII).6
(ECF No. 1 ¶¶ 67 	103, 113 	126.) 	Also on March 6, 2025, TK Elevator filed a Motion for
Temporary Restraining Order (ECF No. 2). 	On March 10, 2025, this Court heard oral
argument regarding TK Elevator 	see 	(ECF No.
25), and, via Memorandum Order dated March 11, 2025, denied that Motion in full as to
Nouveau and in part as to Ms. Drzewiecki, (ECF No. 26). On April 1, 2025, Ms. Drzewiecki
filed a Partial Answer (ECF No. 33) as to Counts I, VI, and VII.
, and IV (ECF No.
38);
Leave to F 	This matter
is now ripe for review.
STANDARD OF REVIEW
A complaint must contain 	a short and plain statement of the claim showing that the
pleader is entitled to relief . . . . 	FED. 	R. 	CIV. 	P. 8(a)(2). 	Rule 12(b)(6) of the Federal Rules
of Civil Procedure authorizes the dismissal of a complaint if it fails to state a claim upon which
relief can be granted. 	he purpose of Rule 12(b)(6) is to test the sufficiency of a complaint
and not to 	resolve contests surrounding the facts, the merits of a claim, or the applicability of
6 	As discussed further below, TK Elevator expressly alleges theories of 	respondeat superior 	liability against
Nouveau as to Counts II and III. (ECF No. 1 ¶¶ 76, 87.) Nevertheless, its allegations as to Count VI includes
statements that Ms. Drzewiecki acted within the scope of her employment and as agent of Nouveau, (id. 	¶¶
115, 48, 122), and it addresses Count VI under theories of vicarious liability in its briefing. 	Accordingly, the
Court addresses Count VI against Nouveau under a theory of vicarious liability.
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defenses. 	Presley v. City of Charlottesville, 464 F.3d 480, 483 (4th Cir. 2006) (quoting 	Edwards v.
City of Goldsboro, 178 F.3d 231, 243 (4th Cir. 1999)).
To survive a motion under Rule 12(b)(6), a complaint must contain facts sufficient to
Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)
(quoting 	Bell Atl., Corp. v. Twombly, 550 U.S. 544, 570 (2007)). Under the plausibility standard,
elements of a cause of action . . . . 	Twombly, 550 U.S. at 555;
Brown, 716 F.3d 342, 350 (4th Cir. 2013).
Iqbal, 556 U.S. at 678 (quoting 	Twombly, 550 U.S. at 555). 	A complaint must,
Twombly, 550 U.S. at 556 (internal quotations omitted).
the elements of a cause of action, supported by mere conclusory statement
to plead a claim. 	Iqbal, 556 U.S. at 678 (citing 	Twombly, 550 U.S. at 555); 	see A Soc 	y Without a
Name v. Virginia, 655 F.3d 342, 346 (4th. Cir. 2011).
ANALYSIS
I. 	Motions to Dismiss (ECF Nos. 37, 38)
In its Motion to Dismiss (ECF No. 37), Nouveau argues that TK Elevator has not
sufficiently alleged in Counts II and III that trade secrets exist or, alternatively, that Nouveau
is directly or vicariously liable for any misappropriation of trade secrets. 	(ECF No. 37-1 at
11 	21.) Next, it contends that there is no cause of action for injunctive relief such that Count
IV must be dismissed. (Id. 	at 21.) Finally, it argues that TK Elevator has not alleged any facts
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such that the common law tort claims against it in Counts V, VI, and VII must be dismissed.
(Id. 	at 21-27.) In her Motion to Dismiss (ECF No. 38), Ms. Drzewicki seeks
arguments as to Counts II, III, and IV. 	See 	(ECF No. 38-1 ¶¶ 1 	2). The Court addresses each
claim in turn, and a
Counts II, III, and IV shall apply equally to Ms. Drzewiecki. 	As explained further below,
is 	GRANTED 	as 	to
Count IV and DENIED as to all other claims.
a. 	Counts II and III: Misappropriation of Trade Secrets as to both
Defendants
In Counts II and III, TK Elevator alleges that Defendants misappropriated its trade
secrets in violation of the federal Defend Trade Secrets Act, 18 U.S.C. §§ 1831 	et seq.
, 	Uniform Trade Secrets Act, MD. 	CODE 	ANN., 	COM. 	LAW 	§§ 11-
1201 	et 	seq. 	It 	is 	well 	recognized 	that 	[t]o 	establish
misappropriation of a trade secret under federal law and Maryland state law, [the plaintiff]
must demonstrate that the documents at issue are trade secrets, and that that Defendants
misappropriated those trade secrets. 	ClearOne Advantage, LLC v. Kersen, 710 F. Supp. 3d 425,
435 (D. Md. 2024) [hereinafter 	ClearOne I] (quoting 	Brightview Grp. LP v. Teeter, 441 F. Supp. 3d
115, 129 (D. Md. 2020)); 	see also 	18 U.S.C. §§ 1836(b)(1), 1839(3), (5); MD. 	CODE 	ANN., 	COM.
LAW 	§ 11-1202. In its Motion to Dismiss, Nouveau argues that Plaintiff has not sufficiently
alleged that any of the documents allegedly downloaded constitute a trade secret or that
Defendants misappropriated any information within those documents. 	See generally 	(ECF No.
37-1 at 12 	21). Nouveau emphasizes that TK Elevator has not provided or described in detail
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the documents at issue. 	See 	(ECF No. 37-1 at 13; ECF No. 44 at 4 	5.) In Opposition, Plaintiff
contends that it has sufficiently alleged its misappropriation claims because it describes the
alleged trade secrets in its Complaint and, at the pleading stage, courts may properly infer
misuse. 	See 	(ECF No. 41 at 4 	12). 	The Court addresses each argument in turn, beginning
with whether Plaintiff has sufficiently alleged trade secrets.
i. 	Trade Secrets
As this Court has previously recognized, 	[t]he DTSA and MUTSA define a trade
secret in 	substantially the same manner. 	Savaria USA, Inc. v. Elevator Works, LLC, Civ. No.
RDB-24-1311, 2024 WL 2212914, at *8 (D. Md. May 16, 2024) (quoting
LLC v. Behram, Civ. No. DKC-17-2756, 2019 WL 4573417, at *5 (D. Md. Sept. 20, 2019));
accord Philips N. Am. LLC v. Hayes, Civ. No. ELH-20-1409, 2020 WL 5407796, at *8 (D. Md.
Sep. 9, 2020). 	As Judge Bredar of this Court has noted, under
and (2) the information derives independent economic value from not being generally known
ClearOne I, 710 F. Supp. 3d at 435 (quoting
18 U.S.C. § 1839(3)); 	see also 	MD. 	CODE 	ANN., 	COM. 	LAW 	§ 11-1201(e). 	Under the DTSA,
Sysco Mach.
Corp. v. DCS USA Corp., 143 F.4th 222, 228 (4th Cir. 2025). 	In this case, TK Elevator has
sufficiently alleged both elements of a trade secret with the required particularity.
As the pleading stage, a plaintiff satisfies the first element of a trade secret by alleging
that employees were required to sign confidentiality agreements applicable to the alleged trade
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secret. 	See Samuel Sherbrooke Corp., Ltd. v. Mayer, 159 F.4th 252, 257 (4th Cir. 2025) (
pleading stage, then, it is sufficient that Appellants allege they protected the Proprietary
Software by requiring employees to sign the confidentiality agreement and Invention Provision
); 	see also dmarcian, Inc. v. dmarcian
Eur. BV, 60 F.4th 119, 141 (4th Cir. 2023) (listing confidentiality agreement and restricted
access as reasonable steps to keep information secret). In this case, TK Elevator has alleged
that it (1) housed the documents at issue in cloud-based systems that were password protected;
(2) limited access to such systems to authorized individuals and employees; (3) limited access
-to- 	required employees accessing
the documents to sign confidentiality agreements that prohibited disclosure of the information
or documents, 	see 	(ECF No. 1 ¶¶ 25 	32, 36).
As to the second element, TK Elevator has sufficiently alleged that the documents at
issue derive independent economic value from their secrecy or confidentiality. 	As Judge
customers lists for companies operating in competitive sales industries derive independent
Philips N. Am., 2020 WL 5407796, at *8 (collecting
cases); 	see also Albert S. Smyth Co., Inc. v. Motes, Civ. No. CCB-17-677, 2018 WL 3635024, at *3
records, employment records, business plans, pricing information, vendor lists, and other
competition for sales, information about potential customers and their buying habits, a
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Aarow Elec. Sols. v. Tricore Sys., LLC, 693 F. Supp. 3d 525, 539 (D. Md. 2023)
(collecting cases) (quoting 	Albert S. Smyth Co., 2018 WL 3635024, at *4). Similarly, information
ClearOne Adv., LLC v. Kersen, 756 F. Supp. 3d 30, 42 (D. Md. 2024) [hereinafter 	ClearOne II]
(quoting 	ClearOne I, 710 F. Supp. 3d at 435 	36).
In this case, TK Elevator has alleged that Defendants misappropriated hourly rate
information; estimate and survey templates; bidding documents; capital planners; service and
repair proposals; and booking documents. (Id. 	¶ 42.) At minimum, the booking documents,
which TK
Elevator alleges were protected from public disclosure via confidentiality agreements and
authorized user limitations 	derive independent economic value from their confidentiality.
Moreover, TK Elevator has alleged that these documents encompass specific contracts,
; national account lists; and pricing
information such as hourly rate information and bidding documents. 	See 	(ECF No. 1 ¶¶ 47,
37, 41 	42.) Such information derives value from its confidentiality, 	see, e.g., 	ClearOne II, 756 F.
Supp. 3d at 42, 	such that TK Elevator has sufficiently alleged trade secrets.
required to state a claim under DTSA. 	Sysco Machinery Corp., 143 F.4th at 228.
stage, identifying [a] trade secret with sufficient particularity means describing the trade secret
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misappropriating
satisfied the reasonable secrecy and independent economic value requirements. 	Id. 	(internal
citations omitted) (citing 	Synopsis, Inc. v. Risk Based Security, Inc., 70 F.4th 759, 769 (4th Cir.
2023)). Generally, this requires a plaintiff to allege 	[of] categories of alleged
trade secrets in broad terms . . . 	Design Gaps, Inc. v. Hall, 2023 WL 8103156, at *8 (W.D.N.C.
Nov. 21, 2023) (quoting 	Calendar Rsch. LLC v. StubHub, Inc., 2020 WL 4390391, at *6 (C.D.
Cal. May 13, 2020)); 	, 743 F. Supp. 3d 737, 750
(W.D.N.C. 2024); 	Safe Haven Wildlife Removal & Prop. Mgmt. Experts, LLC v. Meridian Wildlife
Servs., 716 F. Supp. 3d 432, 447, 448 (W.D. Va. 2024).
In this case, TK Elevator specifically alleges that Defendants misappropriated nine
documents: (1) Service Contract Overview December 2023; (2) Repair Product Standard
Pricing Mid-Atlantic FY21 	Copy1; (3) National Account List 	2.2023; (4) 901 15
McPherson 	BOOKING DOCS; (5) Service Proposals; (6) 901 15 Street NW 	McPherson
2022; (7) McPherson 	901 15 	TKExtend 2023 CW; (8) McPherson 	901 15 	TKExtend
2024; (9) McPherson 	901 15 	11th Floor Reno. (ECF No. 1 ¶¶ 39, 41.) Nouveau contends
-Atlantic FY 21
Account List
constitute trade secrets. 	(ECF No. 37-1 at 15 (quoting 	Fox Sports Net N., LLC v. Minnesota
, 319 F.3d 329, 336 (8th Cir. 2003)).) Although some courts have recognized such
a limitation at the summary judgment stage, 	see, e.g., 	Fox Sports Net N., 319 F.3d at 336, courts
within the Fourth Circuit have recognized that, 	at the pleading 	stage, allegations of
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confidential, valuable information are sufficient to allege a trade secret notwithstanding the
staleness, 	Safe Haven Wildlife Removal & Prop. Mgmt. Experts, LLC, 716
F. Supp. 3d at 447 n.5. At this pleading stage, therefore, Plaintiff has met its burden by alleging
the elements of a trade secret as explained above. 	By identifying the information both by
document title and by a description of its content, including the names of specific contracts
and clients involved, TK Elevator has alleged the trade secrets with sufficient particularity to
allow Defendants to delineate the information at issue.7 	See Sysco Machinery, 143 F.4th at 228.
To the extent that Defendants argue that the information at issue is publicly available
such that it cannot constitute a trade secret, public availability does not automatically strip
information of status as a trade secret. 	See, e.g., 	Brightview Grp., 441 F. Supp. 3d at 130
(recognizing underwriting templates 	-specific formulas
and data amassed over twenty- 	still hold independent value from
confidentiality despite being publicly available). 	Rathe
combination of characteristics and components, each of which, by itself, is in the public
domain, but the unified process, design and operation of which, in unique combination,
affords a competitive advantage and is a prot 	AirFacts, Inc. v. de Amezaga, 909
7 	To the extent that Defendants argue that Plaintiff has not alleged trade secrets with particularity, they overstate
Plaintiff 	s burden at the pleading stage. 	Indeed, nearly all the cases to which Defendants cite evaluated
particularity at the preliminary injunction, summary judgment, or trial stages. 	See, e.g., (ECF No. 37-1 at 13 (first
citing 	Kancor Ams., Inc. v. ATC Ingredients, Inc., 2016 WL 740061 (E.D. Va. Feb. 25, 2016) (addressing cross-
motions for summary judgment), and then citing 	Brightview Grp., 441 F. Supp. 3d at 136 (evaluating motion for
preliminary injunction)). 	hearing
at 2; ECF No. 44 Ex. A.) As explained above, at the pleading stage, the inquiry is not whether a plaintiff can
definitively establish a trade secret. Rather, the inquiry before this Court is whether, accepting as true all facts
in the complaint and drawing all reasonable inferences to favor the plaintiff, TK Elevator has 	alleged 	trade secrets
with facts sufficient to allow Defendants to identify the information at issue. 	Sysco Machinery Corp., 	143 F.4th at
228. 	At this pleading stage, TK Elevator has met its burden.
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17
F.3d 84, 96 (4th Cir. 2018) (quoting 	, 342
F.2d 737, 742 (2d Cir. 1965)). 	In this case, Defendants argue that
projects and accounts have been published on its website.8 	(ECF No. 37-1 at 15.) Defendants
do not argue, however, that 	all 	of Plaintiff 	s account lists are publicly available, or that the
accounts specifically identified in the Complaint are publicly available. At this pleading stage,
therefore, Plaintiff has sufficiently alleged that at least some of the information at issue derives
economic value from its confidentiality. 	See AirFacts, 909 F.3d at 96; 	NaturaLawn of Am., Inc.
v. West Grp., LLC, 484 F. Supp. 2d 392, 399 (D. Md. 2007) (concluding customer lists were
trade secret even though employees and franchisees knew of them because plaintiff took
reasonable steps to maintain lists 	confidentiality).
ii. 	Misappropriation
Under both the Maryland and federal trade secrets statutes, misappropriation occurs
acquires a trade secret while knowing, or having reason to know,
that the trade secret was acquired by improper means, 18 U.S.C. § 1839(5)(A), or (2) uses or
discloses the trade secret after acquiring it through improper means, 	id.
Brightview Grp., 441 F. Supp. 3d at 132; 	see also 	MD. 	CODE 	ANN., 	COM. 	LAW. § 11-1201(c). As
explained further below, TK Elevator alleges that Ms. Drzewiecki directly misappropriated the
trade secrets at issue and Nouveau is vicariously liable for her misappropriation. 	Thus, the
misappropriation separately.
8
buildings with elevators. (ECF No. 37-1 at 15.) Such an expansive
preclude any specialized business from asserting that its account lists receive DTSA and MUTSA protection.
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18
1. 	Ms. Drzewiecki
As to Ms. Drzewiecki, Plaintiff has 	an alleged]
trade secret while knowing, or having reason to know, that [it] was acquired by improper
means . . . . 	Brightview Grp., 441 F. Supp. 3d at 132 (citing 18 U.S.C. § 1839(5)(A)). 	Even if
an employee does not disclose trade secrets to a third party, he can misappropriate those trade
AirFacts,
909 F.3d at 98 (quoting MD. 	CODE 	ANN., 	COM. 	LAW 	§ 11-1201(c)(1)); 	accord Brightview Grp.,
441 F. Supp. 3d at 132 (citing 18 U.S.C. § 1839(5)). In this case, Plaintiff has alleged that Ms.
Drzewiecki downloaded the information shortly before the conclusion of her employment
and then failed to return that information despite her contractual obligation to do so. 	See, e.g.,
(ECF No. 1 ¶¶ 5, 32, 38 	42, 47). Moreover, it has alleged that the information downloaded
was accessible only to authorized individuals via a secure, password-protected cloud service.
(Id. 	¶¶ 5, 25, 38.) 	TK Elevator has alleged, therefore, that Ms. Drzewiecki knowingly
downloaded and refused to return trade secrets in violation of her confidentiality agreement.
This is sufficient to allege misappropriation 	(ECF
No. 38) is DENIED as to Counts II and III.
2. 	Nouveau
Distinct from the allegations of direct misappropriation as to Ms. Drzewiecki, TK
of misappropriation as to Nouveau allege only vicarious or 	respondeat superior
liability.9 	See 	(ECF 	No. 	1 	¶ 	5, 	76, 	87 	(alleging 	Nouveau 	is 	vicariously 	liable 	for
9 	Both parties apply theories of vicarious liability under DTSA and MUTSA. 	See, e.g., (ECF No. 41 at 10; ECF
No. 37-1 at 16). It does not appear that the U.S. Court of Appeals for the Fourth Circuit has directly addressed
respondeat
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19
misappropriation of trade secrets); (ECF No. 41 at 10
alleges that Nouveau is vicariously liable
employee and agent of Nouveau . . . 	). 	respondeat
superior
employee when that employee was acting within the scope of the employment relationship.
Forkwar v. Empire Fire & Marine Ins. Co., 487 F. App 	778 (4th Cir. 2012) (quoting 	Oaks
v. Connors, 660 A.2d 423, 426 (Md. 1995)).
general test in Maryland is that the acts must have been authorized and in furtherance of the
Williams v. Cloverfield Farms Dairy, Inc., 78 F. Supp. 2d 479, 483 (D. Md.
1999) (quoting 	Sawyer v. Humphries, 587 A.2d 467, 470 	71 (Md. 1991)).
scope o
. . . 	Wiley
v. Cadiz, Civ. No. WDQ-05-1783, 2005 WL 8174314, at *2 (D. Md. Dec. 14, 2005) (quoting
Jordan v. W. Distrib. Co.
In this case, the parties dispute whether Ms. Drzewiecki
occurred within the scope of her employment with Nouveau such that Nouveau may be
superior 	Peloton Interactive, Inc. v. iFIT, Inc., 2022 WL 1523112, at *2 n.1 (D. Del. May 13, 2022) (collecting
cases); 	see also S. Tr. Mortg., LLC v. Movement Mortg., LLC, 2025 WL 1447379, at *6 (E.D. Va. May 20, 2025)
(recognizing defendant may be vicariously liable under DTSA). Although this Court has not located any cases
explicitly addressing the application of vicarious liability to claims under the MUTSA, this Court has repeatedly
recognized that the MUTSA is largely consistent with the DTSA. 	See, e.g., 	Philips N. Am., 2020 WL 5407796,
at *7 	8 (analyzing MUTSA and DTSA claims together after concluding that
) 	Thus, notwithstanding the dearth of caselaw
directly on point, application of 	respondeat superior 	liability to MUTSA claims is consistent with its application to
claims under the
claims under DTSA and MUTSA in Counts II and III.
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20
vicariously liable for her conduct. 	As an initial matter, TK Elevator has sufficiently alleged
that 	. 	It
alleges that, once employed at Nouveau, Ms. Drzewiecki successfully solicited the business of
two of its former clients, and at least one of those clients is the subject of the documents that
Ms. Drzewiecki allegedly downloaded. 	See 	(ECF No. 1 ¶¶ 40 	41, 46, 47). 	Thus, the only
remaining inquiry is whether Plaintiff has sufficiently alleged that she acted with
authorization such that her conduct fell within the scope of her employment and Nouveau
may be subject to vicarious liability.
performance of the duties entrusted to [the employee] by the [employer], even though in
Sawyer, 587 A.3d at 470 (quoting 	Hopkins C.
Co. v. Read Drug & C. Co., 92 A. 478, 479 	80 (Md. 1914)); 	accord Khatami v. Compton, 844 F.
nt is employed to
perform; (2) whether it occurred during a period not unreasonably disconnected from the
authorized period of employment; (3) whether it occurred in the vicinity of the authorized area
of employment; and (4) whether it was actuated, at least in part, by a purpose to serve the
employer. 	Williams, 78 F. Supp. 2d at 483 (citing 	Sawyer, 587 A.2d at 471). 	Notably, an
and departed from the purpose o 	Id. 	(citing 	Sawyer, 587
A.2d at 471). Conduct
a personal motive likely outside the scope of employment. 	Sawyer, 587 A.2d at 471 (citation
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21
omitted). 	Nevertheless, a
Williams, 78 F. Supp. 2d at 483
(quoting 	Sawyer, 587 A.2d at 470 	71).
Under the relevant factors, TK Elevator has sufficiently alleged
Nouveau may be subject to vicarious liability. 	First,
Plaintiff alleges that Ms. Drzewiecki improperly used its trade secrets to recruit its clients. 	See,
e.g., (ECF No. 1 ¶¶ 46, 47). Undoubtedly, Nouveau employed Ms. Drzewiecki to recruit clients
in the same geographic area as the clients she previously served on behalf of TK Elevator such
that her recruitment of such clients was conduct of
Williams, 78 F. Supp. 2d at 483. 	Second, although Ms. Drzewiecki allegedly took the trade
secrets before her employment with Nouveau, she allegedly 	used 	them during her employment
with Nouveau to 	40 	41, 46 	47.) 	Thus, the
Williams, 78 F. Supp. 2d at 483. 	Third, TK Elevator has
sufficiently alleged that the misappropriation occurred in the vicinity of the authorized area of
employment because it alleges that Ms. Drzewiecki misappropriated the trade secrets while
serving the same geographic area she previously served at TK Elevator. 	(ECF No. 1 ¶ 45.)
because Nouveau benefitted to the extent that she used the trade secrets to recruit clients to
Nouveau. Even assuming Ms. Drzewiecki intended to further her own interests by boosting
her success as a salesperson, the effect of her conduct was to the direct benefit of Nouveau.
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22
See Maron v. United States, 126 F.3d 317, 324 (4th Cir. 1997) (explaining test for authorization
under Maryland law considers whether employee intended 	to serve employer).
As
Sawyer, 587 A.2d at 471, but 	[f]or the purposes of a motion
under 	Rule 	12(b)(6), 	it 	is 	reasonable 	to 	infer 	that, 	at 	the 	time 	of 	use, 	[defendant-
employer] . . . either knew or had reason to know that [employee] owed a duty to [plaintiff] to
maintain the secrecy of the [trade secret] materials, 	Tao of Sys. Integration, Inc. v. Analytical Servs.
& Materials, Inc., 299 F. Supp. 2d 565, 575 (E.D. Va. 2004).10 	Put differently, at the pleading
stage, it is reasonable to infer that it was foreseeable to Nouveau 	an employer in the same
highly competitive industry as Plaintiff 	that Ms. Drzewiecki owed a duty of secrecy to TK
Elevator regarding the alleged trade secrets at issue and that she may use such trade secrets to
clients in the same geographic area that she served at TK
Elevator. 	See, e.g., 	Phreesia, Inc. v. Certify Glob., Inc., Civ. No. DLB-21-678, 2022 WL 911207, at
e industry
. 	TK Elevator has sufficiently
alleged its misappropriation claims against Nouveau on a theory of vicarious liability, and
(ECF No. 37) is DENIED as to Counts II and III.
10
this Court has previously observed that the MUTSA and Virginia Uniform Trade Secrets Act are
trade secret statutes which closely track the Uniform 	Motor City Bagels, LLC v. Am. Bagel
Co., 50 F. Supp. 2d 460, 478 (D. Md. 1999) (citing 	Avtec Sys., Inc. v. Peiffer, 21 F.3f 568, 574 (4th Cir. 1994)).
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23
b. 	Count IV: Temporary, Preliminary, and Permanent Injunction as to
both Defendants
does not
constitute an independent cause of action; rather, the injunction is merely the remedy sought
for the legal wrongs alleged . . . 	Fare Deals Ltd. v. World Choice Travel.com, Inc., 180 F. Supp.
2d 678, 682 n.1 (D. Md. 2001). 	Defendants contend that Count IV improperly alleges
injunction as a cause of action rather than a remedy. (ECF No. 37-1 at 21.) Plaintiff does not
respond to this argument, 	see generally 	(ECF No. 41),11 	but this Court has repeatedly held that
an injunction is not a cause of action. 	See, e.g., 	Sol v. M&T Bank, 713 F. Supp. 3d 89, 112 (D.
Md. 2024) (collecting cases). 	Motions to Dismiss (ECF Nos. 37, 38) are
GRANTED as to Count IV, which is DISMISSED WITH PREJUDICE as to both
Defendants.12
c. 	Count V: Tortious Interference with Contractual Relations as to
Nouveau
with contract under Maryland law, a plaintiff must allege the following five elements: (1) a
contract exists between the plaintiff and a third party; (2) the defendant knows of that contract;
(3) the defendant intentionally interferes with that contract (and the interference is wrongful
and without justification); (4) the third party breaches that contract; and (5) the plaintiff suffers
11 	independent grounds for
dismissal. 	See Roberts v. Equian, LLC, 793 F. Supp. 3d 643, 662 (D. Md. 2025) (collecting cases).
12 	Notably, however, the dismissal of the independent cause of action attempting to allege an injunction does
not preclude Plaintiff from seeking injunctive relief as a remedy for their remaining causes of action. 	See Dwoskin
v. Bank of Am., N.A., 850 F. Supp. 2d 557, 573 (D. Md. 2012) (explaining dismissal of cause of action for
injunction did not preclude plaintiff from later seeking injunction as a form of relief); 	Fare Deals, 180 F. Supp.
2d at 682 n.1. Thus, although Count IV is dismissed, Plaintiff may still seek an injunction as a remedy.
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24
damages from the breach. 	, 694 F. Supp. 3d 569, 594 (D. Md. 2023).
In this case, Nouveau contends that Plaintiff has not sufficiently alleged the second, third, and
fifth elements of tortious interference under Maryland law. 	See generally 	(ECF No. 37-1 at 21
23). The Court addresses these elements in turn.
First, TK Elevator has sufficiently alleged that Nouveau had knowledge of Ms.
ent with TK Elevator. 	Nouveau asserts that TK Elevator improperly
contract, and TK Elevator did not provide a copy of the Agreement until December 2024,
after 	the alleged interference. (Id. 	at 21 	22.) 	In Opposition, TK Elevator argues that it has
sufficiently alleged that Nouveau hired Ms. Drzewiecki and it is common for salespeople in
their industry to be subject to restrictive covenants. (ECF No. 41 at 13.) In Reply, Nouveau
10.)
As this Court has repeatedly recognized, however, a tortious interference claim is
sufficiently alleged where a plaintiff alleges facts sufficient to support an inference of a
See Lilly
knowledge that the Contract existed between Plaintiffs and [third party], though the Amended
Complaint fails to specify when [defendant] allegedly committed the interference or his
Phreesia, Inc.
. 	Ms.
Agreement at all relevant times and that it provided Nouveau a copy of the
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25
Agreement in December 2024. (ECF No. 1 ¶¶ 106, 53.) It has further alleged that Nouveau
took no steps to remedy the alleged misappropriation and violation of the Agreement
thereafter. (Id. 	¶¶ 53 	54.) Construing all facts and drawing all reasonable inferences to favor
the plaintiff
knowledge prior to December 2024 and its actual knowledge thereafter.13
Next
breach her Agreement.
Ravensburger Interactive Media GmBH v. Bethesda Softworks,
LLC, Civ. No. AW-06-0950, 2006 WL 8457055, at *3 (D. Md. Oct. 6, 2006) (quoting 	Macklin
v. Robert Logan Assoc., 639 A.2d 112, 119 (Md. 1994)).
by showing that the defendant intentionally induced the breach or termination of the
contract in order to harm the plaintiff or to benefit the defendant at the expense of the
plaintiff. 	Macklin, 639 A.2d at 119. 	This Court has recognized that intent may be alleged
Webb v. Green Tree Servicing, LLC, Civ. No. ELH-11-2105,
2011 WL 6141464, at *7 (D. Md. Dec. 9, 2011) (quoting 	Laws v. Thompson, 554 A.2d 1264,
13
see, e.g.
and belief, 	see, e.g., (ECF No. 1 ¶¶ 4, 106). As the U.S. Supreme Court has instructed, 	courts must consider
the complaint in its entirety . . . when ruling on Rule 12(b)(6) motions to dismiss . . . . 	Tellabs, Inc. v. Maker
Issues & Rts., Ltd., 551 U.S. 308, 322 (2007)). 	Moreover, as Judge Chasanow of this Court has carefully
upon information and belief 	is
used as an inadequate substitute for providing detail as to why the element is present in an action . . . [and the]
proper use of 	upon information and belief, 	where a plaintiff does not have personal knowledge of the facts
Mann Bracken, LLP v. Exec. Risk Indem., Inc., Civ. No. DKC-15-1406, 2015 WL 5721632, at *7
(D. Md. Sep. 28, 2015) (quoting 	Malibu Media, LLC v. Doe, Civ. No. PWG-13-365, 2014 WL 7188822, at *4 (D.
and, therefore, personal knowledge of
Cf. id. 	at *7 (explaining allegations upon information and belief 	not
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26
1271 (Md. 1989)).
Macklin, 639 A.2d at 119.
For the purposes of addressing a motion under Rule 12(b)(6), detailed factual allegations of
intentional and wrongful conduct are sufficient to allege this element of a tortious interference
claim under Maryland law. 	See, e.g., 	Ravensburger Interactive Media, 2006 WL 8457055, at *3.
At this stage, TK Elevator has sufficiently alleged that Nouveau knew of the Agreement
when Ms. Drzewiecki 	45, 56 	57, 107 	110.)
solicitation 	of 	customers 	that 	fell 	within 	the 	scope 	of 	the
received a copy of the Agreement in
December 2024. 	(Id. 	¶¶ 53 	54.) 	Construing all facts and drawing all inferences to favor
Plaintiff, these facts
business by authorizing Ms. Drzewiecki to violate her 	and at
expense. 	See Macklin, 639 A.2d at 119; 	Friedman & Fuller, P.C. v. Funkhouser,
666 A.2d 1298, 1309 (Md. Ct. Spec. App.
Finally, 	TK 	Elevator 	has 	sufficiently 	alleged 	the 	damages 	element 	of 	tortious
interference with contract because it has alleged that it lost the business of at least two
customers that Defendants improperly solicited. 	Loss of customers based on improper
interference satisfies the damages element of a tortious interference with contract claim. 	See,
e.g., 	Friedman & Fuller, 666 A.2d at 1309 (reversing grant of summary judgment to defendant
where plaintiff alleged that it lost customers based on actions of former employee and his new
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27
employer).
concluded its contract with TK Elevator and retained Nouveau after Ms. Drzewiecki
improperly solicited it 	It further alleges that another
Id. 	¶ 47.) 	Accordingly,
(ECF No. 37) is DENIED as to Count V.
d. 	Count VI: Tortious Interference with Prospective Business as to
Nouveau
plaintiff must allege (1) intentional and willful acts; (2) calculated to cause damage to plaintiff;
(3) done to cause damage and loss, without right or justifiable cause by defendant (which
constitutes malice); and (4) damage. 	Coastal Lab 	s, Inc. v. Jolly, 502 F. Supp. 3d 1003, 1025
(D. Md. 2020) (citing 	Press v. United States, Civ. No. JKB-17-1667, 2018 WL 1211537 (D. Md.
Mar. 8, 2018)); 	accord K&K Mgmt., Inc. v. Lee, 557 A.2d 965, 973 (Md. 1989).
Total Recon Auto Ctr., LLC v. Allstate Ins. Co., 705 F. Supp. 3d 510, 520 (D.
Md. 2023) (quoting 	Mixter v. Farmer, 81 A.3d 631, 638 (Md. Ct. Spec. App. 2013)). As Judge
Bredar of this
the mere fact that a client or business partner has been persuaded to switch its business to that
ClearOne II
Settles v. Scott, Civ. No. SAG-25-1838,
2025 WL 3466852, at *8 (D. Md. Dec. 3, 2025) (citing 	Yuan v. Johns Hopkins Univ., 135 A.3d
519, 582 (Md. Ct. Spec. App. 2016)). 	That is, a plaintiff must allege that the
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28
Total Recon Auto Ctr., 705 F. Supp. 3d at 520 (quoting 	Kaser v. Fin.
Protection Mktg., 831 A.2d 49, 53 (Md. 2003)). In this case, Nouveau contends that TK Elevator
has not identified prospective business relationships with sufficient particularity to state a
claim. As explained below, however, TK Elevator has sufficiently alleged that Ms. Drzewiecki,
wrongfully misappropriated 	trade secrets to disrupt
Waterview, among other
customers.
criminal law, and the institution or threat of groundless civil suits in . . . 	Id.
(quoting 	Alexander & Alexander v. B. Dixon Evander & Assocs., 650 A.2d 260, 271 (Md. 1994)).
Additionally, this Court has previously recognized that misappropriation of trade secrets may
constitute a wrongful act sufficient to satisfy the first element of tortious interference with
prospective business. 	See ClearOne II, 756 F. Supp. 3d at 45 (granting summary judgment to
plaintiff on tortious interference with prospective business based on misappropriation of trade
secret). In this case, for the reasons discussed above, Plaintiff has sufficiently alleged that Ms.
Drzewiecki acted on behalf of Nouveau and within the scope of her employment to
misappropriate 	trade 	secrets 	to 	improperly 	solicit 	customers. 	Indeed, 	Ms.
Drzewiecki has already filed a Partial Answer in which she responds to Plaintiff 	s claim of
tortious interference with prospective business relationships to the extent it alleges direct
liability against her. (ECF No. 33 ¶¶ 113 	121.)
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29
Under 	the 	second 	element 	of 	tortious 	interference 	with 	prospective 	business
or termination of the contract in order to harm the plaintiff 	or to benefit the defendant at the expense
of the plaintiff 	Macklin, 639 A.2d at 119 (emphasis added). In this case, Plaintiff has sufficiently
alleged that Defendants used misappropriated trade secret information to recruit McPherson,
Waterview, and additional clients from TK Elevator to Nouveau. 	At this pleading stage,
therefore, Plaintiff has sufficiently alleged that Defendants intentionally induced McPherson
and Waterview to terminate or discontinue their contracts with Plaintiff and begin contracts
with Nouveau. Put differently, TK Elevator has sufficiently alleged an intentional and willful
act calculated to cause damage to it without right, which satisfies the first three elements of
tortious interference with prospective business relationships.
As to the final element, Nouveau assert that Plaintiff has not sufficiently alleged existing
business relationships that can satisfy the damages element of a cause of action for tortious
interference. 	(ECF No. 37-1 at 24.) 	Specifically, it contends that by the time TK Elevator
provided it the Agreement, TK Elevator had already lost the business of both McPherson and
Waterview. (Id.) As explained above, however, Plaintiff has alleged facts sufficient to support
misappropriation prior to December 2024, when
Nouveau obtained actual knowledge of the Agreement. Thus, Plaintiff has sufficiently alleged
its existing and potential future customers. 	See 	(ECF
No. 1 ¶¶ 89, 90, 96 	98, 108). 	Plaintiff has specifically identified its business relationships with
Waterview and McPherson by the name and address of both clients, which is sufficient to
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30
allege the final element of a tortious interference claim under Maryland law. 	See, e.g., 	ClearOne
II, 756 F. Supp. 3d at 45 (granting summary judgment to plaintiff who alleged defendant
misappropriated its leads to benefit rival company); 	Finley Alexander Wealth Mgmt, LLC v.
M&O Mktg., Inc., Civ. No. GJH-19-1312, 2021 WL 1215769, at *19 (D. Md. Mar. 31, 2021)
(concluding claim survived motion to dismiss where plaintiff alleged prospective customers
Construing all facts and
drawing all inferences in the light most favorable to the plaintiff, TK Elevator has alleged facts
sufficient to state a claim for tortious interference with prospective business relations against
(ECF No. 37) is DENIED as to Count VI.
e. 	Count VII: Unfair Competition as to Nouveau
G.W. Aru, LLC v. W.R. Grace
& Co.-Conn., 344 F.R.D. 446, 450 (D. Md. 2023). Maryland common law does not prescribe
any specific elements of unfair competition and instead evaluates such claims under the
of each case. 	Id. 	(quoting 	Balt. Bedding Corp. v. Moses, 34
A.2d 338, 342 (Md. 1943)). 	Guiding this analysis is the underlying principle that
Id. 	(quoting 	Balt. Bedding Corp., 34 A.2d at 345). This
Court 	has 	repeatedly 	recognized 	that 	allegations 	of 	misappropriation 	of 	confidential
information or trade secrets are sufficient to support a claim of unfair competition. 	See, e.g.,
Aarow Elec. Sols. v. Tricore Sys., LLC, 693 F. Supp. 3d 525, 548 	49, 545 (D. Md. 2023); 	Hardwire,
LLC v. Ebaugh, Civ. No. JKB-20-0304, 2020 WL 5077469, at *6 (D. Md. Aug. 27, 2020)
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31
(recognizing allegations of wrongful use and disclosure, including misappropriation of trade
secrets, were sufficient to allege unfair competition at pleading stage); 	Brightview Grp., LP v.
Teeters, 441 F. Supp. 3d 115, 135 (D. Md. 2020) (holding plaintiff likely to succeed on unfair
competition 	claim 	where 	it 	alleged 	plaintiff 	s]
sensitive . . . 	As explained
above, TK Elevator has alleged that Ms. Drzewiecki and Nouveau wrongly leveraged its
confidential information to recruit its clients to Nouveau in violation of federal and state
statute and 	Agreement. Moreover, it has alleged that Nouveau has allowed
Ms. Drzewiecki to continue to recruit clients to Nouveau despite its knowledge that her
conduct violates the Non-Solicitation and Confidentiality Provisions of her Agreement with
TK Elevator. This is sufficient to state a claim of unfair competition against Nouveau under
Maryland law, and 	(ECF No. 37) is DENIED as to Count VII.14
II. 	Motions to Stay Discovery and Motion for Surreply
File Surreply in
14 	Nouveau raises the economic loss doctrine to argue that the underlying claims against Ms. Drzewiecki in
Counts VI and VII must fail such that those claims necessarily fail to the extent they allege vicarious liability
against Nouveau. (ECF No. 37-1 at 24-25.) To support this argument, Nouveau cites a case in which Judge
Hollander of this Court determined that negligent supervision claims against a defendant could not proceed
No. 37-1 at 25 (citing
Strickland v. Carroll Cnty., Md., Civ. No. ELH-11-0622, 2012 WL 401075, at *30 (D. Md. Feb. 7, 2012)). In this
case, however, Ms. Drzewiecki has filed a partial Answer (ECF No. 33) as to the claims against her in Counts
VI an VII such that those claims remain pending. Accordingly, any argument as to the economic loss doctrine
in this case is not appropriate for consideration at this time and instead must await further discovery.
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Discovery Motion (ECF No. 56) are now MOOT because this Court has adjudicated
Relatedly
Motion for Leave to File Surreply (ECF No. 61) is rendered moot to the extent that the
underlying Motions to Stay Discovery (ECF Nos. 55, 56)
to Join
Motion for Leave to File Surreply (ECF No. 61) is DENIED AS MOOT.
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CONCLUSION
For the reasons stated above,
GRANTED IN PART and DENIED IN PART and
(ECF No. 38) is GRANTED IN PART and
Motions (ECF Nos. 37, 38) are GRANTED as to Count IV, which is DISMISSED WITH
PREJUDICE as to both
as to all other claims. 	Counts I, II, III, V, VI, and VII shall proceed. 	Defendant Nouveau
shall file its Answer to all claims against it within fourteen (14) days of the date of this
Memorandum Opinion and accompanying Order. Similarly, within fourteen (14) days of the
date of this Memorandum Opinion and accompanying Order, Ms. Drzewiecki shall file her
Answer to any remaining claims against her not addressed in her Partial Answer (ECF No.
33).
o. 61) is
DENIED AS MOOT.
A separate Order follows.
Date: February 27th, 2026
Richard D. Bennett
United States Senior District Judge
Case 1:25-cv-00744-RDB Document 64 Filed 02/27/26 Page 33 of 33