Not Motion in Mariam, Inc v. Brian Daniel Barry| Trellis.Law

On February 06, 2024 a Exhibit,Appendix was filed involving a dispute between Mariam, Inc, and Brian Daniel Barry, for Commercial Division in the District Court of Westchester County.

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FILED: WESTCHESTER COUNTY CLERK 02/06/2024 11:21 AM INDEX NO. 56795/2024
NYSCEF DOC. NO. 4 RECEIVED NYSCEF: 02/06/2024

EXHIBIT %
FILED: WESTCHESTER COUNTY CLERK 02/06/2024 11:21 AM INDEX NO. 56795/2024
NYSCEF DOC. NO. 4 RECEIVED NYSCEF: 02/06/2024

BEFORE THE AMERICAN ARBITRATION ASSOCIATION
MONTGOMERY COUNTY, MARYLAND

MARIAM, INC.,

Claimant,

-against -

BRIAN DANIEL BARRY,

Respondent.

DEMAND FOR ARBITRATION

Claimant Mariam, Inc. (“DARCARS”), by its undersigned attorneys, for its Demand for

Arbitration against Respondent Defendant Brian Daniel Barry (“Barry”) alleges as follows:

SUMMARY OF CLAIMS

1. DARCARS seeks compensatory and punitive damages from one of its former

General Managers, Respondent Barry, for his deceitful conduct and false statements, which were

intended to and have damaged DARCARS’ business and reputation.

2. DARCARS recently learned that, shortly after Barry was terminated from his

position as General Manager of DARCARS BMW of Mt. Kisco, he had unauthorized and

improper communications with DARCARS’ current and prospective customers. In at least one

instance, Barry made false statements about DARCARS’ pricing practices with the intent of

harming the company’s business and reputation. Rather than identifying himself as the disgruntled

former manager that he is, Barry improperly impersonated a current DARCARS manager in this

communication.
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3. By entering into an employment agreement with DARCARS, Barry committed not

to use DARCARS’ confidential information “except to accomplish the authorized business

objectives” of the company. Barry also agreed to return all confidential material to DARCARS

upon his termination.

4. Barry’s misuse of DARCARS’ confidential information to dissuade prospective

customers from doing business with DARCARS, along with his dissemination of false information

regarding DARCARS’ pricing practices and his impersonation of a DARCARS employee to do

so, are gross violations of his employment agreement.

5. Barry’s false statements about DARCARS were intended to harm DARCARS’

reputation and undermine the company’s position in the marketplace. DARCARS has and will

continue to suffer harm as a result.

PARTIES

6. Claimant DARCARS is a duly authorized Maryland corporation with its principal

place of business located at 7550 Wisconsin Ave., Bethesda, Maryland 20814. DARCARS is a

family-owned-and-operated business that sells new and used cars in locations across the Northeast

and mid-Atlantic.

7. Respondent Brian Daniel Barry is, on information and belief, a resident of the State

of New York. Barry was employed by DARCARS from 2021 until his recent termination in

September 2022.

ARBITRATION AGREEMENT

8. DARCARS brings this arbitration to enforce its rights at common law and under

the Confidentiality and Non-Compete Agreements (the “Employment Agreement”), executed on

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August 29, 2022, between Barry and DARCARS. A true copy of the Employment Agreement is

attached hereto as Exhibit A.

9. The Employment Agreement provides for arbitration before the American

Arbitration Association, in accordance with its Employment Dispute Resolution Rules, in

Montgomery County, Maryland. Specifically, the Employment Agreement contains an

Arbitration Clause that states as follows:

The parties hereto agree to arbitrate any dispute, claim, or
controversy arising out of or relating to the interpretation or
application of this Agreement in Montgomery County, Maryland
and any dispute related to or arising from Employee’s employment
with DARCARS or any of its affiliates or subsidiaries under the
Employment Dispute Resolution Rules of the American Arbitration
Association . . . .

Employment Agreement § 3.8.

10. Prior to entering into the Employment Agreement with DARCARS BMW of Mt.

Kisco, Barry worked as a Sales Manager at DARCARS Lexus of Greenwich. Barry’s employment

agreement relating to his role at DARCARS Lexus of Greenwich, which is attached hereto as

Exhibit B, contains an arbitration provision that is identical to the provision in Exhibit A. See

Exhibit B § 3.8.

FACTUAL BACKGROUND

A. Barry’s Employment with DARCARS

11. Barry first worked as a Sales Manager at DARCARS Lexus of Greenwich before

he was promoted to General Manager at DARCARS BMW of Mt. Kisco. Throughout his

employment with DARCARS, DARCARS entrusted Barry with confidential information,

including information about its customers, pricing, and business strategy and operations.

12. On August 29, 2022, Barry signed an Employment Agreement for his role as

General Manager at DARCARS BMW of Mt. Kisco. The Employment Agreement provided that

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Barry was entitled to a generous compensation and benefits package for as long as he was

employed, and also expressly stated that his employment was at-will. Employment Agreement §

3.5.

13. Barry’s Employment Agreement broadly defines “Confidential Information” and

places tight restrictions on Barry’s right to use such information. Under the Employment

Agreement, “Confidential Information” means:

any and all information about DARCARS or its affiliates,
subsidiaries, owners, officers . . ., customers and potential customers
that is learned by Employee during the course of his or her
employment with DARCARS . . . and is not otherwise generally
available to and known by the public . . . . .

Employment Agreement § 1.2.

14. The Employment Agreement expressly identifies DARCARS’ “customer lists,”

any “non-public information relating to . . . customers and potential customers,” and non-public

information regarding “pricing, costs, profits, [or] sales” as “Confidential Information” entitled to

protection. Id.

15. Barry committed to maintaining the confidentiality of DARCARS’ Confidential

Information and he was only permitted to use such Confidential Information to advance

DARCARS’ business interests. As explained in Section 1.3:

Confidential Information will be kept confidential and will not,
without prior written consent of DARCARS, be disclosed by
Employee in any manner whatsoever, in whole or in part, and will
not be used by Employee . . . except to accomplish the authorized
business objective of DARCARS . . . .

Employment Agreement § 1.3.

16. Barry’s confidentiality obligations under the Employment Agreement continue

after termination. Specifically, he is required to return all Confidential Information to DARCARS

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and to continue to maintain the confidentiality of such information and not use it for his own

purposes. The relevant provision of the Employment Agreement states that:

“all Confidential Information is the sole property of DARCARS
and/or its affiliates and subsidiaries. Employee agrees that
immediately upon termination of his or her employment for any
reason, or upon any earlier demand by DARCARS at any time,
Employee will return all originals, copies, reproductions, and
summaries of any Confidential Information (and delete any
electronic copies of such information maintained by Employee on
any personal electronic systems not belonging to DARCARS or the
DARCARS Automotive Group). Notwithstanding the return or
destruction of such materials, Employee shall remain bound by the
confidentiality obligation imposed by this Agreement.”

Employment Agreement § 1.4.

B. Barry’s Termination

17. On or about September 2, 2022, DARCARS’ CEO John Darvish learned that, prior

to his time at DARCARS, Barry had been convicted of second degree larceny for conduct

involving fraud. As a result, DARCARS’ CEO believed it would be inappropriate to continue

employing Barry as a General Manager.

18. In light of these developments, on September 2, 2022, Darvish met with Barry to

notify him that he could no longer serve as the General Manager of the Mt. Kisco BMW location.

DARCARS intended to offer Barry a different role at the company.

19. However, immediately upon receiving notice of removal from his role as General

Manager, Barry became upset and angry and stormed out of the meeting.

20. Shortly after the meeting, two employees notified Darvish about inappropriate

workplace conduct by Barry. Based upon these allegations and Barry’s handling of the issue

involving his prior criminal conviction, DARCARS elected not to offer him another position and

his employment was terminated.

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C. Barry’s Post-Employment Misconduct

21. After his termination, DARCARS learned that Barry was misusing DARCARS’

Confidential Information to communicate with DARCARS’ customers and prospective customers.

These communications were unauthorized and highly improper.

22. DARCARS subscribes to various lead services to communicate with customers and

potential customers shopping for new and used vehicles. When a potential customer indicates

interest in a car on DARCARS’ or another website, the lead service provides that customer’s

contact information to DARCARS. When Barry was employed by DARCARS, he received this

information and used it for legitimate business purposes. Following his termination, DARCARS

learned that Barry continued to receive leads regarding prospective customers and misused this

Confidential Information to undermine DARCARS’ business.

23. In at least one instance, Barry texted a prospective customer who had expressed

interest in a BMW being offered for sale by DARCARS BMW of Mt. Kisco. In the text, Barry

falsely claimed that DARCARS was “asking $10,000 over MSRP- no discount.” Rather than

signing the text with his own name, Barry misrepresented himself as “Kelly Ramos, Manager,

DARCARS BMW of Mt. Kisco,” impersonating one of DARCARS’ current managers. Barry

made these misrepresentations to discourage the prospective customer from doing business with

DARCARS.

24. Upon information and belief, Barry has made such false statements about

DARCARS to other customers and prospective customers in the days and weeks since his

termination.

25. By signing the Employment Agreement, Barry committed not to use DARCARS’

“Confidential Information[,]” “except to accomplish the authorized business objectives of

DARCARS.” See Employment Agreement § 1.3.
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26. Barry’s use of DARCARS’ “Confidential Information” to dissuade prospective

customers from doing business with DARCARS, along with his dissemination of false information

regarding DARCARS’ pricing practices and his impersonation of a DARCARS employee to do

so, are gross violations of Section 1.3 of the Employment Agreement.

27. Upon information and belief, Barry has in his possession, custody, or control a copy

of DARCARS’ customer list, which is highly confidential, and/or other DARCARS’ Confidential

Information and trade secrets. Under Section 1.4 the Employment Agreement, Barry was required

to return all Confidential Information to DARCARS upon his termination and to continue to

maintain its confidentiality.

28. On October 28, 2022, DARCARS notified Barry that it was aware of his misuse of

DARCARS’ Confidential Information and other improper conduct, and demanded that he

immediately cease all communications with DARCARS’ customers and prospective customers.

29. Barry responded to DARCARS’ cease and desist notice, but he did not agree to

stop misusing DARCARS’ Confidential Information or to stop engaging in improper and

unauthorized communications with DARCARS’ customers and prospective customers. Barry also

did not deny any of the allegations in the cease and desist notice.

CLAIMS FOR RELIEF

FIRST CAUSE OF ACTION
(Breach of Contract - Confidentiality Clause)

30. DARCARS re-alleges and incorporates by reference into this cause of action each

and every allegation set forth in Paragraphs 1 through 29.

31. On August 29, 2022, Barry and DARCARS had capacity to and did mutually enter

into a written contract known as the Employment Agreement.

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32. The Employment Agreement provides ample, valid consideration for Barry’s

contractual obligations to DARCARS.

33. DARCARS has fully complied with all terms and conditions of the Employment

Agreement and has fully performed all of its contractual obligations under the Employment

Agreement. All conditions precedent, to the extent any exist, have occurred.

34. The plain terms of the Employment Agreement restrict the use of DARCARS’

Confidential Information. Section 1.3 of the Employment Agreement states that “Confidential

Information will be kept confidential and will not, without prior written consent of DARCARS,

be disclosed by Employee in any manner whatsoever, in whole or in part, and will not be used by

Employee . . . except to accomplish the authorized business objective of DARCARS and/or the

DARCARS Automotive Group (the Business Purpose).” The customer lead data, containing

contact information for customers and prospective customers’ interest in particular vehicles,

plainly constitutes “Confidential Information” as defined by the Employment Agreement. See

Employment Agreement § 1.2.

35. Barry committed not to use DARCARS’ “Confidential Information[,]” “except to

accomplish the authorized business objectives of DARCARS.” Employment Agreement § 1.3.

36. In flagrant breach of this contractual commitment, Barry used Confidential

Information to undermine DARCARS’ business by providing customers with false information

intended to dissuade them from doing business with DARCARS. Barry further sought to harm

DARCARS by impersonating a current DARCARS manager so the prospective customer would

blame her, not Barry, for the price (“$10,000 over MSRP”) for the vehicle and the unwillingness

to negotiate (“no discount”).

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37. Barry’s misuse of DARCARS’ “Confidential Information” to dissuade prospective

customers from doing business with DARCARS through the use of false information is a gross

violation of Section 1.3 of the Employment Agreement.

38. DARCARS has been harmed as a result of Barry’s breaches. DARCARS’ damages

include, but are not limited to, lost sales caused by Barry’s unauthorized, improper, and false

communications with DARCARS’ customers and prospective customers, as well as legal fees and

costs incurred in connection with enforcing DARCARS’ rights under the Employment Agreement.

SECOND CAUSE OF ACTION
(Tortious Interference With Prospective Business Relations)

39. DARCARS re-alleges and incorporates by reference into this cause of action each

and every allegation set forth in Paragraphs 1 through 38.

40. Once terminated, Barry intentionally and willfully impersonated DARCARS

personnel. Then he intentionally and willfully interacted with prospective customers, and

exaggerated DARCARS’ prices in customer communications.

41. Barry acted out of spite with the goal of dissuading prospective customers from

doing business with DARCARS. His acts were calculated to cause damage to DARCARS.

42. On information and belief, Barry’s lies did cause actual damages by persuading

buyers not to do business with DARCARS who, but for Barry’s deception, would have done

business with DARCARS.

43. Since his termination, Barry has acted with malice and with an unlawful purpose to

cause damage and loss to DARCARS. Moreover, Barry acted without right or justifiable cause.

On the contrary he impersonated someone else without their consent. And he misused

DARCARS’ Confidential Information for the purpose of undermining DARCARS’ business.

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WHEREFORE, DARCARS requests that an award be entered in favor of DARCARS and

against Barry on each Count and that DARCARS be awarded the following relief:

1. Compensatory damages in an amount to be proven at hearing;

2. Punitive damages in an amount to be proven at hearing;

3. Pre-judgment and post-judgment interest;

4. Attorney’s fees, costs, and any and all other expenses incurred in this action; and

5. Any such other relief as the Arbitrator deems just and proper.

Respectfully submitted,
Date: November 10, 2022
/s/ Benjamin J. Razi
Benjamin J. Razi
Wesline N. Manuelpillai
COVINGTON & BURLING LLP
One CityCenter
850 Tenth Street, NW
Washington, DC 20001-4956
(202) 662-6000
brazi@cov.com
wmanuelpillai@cov.com

Counsel for Claimant Mariam, Inc.

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EXHIBIT A
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NYSCEF DOC. NO. 4 RECEIVED NYSCEF: 02/06/2024
DocuSign Envelope ID: D9469B3B-5FOD-4634-89F4-2E5A0683278E

DARCARS
BMW of Mt. Kisco

Pay Plan: Brian Barry

Position: General Manager

Effective: August 30, 2022

Salary: $150,000.00 Per Year (to be paid bi-weekly)

I MONTHLYBONUS:

4.0% of Dealership Monthly Net Profit

"Region"
Add 1.0% if Monthly Sales Share 2
PLuS
"Region"
Add 1.0% if Monthly Tum Rate 2

II ANNUAL BONUS:

3.0% of Dealership Total Annual Net Profit

"Market"
Add 2.0% if Calendar Year-To -Date Dealer Effectiveness is 1st Place in
OR
"Market"
Add 1.0% if Calendar Year-To -Date Dealer Effectiveness is 2nd Place in
OR
3rd "Market"
Add 0.5% if Calendar Year-To -Date Dealer Effectiveness is Piace in

DocuSigned
by: by:
DocuSigned

8/29/2022 | 10:46:14 EDT 8/29/2022 10: 52 : 58 EDT
|

Acc t ri n Barry App 6 eÈfUJodin Darvish

This pay plan is subject to change or termination at any time. Net profit is the total net profit for the dealership and is as reported by
"Region" "Market"
dealership's monthly factory submitted ñnancial statement. and are as defined by BMW Corporate and subject to
change at any time. Sales Share, Tum Rate, and Dealer Effectiveness are as reported by BMW Corporate. Must be employed with
DARCARS on the 15* of each following month to be eligible for the bonus in Section I. Must be employed with DARCARS on
March 15* of each following year to be eligible for the bonus in Section II. Bonus in Section II will be paid on or around March 15* of
document"
each following year. Acceptance of terms of "DARCARS arbitration and employment at-will and "DARCARS
agreement"
Conñdentiality and Non-Competition are both hereby acknowledged. One (1) company demonstrator vehicle at current
company rates. Insurance at current company rates.
FILED: WESTCHESTER COUNTY CLERK 02/06/2024 11:21 AM INDEX NO. 56795/2024
NYSCEF DOC. NO. D9469B3B-5FOD-4634-89F4-2E5A0683278E
4 RECEIVED NYSCEF: 02/06/2024
DocuSign Envelope ID:

CONFIDENTIALITYAND NON-COMPETITION AGREEMENT

On this day, August 29*, 2022, this Confidentiality and Non-Competition Agreement (the

"Agreement") is entered into by and between Mariam, Inc., a Maryland corporation ("DARCARS") and
Brian Barry ("Employee").

WHEREAS, DARCARS is the parent company of a group of automobile dealerships and service
centers which are known and operate as DARCARS and/or DARCARS Automotive Group;

WHEREAS, Employee is employed by or will be employed by DARCARS and/or one of
DARCARS's affiliates or subsidiaries (collectively referred to as "DARCARS Automotive Group");

WHEREAS, as consideration for the execution of this Agreement, Employee is executing a new

Pay Plan of even date herewith with new terms of compensation, which constitutes good, valuable and
independent consideration for all of Employee's covenants and obligations in this Agreement; and

WHEREAS, as a condition of continued employment, Employee agrees to the following terms
and conditions.

NOW, THEREFORE, for good and valuable consideration, including employee's continued

employment, the compensation paid and to be paid to Employee as an employee, and the mutual
promises and agreements contained in this Agreement, the receipt and sufficiency of which is

acknowledged, the parties agree as follows:

1. Obligation to Maintain Confidential Information

1.1. Possession of Confidential Information. During the course of Employee's employment
with DARCARS or one its affiliates or subsidiaries, Employee will be provided with, and/or will
otherwise come into possession of, confidential or proprietary information, which Employee is expected
to maintain as confidential. Employee understands and acknowledges that Employee would not be
allowed to work for DARCARS or any member of the DARCARS Automotive Group, or to receive
such information, without the assurance from Employee that Confidential Information, as that term is
defined below, will be maintained in accordance with the terms set forth in this Agreement.

Information"
1.2. Definition. For purposes of this Agreement, "Confidential is any and all
information about DARCARS or its affiliates, subsidiaries, owners, officers (including but not limited to
John Darvish, Jamshyd Darvish or any member of their families), customers and potential customers
that is learned by Employee during the course of his or her employment with DARCARS and/or the
DARCARS Automotive Group and is not otherwise generally available to and known by the public,
regardless of the form in which the information is maintained or transmitted (including whether the
information is oral, written or electronic), and regardless of whether the information is specifically
designated as confidential. Without limiting the foregoing, and by way of example and not by limitation,
Confidential Information shall include non-public information relating to DARCARS or its affiliates,
subsidiaries, owners, officers (including but not limited to John Darvish, Jamshyd Darvish or any
member of their families), customers and potential customers, and shall include: customers and
prospective customers; customer lists; unreleased, planned or otherwise non-public information

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regarding DARCARS and DARCARS Automotive Group products, services, pricing, costs, profits,
sales, marketing or business plans; budgets, forecasts, and other nonpublic financial information;
customer requirements; internally developed methods of customer solicitation; facts relating to existing
or prospective customers, or arrangements with customers or suppliers; possible acquisitions or

divestitures, markets or market extensions; and source code, processes, know-how, procedures, methods
of operation, and technical developments, including, but not limited to, any software, documentation,
Information"
work papers, or other materials. The term 'Confidential shall exclude only such
information or data satisfying the definition set forth above only to the extent that the information is or
becomes publicly available without a breach of Employee's obligations under this Agreement. Nothing
in this Agreement is intended to interfere with, restrain, or prevent employee communications regarding
wages, hours or other terms and conditions of employment for the purpose of mutual aid and protection
of DARCARS and/or DARCARS Automotive Group employees, pursuant to Section 7 of the National
Labor Relations Act.

1.3. Unauthorized Disclosure Strictly Prohibited. Confidential Information will be kept
confidential and will not, without the prior written consent of DARCARS, be disclosed by Employee in

any manner whatsoever, in whole or in part, and will not be used by Employee (whether directly or

indirectly, and whether for Employee or for any other person or entity), except to accomplish the
authorized business objectives of DARCARS and/or the DARCARS Automotive Group (the "Business
Purpose").

(a) Employee agrees that Employee shall use commercially reasonable measures to
protect all Confidential Information from unauthorized use and disclosure.

(b) In the event of a disclosure of Confidential Information by Employee other than
for a Business Purpose, Employee agrees that he or she shall notify DARCARS immediately upon

discovery of any disclosure or use of the Confidential Information, and will cooperate with DARCARS
in every reasonable way to help DARCARS regain possession of the Confidential Information and to
prevent the further unauthorized use or disclosure of such Confidential Information.

1.4. Return of Confidential Information. Employee acknowledges and agrees that all
Confidential Information is the sole property of DARCARS and/or its affiliates and subsidiaries.
Employee agrees that immediately upon termination of his or her employment for any reason, or upon

any earlier demand by DARCARS at any time, Employee will return all originals, copies, reproductions,
and summaries of any Confidential Information (and delete any electronic copies of such information
maintained by Employee on any personal electronic systems not belonging to DARCARS or the
DARCARS Automotive Group). Notwithstanding the return or destruction of such materials, Employee
shall remain bound by the confidentiality obligation imposed by this Agreement.

2. Restrictive Covenant

2.1. Non-Competition. Employee specifically agrees that during the term of Employee's
employment and for a period of two (2) years after Employee is no longer employed by DARCARS or

any of its affiliates or subsidiaries, Employee will not engage, directly or indirectly, either as proprietor,

stockholder, partner, officer, employee or otherwise, in the same or similar activities as were performed

by Employee for DARCARS and/or its affiliates or subsidiaries in any business within a 50 mile radius

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Envelope ID: 4
D9469B3B-5FOD-4634-89F4-2ESA0683278E

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Gretchen Walsh Track Judge’s New Case

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Document Filed Date

February 06, 2024

Case Filing Date

February 06, 2024

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Exhibit,Appendix: Mariam, Inc v. Brian Daniel Barry

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