United States District Court, N.D. Illinois, Eastern Division
ZEIGLER AUTO GROUP II, INC., a Michigan corporation, and ZEIGLER CHEVROLET - SCHAUMBBURG, LLC, a Michigan limited liability company, Plaintiffs,
HORACIO CHAVEZ a/k/a JOSE CHAVEZ, DIMITRIOS MARAVELAS, JEREMY STASEK, and BIL STASEK CHEVROLET, INC., an Illinois corporation, Defendants.
MEMORANDUM OPINION & ORDER
Robert Blakey, United States District Judge
case arises out of the actions of two former Zeigler
Chevrolet-Schaumburg (Zeigler Chevrolet) employees who left
Zeigler Chevrolet to work for competitor Bill Stasek
Chevrolet, Inc. (Stasek Chevrolet). According to Plaintiffs,
Defendant Horacio Chavez' employment with Stasek
Chevrolet violates several restrictive covenants contained in
his Non-Compete & Non-Solicitation Agreement (the
Agreement). Plaintiffs also allege that Defendants Chavez and
Dimitrios Maravelas misappropriated Plaintiffs' trade
secrets and that Mr. Chavez solicited Mr. Maravelas to work
at Stasek Chevrolet. Plaintiffs sued alleging, as relevant
here, breach of contract, tortious interference with
contract, and violations of the Defend Trade Secrets Act and
the Illinois Trade Secrets Act. . Plaintiffs also filed
an amended motion for preliminary injunction, which is
presently before the Court. . For the reasons explained
below, the motion is granted in part and denied in part.
Auto Group II, Inc. (Zeigler) owns several automobile
dealerships primarily located in Michigan and Illinois. 
(Ex. 1) ¶ 5. Zeigler Chevrolet is among those
dealerships. Id. ¶¶ 5-6.
attributes much of its success to its secure customer
relationship system, the VinSolutions system. Id.
¶¶ 17-23;  (Ex. 2) ¶¶ 10-26. This
system contains information such as Zeigler customer purchase
history, notes from any interaction with customers or
potential customers, notes of customer purchasing habits,
customer car service information, and analytic data about
sources for sales leads. Id. ¶ 19. The
VinSolutions system contains notes not only regarding Zeigler
Chevrolet, but for all of Zeigler's dealerships.
Id. Zeigler employees update this information daily
and in real time. Id. ¶ 20. This
Zeigler-specific information is not generally known to the
public. Id. ¶ 23, (Ex. 2) ¶¶ 15-16.
of its value, Zeigler keeps this information confidential.
 (Ex. 1) ¶¶ 24-30, (Ex. 2) ¶¶ 18-26.
Zeigler secures its confidential information by providing
employees user-specific login information and restricting the
level of information a given employee may access based upon
that employee's job duties. Id. Some employees
have no access at all.  (Ex. 2) ¶ 20. Zeigler also
requires its high-level employees, who are given the greatest
VinSolutions system access, to sign non-compete,
non-solicitation, and confidentiality agreements.
Id. ¶ 21. Finally, all Zeigler employees are
also required to review, agree to, and sign the Employee
Handbook, which emphasizes the importance of keeping
Zeigler's business information confidential. Id.
¶¶ 22-23, (Ex. A).
Defendants Chavez' and Maravelas' Employment
August 2017, Zeigler Chevrolet hired Defendant Horacio (Jose)
Chavez to serve as general manager. See also, 
(Ex. 1) ¶ 34;  (Ex. 4) ¶ 13. As Zeigler Auto
President Aaron Zeigler testified, Zeigler considered Mr.
Chavez a high-level employee with a variety of key
responsibilities.  (Ex. 1) ¶¶ 34-40. In
addition to serving as general manager, Mr. Chavez also
participated in Zeigler's Performance Group. Id.
¶¶ 36-38. That group is comprised of top executives
from the various Zeigler dealerships. Id. During its
meetings, the Performance Group discusses the health of the
dealerships including finances, business processes, sales,
negotiating tactics, hiring practices, legal matters, and
other sensitive topics. Id. Mr. Zeigler testified
that, as a key employee, Zeigler Chevrolet required Mr.
Chavez to sign the Agreement, which included non-compete,
non-solicitation, and confidentiality provisions. See
also id. ¶ 39, (Ex. B), (Ex. 2) ¶¶ 39-40.
Mr. Zeigler further testified that Zeigler Chevrolet required
Mr. Chavez to sign the Agreement as part of his employment
and pay plan. See also,  (Ex. A) ¶ 4, (Ex.
1) at 2.
Dimitrios Maravelas is also a former Zeigler Chevrolet
employee. Mr. Maravelas served as Zeigler Chevrolet's
used car manager and reported directly to Mr. Chavez. 
(Ex. 1) ¶¶ 31-33, (Ex. 2) ¶¶ 27-28. In
this role, Mr. Maravelas managed the used car inventory,
purchased and sold cars, supervised the reconditioning of the
used car inventory, marketed Zeigler Chevrolet's used
cars, and worked with salespeople.  (Ex. 2) ¶ 28.
Like all Zeigler Chevrolet employees, Mr. Maravelas signed
Zeigler's Employee Handbook, which reminds employees of
the importance keeping Zeigler's business information
confidential. Id. (Ex. B). Additionally, Zeigler
provided Mr. Maravelas a unique username and password to log
onto the VinSolutions system. Id. ¶¶
31-32. Zeigler authorized Mr. Maravelas to have full access
so that he could effectively perform his job. Id.
¶¶ 29, 31.
Defendant Chavez Resigns
story took a sharp turn on January 28, 2019 when Mr. Chavez
unexpectedly resigned.  (Ex. 1) ¶ 41. The day after
his resignation, Mr. Chavez returned his Zeigler-issued
laptop and cellphone. Id. (Ex. 2) ¶ 42. Upon
return, even though Zeigler did not instruct him to do so,
Mr. Chavez reset the settings on both devices so that his
information was erased. Id. ¶¶ 44-45.
Beyond his Zeigler laptop and cellphone, Mr. Chavez also took
it upon himself to store Zeigler information on a USB flash
drive. Id. ¶ 46. Mr. Chavez asserts that he
left the flash drive in a Zeigler shred bin after resigning.
 (Ex. 4) ¶ 44. Plaintiffs argue Mr. Chavez never
returned the flash drive and may still possess it.  (Ex.
2) ¶ 48. Significantly, Zeigler further discovered that
on the day of his resignation, and again the day after, Mr.
Chavez logged onto the VinSolutions system eight times, until
his access was terminated on January 29.  ¶ 18, (Ex.
Zeigler testified that as of February 2019 Plaintiffs had not
discovered Mr. Chavez' inappropriate logins to the
VinSolutions system. Thus, the relationship between
Plaintiffs and Mr. Chavez remained on good terms, and in
mid-February 2019, Mr. Zeigler gave Mr. Chavez his blessing
to work at competitor Stasek Chevrolet.  (Ex.
Ostensibly referencing Mr. Chavez' non-compete clause,
Mr. Zeigler also told him, “I'm not going to do
anything about preventing you from working” at Stasek
Chevrolet. Id., (Ex. 4) ¶ 80.
Defendant Chavez Recruits Defendant Maravelas
next shoe to drop came in mid-February after Mr. Chavez
accepted the general manager position at Stasek Chevrolet,
which was when Mr. Chavez and Mr. Maravelas engaged in the
first of many phone calls.  (Ex. 4) (Ex. F) at D.
Maravelas 0023. Even though the Agreement prohibited Mr.
Chavez from soliciting Zeigler employees, id. at
(Ex. 1) (Ex. B at cl. 4), Mr. Chavez and Mr. Maravelas spoke
on the phone, and sent text messages repeatedly from
mid-February through the end of March.  (Ex. 4) (Exs. A,
E-F). On April 2, 2019, Mr. Maravelas text messaged Mr.
Stasek, “I'll quit tomorrow if that works.”
Id. at (Ex. C) at Stasek 0436, (Ex. E) at D.
despite deciding to quit, Mr. Zeigler testified that Mr.
Maravelas stayed at Zeigler Chevrolet for about two more
weeks without informing Zeigler Chevrolet of his plans to
quit and work for Stasek Chevrolet. See also,
id. at (Ex. 2) ¶ 50, (Ex. E). During this
two-week period, Mr. Maravelas stayed in close contact with
Mr. Chavez and Mr. Jeremy Stasek, the owner of Stasek
Chevrolet. Id. at (Ex. 4) (Exs. A, C-F). During this
two-week time period, Mr. Maravelas also repeatedly logged
onto Zeigler's VinSolutions system.  ¶ 19, (Ex.
1) (logging on more than 40 times between March 30 and April
15). Indeed, he continued to do so not only during the time
period between telling Mr. Stasek he planned to quit and when
he finally informed Zeigler Chevrolet on April 13, 2019, 
(Ex. 2) (Ex. E), but also three times following his formal
resignation until Zeigler terminated his access on April 15,
Plaintiffs Suspect Further Anticompetitive Conduct
Mr. Maravelas' resignation, Zeigler began to suspect
other improper actions when Zeigler's relationship
manager contacted Zeigler's advertising partner, The
Daily Herald.  (Ex. 2) (Ex. F). Specifically,
Zeigler's relationship manager claimed that she learned
that Mr. Chavez used his knowledge of Zeigler's pricing
to try to obtain the same pricing for Stasek Chevrolet.
Id. In response to this claim, however, Stasek
Chevrolet's advertising and marketing campaign partner,
Pinnacle, submitted a declaration denying Mr. Chavez
participated in any discussions regarding the Daily Herald.
 (Ex. 12) ¶¶ 13-16. Mr. Chavez also submitted a
declaration stating that “[s]ince my employment with
Zeigler ended, I never told anyone the advertising rates
negotiated on behalf of Zeigler.”  (Ex. 4) ¶
result of these actions, on April 23, 2019, Plaintiffs filed
a complaint in this Court and, on May 3, 2019 filed a motion
for preliminary injunction. ; . Plaintiffs eventually
amended both filings following expedited discovery. ;
. Plaintiffs motion for preliminary injunction moves for
an order enjoining Chavez from employment with any automobile
dealership or dealership related entity within 50 miles of
Zeigler Chevrolet for 24 months; enjoining Defendants from
disclosing or using Plaintiffs' trade secrets for 24
months; ordering Defendants to return any trade secrets;
enjoining Defendants from interfering with Zeigler's
relationship with customers and potential customers, and
advertising partners; enjoining Defendants from soliciting
Zeigler employees to terminate their employment for 24
months; ordering Defendants to produce personal storage
devices for inspection; enjoining Defendants from destroying
any records; and to waive the posting of bond. .
deciding whether a preliminary injunction should issue, this
Court “engages in a two-step analysis.”
Turnell v. CentiMark Corp., 796 F.3d 656, 661 (7th
Cir. 2015) (citing Girl Scouts of Manitou Council, Inc.
v. Girl Scouts of U.S. of Am., Inc., 549 F.3d 1079,
1085-86 (7th Cir. 2008)). First, this Court considers whether
Plaintiffs demonstrated that: “(1) absent preliminary
injunctive relief, [they] will suffer irreparable harm in the
interim prior to a final resolution; (2) there is no adequate
remedy at law; and (3) [they have] a reasonable likelihood of
success on the merits.” Id. at 661-62 (citing
Girl Scouts, 549 F.3d at 1086; Cooper v.
Salazar, 196 F.3d 809, 813 (7th Cir. 1999)). To
demonstrate a likelihood of success on the merits, the moving
parties “need not demonstrate a likelihood of absolute
success, ” but rather must show their chances are
better than negligible. Vendavo, Inc. v. Long, 397
F.Supp.3d 1115, 1129 (N.D. Ill. 2019).
Plaintiffs make that threshold showing, then this Court
adopts a sliding scale approach and weighs the harm to the
moving party of not granting the preliminary injunction
against the harm to the nonmoving parties (and the public) of
granting the injunction. Triumph Packaging Grp. v.
Ward, 834 F.Supp.2d 796, 806 (N.D. Ill. 2011). During
this second phase, the more likely the plaintiff is to be
successful on the merits, the less strongly the
“balance of irreparable” harms need to weigh in
the plaintiff's favor. Id. (quoting Ty, Inc.
v. Jones Grp., Inc., 237 F.3d 891, 895 (7th Cir. 2001)).
the early stage in litigation and the immediate nature of a
motion for preliminary injunction, the law permits this Court
to consider evidence it would not otherwise consider at trial
or on a motion for summary judgment. See S.E.C. v.
Cherif, 933 F.2d 403, 412 n.8 (7th Cir. 1991); 11A
Charles Alan Wright & Arthur R. Miller, Federal Practice
and Procedure § 2949 (3d ed. 2019).