Juicing Lawsuit

UNITED STATES DISTRICT COURT
FOR THE WESTERN DISTRICT OF NORTH CAROLINA

CHARLOTTE DIVISION
Case No.: 3:23-CV-894
Clean Juice Franchising, LLC,
Plaintiff,
v.
Charleston Juicing, LLC,

Charleston Juicing Calhoun, LLC,
Charleston Juicing West Ashley, LLC,
Charleston Juicing Mt. Pleasant, LLC,
Roy O. Crain, VERIFIED COMPLAINT
CJ Collegeville, LLC,
CJ Malvern, LLC,
CJ Wynnewood, LLC,
Vogt Goodyear Enterprises, LLC,
Debra K. Manchester,
Morgan K. Manchester, &
Richard Kline,
Defendants.
Plaintiff Clean Juice Franchising, LLC (“Clean Juice”), for its Verified Complaint, alleges
the following:
NATURE OF THE ACTION
1. Clean Juice is a franchisor of juice bar restaurants. Through years of operating and
franchising, Clean Juice developed a confidential and proprietary business method for operating a
juice bar. Clean Juice licenses these proprietary methods to franchisees on the strict conditions that
they pay a royalty for use of the business method, and that they use the business methods only for
their franchised Clean Juice restaurants.
Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 1 of 23

2. This case arises out of two franchisee owners—Roy Crain and the Manchesters—
who betrayed this fundamental bargain. They closed their franchised restaurants years before
expiration of their franchise agreements, stopped paying royalties, and began using Clean Juice’s
proprietary business methods to operate a competing juice bar at the exact same location of their
former franchised restaurants. Clean Juice therefore brings this action for both an injunction and
damages to remedy Defendants’ wrongful conduct.
PARTIES
3. Clean Juice is a North Carolina limited liability company with its principal place of
business in Mecklenburg County, North Carolina.
4. Clean Juice’s sole member is Clean Juice Holdings, LLC (“Clean Juice Holdings”).
Clean Juice Holdings’ members are six natural persons who are citizens of either North Carolina or
Michigan.
5. Upon information and belief, Defendant Charleston Juicing, LLC is a South
Carolina limited liability company with its principal place of business in Charleston, South
Carolina. Upon information and belief, Charleston Juicing, LLC’s sole member and registered agent
is Roy O. Crain.
6. Upon information and belief, Defendant Charleston Juicing Calhoun, LLC is a
South Carolina limited liability company with its principal place of business in Charleston, South
Carolina. Upon information and belief, Charleston Juicing Calhoun, LLC’s sole member and
registered agent is Roy O. Crain.
7. Upon information and belief, Defendant Charleston Juicing Mt. Pleasant, LLC is a
South Carolina limited liability company with its principal place of business in Mt. Pleasant, South

Carolina. Upon information and belief, Charleston Juicing, LLC’s sole member and its registered
agent is Roy O. Crain.
8. Upon information and belief, Defendant Charleston Juicing West Ashley, LLC is a
South Carolina limited liability company with its principal place of business in Charleston, South
Carolina. Upon information and belief, Charleston Juicing West Ashley, LLC’s sole member and
registered agent is Roy O. Crain.
9. Pursuant to S.C. Code Ann. § 33-44-108, for an individual to serve as a registered
agent of a South Carolina limited liability company, the individual must be a “resident of [South
Carolina].” Accordingly, upon information and belief, Defendant Roy O. Crain (“Crain”) is a
natural person who is a citizen of South Carolina.
10. Upon information and belief, Defendant CJ Collegeville, LLC is a Pennsylvania
limited liability company with its principal place of business in Collegeville, Pennsylvania. Upon
information and belief, CJ Collegeville, LLC’s sole members are Debra Manchester and Morgan
Manchester.
11. Upon information and belief, Defendant CJ Malvern, LLC is a Pennsylvania limited
liability company with its principal place of business in Malvern, Pennsylvania. Upon information
and belief, CJ Malvern, LLC’s sole members are Debra Manchester and Morgan Manchester.
12. Upon information and belief, Defendant CJ Wynnewood, LLC is a Pennsylvania
limited liability company with its principal place of business in Wynnewood, Pennsylvania. Upon
information and belief, CJ Wynnewood, LLC’s sole members are Debra Manchester and Morgan
Manchester.
13. Upon information and belief, Defendant Vogt Goodyear Enterprises, LLC (“Vogt”)
is a Pennsylvania limited liability company with its principal place of business in Collegeville,

Pennsylvania. Upon information and belief, Vogt Goodyear Enterprises, LLC’s sole members are
Debra Manchester and Morgan Manchester.
14. Upon information and belief, Defendant Debra Manchester is a natural person who
is a citizen of Pennsylvania.
15. Upon information and belief, Defendant Morgan Manchester is a natural person who
is a citizen of Pennsylvania.
16. Upon information and belief, Defendant Richard Kline (“Kline”) is a natural person
who is a citizen of South Carolina.
JURISDICTION AND VENUE
17. This Court has personal jurisdiction over the Defendants pursuant to principles of
specific jurisdiction.
18. All Defendants except Kline have consented to personal jurisdiction in this Court.
19. This Court has subject matter jurisdiction of this action pursuant to 28 U.S.C. § 1331
because this action includes claims brought under the laws of the United States.
20. Pursuant to 28 U.S.C. § 1367, this Court has subject matter jurisdiction over the state
law claims in this action because those claims are so related to the federal law claims such that they
form part of the same case or controversy under Article III of the United States Constitution.
21. This Court also has subject matter jurisdiction over this action pursuant to 28 U.S.C.
§ 1332 because, upon information and belief, there is complete diversity among the parties and the
amount in controversy exceeds $75,000.00, exclusive of interest and costs.
22. Venue is proper in the Western District of North Carolina, Charlotte Division
pursuant to 28 U.S.C. § 1391.

23. Venue is also proper in this Court because except for Kline, Defendants have all
consented to venue in this Court.
FACTS
The Clean Juice Restaurant Concept
24. Clean Juice is a franchisor that offers and sells franchises for juice bar restaurants.
25. Clean Juice’s restaurants specialize in healthy, organic food and beverage items. The
restaurants’ offerings include smoothies, fresh juices, cold-pressed juices, wellness shots, cashew
milks, cleanses, refreshers, acai bowls, salads, sandwiches, wraps, toasts, and items on a kid’s menu.
26. Clean Juice’s founders opened the first Clean Juice restaurant in 2015.
27. By the end of 2022, Clean Juice had expanded to 123 franchised locations and 11
affiliate-owned locations across 27 states.
The Clean Juice Franchise System
28. As part of the franchise relationship, Clean Juice grants to its franchisees the right
to use a confidential and proprietary way of doing business (the “System”).
29. The Clean Juice System is a blueprint for how to operate a juice bar restaurant.
30. By way of examples, the Clean Juice System encompasses methods selecting a
location, constructing the premises, installing signage, implementing Clean Juice’s trade dress,
using the Clean Juice trademarks, furnishing the restaurant with the right equipment, operating the
equipment, managing inventory, controlling ingredient costs, preparing the menu items, navigating
health and safety inspections, and advertising and promoting the restaurant to the public.
31. Clean Juice provides the System to its franchisees through a variety of ways,
including through an Operations Manual (the “Manual”), training materials, and other written
documents.

32. The Clean Juice System is valuable. Franchisees pay initial franchise fees and
ongoing royalties in exchange for a license to use the Clean Juice System.
33. The Clean Juice System is not generally known to the public. Clean Juice only shares
the System with its franchisees.
34. Clean Juice has taken reasonable measures to keep the Clean Juice System secret.
For example and without limitation, Clean Juice requires its franchisees to sign confidentiality
agreements, hosts the Manual and other System documents on a password-protected website, and
stamps the Manual as proprietary and confidential.
Crain’s Three Charleston Franchises
35. Crain was the owner of three franchised Clean Juice restaurants in the South
Carolina Lowcountry.
36. In 2017, Crain’s company Charleston Juicing, LLC entered into three separate
franchise agreements (the “Charleston Franchise Agreements”):
a. Effective January 5, 2017, a franchise agreement to open a franchised Clean
Juice restaurant in Mt. Pleasant, South Carolina (attached hereto as Exhibit 1).
Upon information and belief, Crain operated this franchise through Charleston
Juicing Mt. Pleasant, LLC, even though that entity was not a signatory to the
written franchise agreement. Clean Juice alternatively alleges that by their
conduct, the parties modified the Mt. Pleasant Franchise Agreement to make
Charleston Juicing Mt. Pleasant, LLC a party to that agreement.
b. Effective January 5, 2017, a franchise agreement to open a franchised Clean
Juice restaurant in the West Ashley area of Charleston, South Carolina (attached
hereto as Exhibit 2). Upon information and belief, Crain operated this franchise

through Charleston Juicing West Ashley, LLC, even though that entity was not
a signatory to the written franchise agreement. Clean Juice alternatively alleges
that by their conduct, the parties modified the West Ashley Franchise Agreement
to make Charleston Juicing West Ashley, LLC a party to that agreement.
c. Effective December 23, 2017, a franchise agreement to open a franchised Clean
Juice restaurant in downtown Charleston, South Carolina (attached hereto as
Exhibit 3). Upon information and belief, Crain operated this franchise through
Charleston Juicing Calhoun, LLC, even though that entity was not a signatory
to the written franchise agreement. Clean Juice alternatively alleges that by their
conduct, the parties modified the downtown Charleston Franchise Agreement to
make Charleston Juicing Calhoun, LLC a party to that franchise agreement.
37. Each of the Charleston Franchise Agreements had a 10-year initial term from the
effective date.
38. For each of the Charleston Franchise Agreements, Crain signed an Owner’s
Guaranty and Restriction Agreement (an “Owner’s Guaranty”) and personally guaranteed payment
and performance under the franchise agreement.
The Manchesters’ Three Philadelphia Franchises
39. Debra and Morgan Manchester were the owners of three franchised Clean Juice
restaurants in the suburbs of Philadelphia, Pennsylvania.
40. Effective June 1, 2018, the Manchesters’ company Vogt Goodyear Enterprises, LLC
entered into a Multi-Unit Agreement with Clean Juice that gave Vogt Goodyear Enterprises, LLC
the right to develop three separate Clean Juice franchised restaurants (the “MUA,” attached hereto
as Exhibit 4).

41. The MUA also required that Vogt Goodyear Enterprises, LLC “open and thereafter
continue to operate” the three restaurants (emphasis added).
42. Effective July 6, 2019, the Manchesters’ companies entered into three separate
franchise agreements (the “Philadelphia Franchise Agreements”) with Clean Juice:
a. CJ Collegeville, LLC entered into a franchise agreement to open a franchised
Clean Juice restaurant in Collegeville, Pennsylvania (attached hereto as Exhibit
5).
b. CJ Malvern, LLC entered into a franchise agreement to open a franchised Clean
Juice restaurant in Malvern, Pennsylvania (attached hereto as Exhibit 6).
c. CJ Wynnewood, LLC entered into a franchise agreement to open a franchised
Clean Juice restaurant in Wynnewood, Pennsylvania (attached hereto as Exhibit
7).
43. Each of the Philadelphia Franchise Agreements had a 10-year initial term from the
effective date.
44. For each of the Philadelphia Franchise Agreements, the Manchesters signed an
Owner’s Guaranty and personally guaranteed payment and performance under the franchise
agreement.
The Franchisees’ Obligations Under the Franchise Agreements
45. In return for the right to use the Clean Juice System, the franchisees made several
promises to Clean Juice.
46. The franchisees had to keep their restaurants “open and in normal operation” for the
hours and days Clean Juice specified. (Franchise Agreements § 8.2). If the franchisees “cease[d] to

operate, or abandon[ed], your Franchised Business for a period of seven consecutive days,” Clean
Juice could terminate the franchise agreement immediately upon notice. (Id. § 16.2.1).
47. The franchisees were required to pay ongoing royalty, brand fund, and technology
fees to Clean Juice. (Id. § 5). If the franchisees failed to pay those fees and did not cure that monetary
default within five days’ notice, Clean Juice could terminate the franchise agreements immediately
upon notice. (Id. § 16.3).
48. The franchisees agreed to use the Clean Juice System “only for [their] Franchised
Business and to perform under this Agreement” and not “for the benefit of any other person,
persons, partnership, association, or business entity.” (Id. § 11.3). They also agreed that any “use
or duplication of the Franchised System other than as permitted under this Agreement will constitute
an unfair method of competition.” (Id. § 11.1).
49. The franchise agreements prohibited the franchisees from competing with Clean
Juice during the term of the agreements. Specifically:
You covenant that during the term of this Franchise Agreement you will
not, either directly or indirectly, except as otherwise approved in writing by
us, for yourself, or through, on behalf of, or in conjunction with, any person,
persons, or legal entity, directly or indirectly (including through an act of
omission), divert or attempt to divert any business or customer of your
[Franchised] Business to any competitor by inducement or otherwise . . . .
(Id. § 18.2).
50. If the franchisees breached this in-term covenant, Clean Juice could terminate the
franchise agreements immediately upon notice. (Id. § 16.2.4).
51. Each franchise agreement contains a cross-default provision. This provision
authorized Clean Juice to terminate a franchise agreement if the franchisee or its affiliate defaulted
under any separate agreement with Clean Juice. (Id. § 16.2.15).

52. The franchisees also agreed to comply with several post-termination obligations in
the event the franchise agreements expired or were terminated. Those post-termination obligations
include:
a. The franchisees must return to Clean Juice “all originals and copies of the
Manual, policy statements, and other Confidential Information.” (Id. § 11.3).
b. The franchisees must “immediately and permanently cease to use, in any manner
whatsoever, any confidential methods, procedures, and techniques associated
with the System . . . .” (Id. § 17.2).
c. In the event the franchise agreements were terminated early due to the
franchisees’ breach, the franchisees must pay liquidated damages in the amount
of “the average monthly Royalties payable to us for the twelve months preceding
the date of termination, multiplied by the lesser of 24 or the number of months
remaining in the term at the time of termination.” (Id. § 17.12).
d. For two years after termination, the franchisees could not:
either directly or indirectly, for yourself, or through, on behalf

of, or in conjunction with any person, persons, or legal entity
(including legal entities which own, are owned by, or are under
common ownership with you), own, maintain, advise, operate,
engage in, lease to, be employed by, make loans to, or have any
interest in or relationship or association with a business which
offers the same or similar products or services as those offered
by your Franchised Business or the System, and which is located
(i) at the Approved Location, (ii) within ten miles of the
Approved Location, or (iii) within ten miles of any Clean Juice
Store open or under construction on the Effective Date of this
Franchise Agreement.
(Id. § 18.3).
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53. In their Owner’s Guaranties, beyond guaranteeing the franchisee entities’ payment
and performance under the franchise agreements, Crain and the Manchesters also agreed to be
personally bound by Sections 11 and 18 of the franchise agreements.
The Philadelphia Franchisees’ Breaches of their Franchise Agreements
54. Each of the Philadelphia franchisees permanently closed their franchised Clean
Juice restaurants on September 23, 2023.
55. On or around November 2, 2023, each of the Philadelphia franchisees opened a juice
bar called “CraveWell Café” at the same locations in Collegeville, Malvern, and Wynnewood where
they previously operated their franchised businesses.
56. The CraveWell Café concept is nearly identical to the Clean Juice concept.
57. The Manchesters’ and the Philadelphia franchisees’ ownership and operation of
CraveWell Café violated the in-term covenants in Sections 18.2 of the Philadelphia Franchise
Agreements.
58. On October 17, 2023, Clean Juice sent a letter to each of the Philadelphia franchisees
immediately terminating their franchise agreements. Those letters are attached to this Complaint as
Exhibits 8, 9, & 10.
The Charleston Franchisees’ Breaches of their Franchise Agreements
59. On or around April 28, 2023, the West Ashley franchisee permanently closed its
franchised Clean Juice restaurant.
60. Beginning on October 25, 2023, the downtown Charleston and Mt. Pleasant
franchisees ceased making required royalty, brand fund, and technology fee payments to Clean
Juice.
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61. On November 10, 2023, Clean Juice sent the downtown Charleston and Mt. Pleasant
franchisees a notice of monetary default with an opportunity to cure within five days. Those default
notices are attached as Exhibits 11 & 12.
62. The downtown Charleston and Mt. Pleasant franchisees did not cure those monetary
defaults.
63. The downtown Charleston and Mt. Pleasant franchisees permanently closed their
franchised Clean Juice restaurants on November 21, 3023.
64. On or around November 28, 2023, the downtown Charleston and Mt. Pleasant
franchisees opened a CraveWell Café at the same locations in downtown Charleston and Mt.
Pleasant where they previously operated their franchised businesses.
65. Crain’s and the Charleston franchisees’ ownership and operation of CraveWell Café
violated the in-term covenants in Sections 18.2 of the downtown Charleston and Mt. Pleasant
franchisees agreements.
66. On December 6, 2023, Clean Juice sent a letter to the downtown Charleston and Mt.
Pleasant franchisees terminating their franchise agreements. Those letters are attached to this
Complaint as Exhibits 13 & 14.
Defendants’ Violations of their Post-Termination Obligations
67. Notwithstanding the termination of their franchise agreements, the Charleston and
Philadelphia franchisees have refused to comply with their post-termination obligations.
68. In violation of § 11.3, neither the franchisees nor the guarantors have returned to
Clean Juice the Manual or other Confidential Information.
69. Upon information and belief, in violation of § 17.2, the franchisees and their
guarantors have continued to use the proprietary Clean Juice System to operate CraveWell Café.
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70. In violation of § 17.12, neither the franchisees nor the guarantors have paid Clean
Juice liquidated damages.
71. In violation of § 18.3, the franchisees and their guarantors continue to operate their
CraveWell Café restaurants at the same premises where they previously operated their franchised
Clean Juice businesses.
Kline’s Inducement of Defendants’ Breaches
72. Kline is a longtime employee of the Charleston Franchisees.
73. Clean Juice provided training to Kline on how to implement the Clean Juice System
to operate a franchised Clean Juice restaurant.
74. Kline previously worked as an independent contractor for Clean Juice. In that role,
he provided training to other franchisees.
75. Upon information and belief, in early 2023, the Philadelphia franchisees hired Kline
as an employee or independent contractor to assist in the operation of their Clean Juice restaurants.
76. Upon information and belief, Kline used the proprietary Clean Juice System to
develop a business plan for CraveWell Café and to orchestrate the Philadelphia and Charleston
franchisees’ rebranding to CraveWell Café.
77. Upon information and belief, Kline is using Clean Juice’s proprietary System to
operate the CraveWell Café in both Charleston and Philadelphia.
78. Upon information and belief, Kline induced the Charleston and Philadelphia
franchisees to violate their franchise agreements so that Kline could manage the CraveWell Café
venture.
FIRST CAUSE OF ACTION

Breach of Contract—Breach of the Franchise Agreements
Against the Charleston and Philadelphia Franchisees
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79. Clean Juice re-alleges and incorporates by reference each of the above paragraphs.
80. The franchise agreements constitute valid contracts between Clean Juice, on one
hand, and the Charleston franchisees and Philadelphia franchisees, on the other hand.
81. Clean Juice fully performed its obligations under the franchise agreements.
82. The franchisees breached their obligations under the franchise agreements by,
among other things:
a. Failing to keep the restaurants open and in normal operation for the specified
hours and days as required by § 8.2 of the franchise agreements;
b. Ceasing to operate or abandoning the restaurants for more than seven
consecutive days, in violation of § 16.2 of the franchise agreements;
c. With respect to the downtown Charleston and Mt. Pleasant franchisees, failing
to pay required royalty, brand fund, and technology fees as required by Section
5 of the franchise agreements, and further failing to cure those monetary defaults
within five days as required by § 16.3 of the franchise agreements;
d. Except for the West Ashley franchisee, operating CraveWell Café in violation
of the in-term and post-termination covenants in §§ 18.2, 18.3 of the franchise
agreements;
e. Violating the confidentiality provisions set forth in § 11.3, 17.2 of the franchise
agreements;
f. Failing to pay liquidated damages as required by § 17.12 of the franchise
agreements; and
g. Violating the cross-default provisions in §16.2.15 of the franchise agreements.
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83. These breaches are causing Clean Juice to suffer irreparable harm for which there is
no remedy at law. Clean Juice is therefore entitled to an injunction to enforce the Franchise
Agreement.
84. These breaches have proximately caused Clean Juice to suffer damages in an amount
to be determined at trial.
SECOND CAUSE OF ACTION

Breach of Contract—Owner’s Guaranties
Against Crain and the Manchesters
86. The Owner’s Guaranties attached to the Charleston Franchise Agreements
Philadelphia Franchise Agreements constitute valid contracts between Clean Juice, on one hand,
and Crain, Debra Manchester, and Morgan Manchester, on the other hand.
87. Clean Juice fully performed its obligations under the Owner’s Guaranties.
88. Crain has breached his obligations under the Owner’s Guaranties by, among other
things:
a. Failing to ensure the franchisees’ performance of the franchise agreements and,
in fact, causing the franchisees to fail to perform under the franchise agreements;
b. Failing to pay Clean Juice money the franchisees owe under the franchise
agreements and, in fact, causing the franchisees to fail to pay all monies owed
under the franchise agreements; and
c. Personally violating §§ 11, 18 of the franchise agreements.
89. Crain’s and the Manchesters’ breaches are causing Clean Juice to suffer irreparable
harm for which there is no remedy at law. Clean Juice is therefore entitled to an injunction to enforce
the Owner’s Guaranties.
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90. Crain’s and the Manchesters’ breaches have proximately caused Clean Juice to
suffer damages in an amount to be determined at trial.
THIRD CAUSE OF ACTION

Breach of Contract—MUA
Against Vogt Goodyear Enterprises, LLC
92. The MUA constitutes a valid contract between Clean Juice, on one hand, and Vogt
Goodyear Enterprises, LLC, on the other hand.
93. Clean Juice fully performed its obligations under the MUA.
94. Vovt Goodyear Enterprises, LLC breached its obligations under the MUA by,
among other things, failing to keep open and failing to continue to operate the Philadelphia
franchised Clean Juice restaurants.
95. Vogt’s Goodyear Enterprises, LLC’s breaches have proximately caused Clean Juice
to suffer damages in an amount to be determined at trial.
FOURTH CAUSE OF ACTION

Misappropriation of Trade Secrets—N.C. Gen. Stat. § 66-152, et seq.
Against the Charleston Franchisees, the Philadelphia Franchisees,
Crain, the Manchesters, and Kline
97. Clean Juice holds the following trade secrets:
a. The contents of the Clean Juice System;
b. The Clean Juice Manual;
c. Training materials provided to the franchisees during training sessions; and
d. The materials provided on Clean Juice’s online “Juice Hub” portal.
98. Defendants had access to those trade secrets.
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99. The trade secrets derive commercial value from not being generally known or
readily ascertainable through proper means, independent development, or reverse engineering by
the public or by persons who can obtain economic value from their disclosure or use.
100. Clean Juice took reasonable efforts to ensure the secrecy of the trade secrets.
101. The trade secrets were specifically identified as trade secrets in the Franchise
Agreement.
102. Upon information and belief, Defendants are using those trade secrets to operate
CraveWell Café.
103. Defendants have misappropriated Clean Juice’s trade secrets.
104. Defendants have acquired, disclosed, or used Clean Juice’s trade secrets without
Clean Juice’s consent or authority.
105. Defendants’ conduct is willful and malicious because, among other things, their
conduct was expressly prohibited by the Franchise Agreements and hidden from Clean Juice.
106. Defendants’ misappropriation of Clean Juice’s trade secrets has caused Clean Juice
to suffer irreparable harm for which it has no adequate remedy at law. Clean Juice is therefore
entitled to an injunction to enjoin Defendants’ continued misappropriation of Clean Juice’s trade
secrets.
107. Defendants’ misappropriation of Clean Juice’s trade secrets has proximately caused
Clean Juice to suffer damages.
FIFTH CAUSE OF ACTION

Misappropriation of Trade Secrets—18 U.S.C. § 1836, et seq.
109. Clean Juice holds the following trade secrets:
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a. The contents of the Clean Juice System;
b. The Clean Juice Manual;
c. Training materials provided to the franchisees during training sessions; and
d. The materials provided on Clean Juice’s online “Juice Hub” portal.
110. Defendants had access to those trade secrets.
111. The trade secrets derive commercial value from not being generally known or
readily ascertainable through proper means, independent development, or reverse engineering by
the public or by persons who can obtain economic value from their disclosure or use.
112. Clean Juice took reasonable efforts to ensure the secrecy of the trade secrets.
113. The trade secrets were specifically identified as trade secrets in the Franchise
Agreements.
114. Upon information and belief, Defendants are using those trade secrets to operate
CraveWell Café.
115. Defendants have misappropriated Clean Juice’s trade secrets.
116. Defendants have acquired, disclosed, or used Clean Juice’s trade secrets without
Clean Juice’s consent or authority.
117. Defendants’ conduct affects interstate commerce.
118. Defendants’ conduct is willful and malicious because, among other things, their
conduct was expressly prohibited by the Franchise Agreement and hidden from Clean Juice.
119. Defendants’ misappropriation of Clean Juice trade secrets has caused Clean Juice to
suffer irreparable harm for which it has no adequate remedy at law. Clean Juice is therefore entitled
to an injunction to enjoin Defendants’ continued misappropriation of Clean Juice trade secrets.
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120. Defendants’ misappropriation of Clean Juice’s trade secrets has proximately caused
Clean Juice to suffer damages.
SIXTH CAUSE OF ACTION

Tortious Interference with Contract
Against Kline
121. Clean Juice realleges and incorporates by reference each of the above paragraphs.
122. The Franchise Agreements and Owner’s Guaranties are valid and enforceable
contracts.
123. Kline knew of the existence of the Franchise Agreements and Owner’s Guaranties
and their terms.
124. Upon information and belief, Kline, for his own benefit, intentionally, maliciously,
and without any privilege to do so, induced the franchisees, the Manchesters, and Crain to breach
their contractual obligations to Clean Juice.
125. Kline’s actions are without justification.
126. Kline’s interference was conducted through improper means, including but not
limited to misappropriating Clean Juice’s trade secrets.
127. Kline’s conduct has proximately caused Clean Juice to suffer damages.
SEVENTH CAUSE OF ACTION

Unfair and Deceptive Trade Practices—N.C. Gen. Stat. § 75-1.1, et seq.
129. Defendants’ acts of misappropriation of trade secrets and tortious interference with
contract, as set forth above, constitute unfair and deceptive trade practices.
130. Defendants’ actions are in or affecting commerce.
131. Defendants’ actions are willful.
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132. Defendants’ actions have proximately caused Clean Juice to suffer damages.
133. Clean Juice is entitled to treble damages pursuant to N.C. Gen. Stat. § 75-16.
134. Clean Juice is entitled to recover its reasonable attorneys’ fees and costs pursuant to
N.C. Gen. Stat. § 75-16.1.
EIGHTH CAUSE OF ACTION

Civil Conspiracy
Against All Defendants
136. All of the Defendants agreed to engage in unlawful activity, including but not
limited to:
a. Breaching the franchisees’ and owners’ contracts with Clean Juice;
b. Misappropriating Clean Juice’s trade secrets;
c. Tortiously interfering with Clean Juice’s contracts with its franchisees and
owners; and
d. Violating the North Carolina Unfair and Deceptive Trade Practices Act.
137. Defendants’ conduct proximately caused Clean Juice to suffer damages.
ARBITRATION DEMAND
138. The franchise agreements contain an arbitration clause that states:
Except for any actions brought with respect to (i) the [Proprietary] Marks
or (ii) securing injunctive relief or specific performance under this
Franchise Agreement, any claim or controversy arising out of or related to
this Franchise Agreement, or the making, performance, breach,
interpretation, or termination thereof, including any claim or controversy
involving any and all of our shareholders, officers, and directors in their
individual capacity, will be finally settled by arbitration to be conducted in
accordance with this Franchise Agreement.
(Franchise Agreements § 25.4).
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139. Clean Juice seeks a preliminary injunction in this Court to enforce the terms of its
franchise agreements and stop Defendants’ misappropriation of Clean Juice’s trade secrets.
140. Following the preliminary injunction proceedings, Clean Juice demands arbitration
of these claims against Defendants.
JURY DEMAND
(In the Alternative)
141. To the extent that for any reason the parties litigate these claims in court rather than
in arbitration, Clean Juice demands a trial by jury.
PRAYER FOR RELIEF
WHEREFORE, Clean Juice prays for the following relief:
A. Enter a preliminary and permanent injunction, as follows:
(i) Requiring Defendants to comply with their post-termination obligations
under the franchise agreements;
(ii) Requiring Defendants to cease all misappropriation of Clean Juice’s trade
secrets.
B. Enter judgment for Clean Juice and against Defendants on all causes of action.
C. Award Clean Juice damages in an amount to be determined at trial;
D. Award treble damages to Clean Juice;
E. Award punitive damages to Clean Juice;
F. Tax the costs of this action, including reasonable attorneys’ fees, against
Defendants to the fullest extent permitted by law; and
G. All such further relief that the Court or Arbitrator deems just and proper.
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Respectfully submitted, this 22nd day of December, 2023.
BRADLEY ARANT BOULT CUMMINGS,

LLP
/s/ Matthew S. DeAntonio

Matthew S. DeAntonio (N.C. Bar No. 39625)
214 N. Tryon Street, Suite 3700
Charlotte, North Carolina 28202
Telephone: (704) 338-6043
mdeantonio@bradley.com
Attorneys for Clean Juice Franchising, LLC
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Juicing Lawsuit

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UNITED STATES DISTRICT COURT

FOR THE WESTERN DISTRICT OF NORTH CAROLINA

Clean Juice Franchising, LLC,

Charleston Juicing, LLC,

NATURE OF THE ACTION

their franchised Clean Juice restaurants.

Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 1 of 23

damages to remedy Defendants’ wrongful conduct.

business in Mecklenburg County, North Carolina.

5. Upon information and belief, Defendant Charleston Juicing, LLC is a South

6. Upon information and belief, Defendant Charleston Juicing Calhoun, LLC is a

registered agent is Roy O. Crain.

Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 2 of 23

agent is Roy O. Crain.

registered agent is Roy O. Crain.

9. Pursuant to S.C. Code Ann. § 33-44-108, for an individual to serve as a registered

natural person who is a citizen of South Carolina.

10. Upon information and belief, Defendant CJ Collegeville, LLC is a Pennsylvania

12. Upon information and belief, Defendant CJ Wynnewood, LLC is a Pennsylvania

Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 3 of 23

Debra Manchester and Morgan Manchester.

who is a citizen of South Carolina.

JURISDICTION AND VENUE

amount in controversy exceeds $75,000.00, exclusive of interest and costs.

pursuant to 28 U.S.C. § 1391.

Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 4 of 23

consented to venue in this Court.

The Clean Juice Restaurant Concept

affiliate-owned locations across 27 states.

The Clean Juice Franchise System

to use a confidential and proprietary way of doing business (the “System”).

Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 5 of 23

the System with its franchisees.

stamps the Manual as proprietary and confidential.

Crain’s Three Charleston Franchises

franchise agreements (the “Charleston Franchise Agreements”):

a. Effective January 5, 2017, a franchise agreement to open a franchised Clean

written franchise agreement. Clean Juice alternatively alleges that by their

Charleston Juicing Mt. Pleasant, LLC a party to that agreement.

b. Effective January 5, 2017, a franchise agreement to open a franchised Clean

Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 6 of 23

a signatory to the written franchise agreement. Clean Juice alternatively alleges

to make Charleston Juicing West Ashley, LLC a party to that agreement.

c. Effective December 23, 2017, a franchise agreement to open a franchised Clean

Juice restaurant in downtown Charleston, South Carolina (attached hereto as

conduct, the parties modified the downtown Charleston Franchise Agreement to

make Charleston Juicing Calhoun, LLC a party to that franchise agreement.

and performance under the franchise agreement.

The Manchesters’ Three Philadelphia Franchises

restaurants in the suburbs of Philadelphia, Pennsylvania.

Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 7 of 23

continue to operate” the three restaurants (emphasis added).

franchise agreements (the “Philadelphia Franchise Agreements”) with Clean Juice:

a. CJ Collegeville, LLC entered into a franchise agreement to open a franchised

Clean Juice restaurant in Collegeville, Pennsylvania (attached hereto as Exhibit

b. CJ Malvern, LLC entered into a franchise agreement to open a franchised Clean

Juice restaurant in Malvern, Pennsylvania (attached hereto as Exhibit 6).

c. CJ Wynnewood, LLC entered into a franchise agreement to open a franchised

Clean Juice restaurant in Wynnewood, Pennsylvania (attached hereto as Exhibit

The Franchisees’ Obligations Under the Franchise Agreements

promises to Clean Juice.

Case 3:23-cv-00894-RJC-SCR Document 1 Filed 12/22/23 Page 8 of 23

upon notice. (Id. § 16.3).

an unfair method of competition.” (Id. § 11.1).