Primo Broodstock, Inc. v. American Mariculture, Inc. et al

Filing 457

Final Jury Verdict Form. (TLP)

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 1 of 20 PageID 9904

UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF FLORIDA
FORT MYERS DIVISION
TB FOOD USA, LLC, a
Delaware Limited Liability
Company,
Plaintiff,
v.

CASE NO. 2:17-cv-9-FtM-29NPM

AMERICAN MARICULTURE, INC.,
a Florida Corporation,
AMERICAN PENAEID, INC., a
Florida Corporation, and
ROBIN PEARL,
Defendants.
AMERICAN MARICULTURE, INC.,
a Florida Corporation,
Third-Party Plaintiff,
v.
PB LEGACY, INC. a Texas
Corporation,
Third-Party Defendant.
VERDICT FORM

COUNT I:

TB FOOD’S BREACH OF CONTRACT CLAIMS AGAINST AMI

We the jury find:

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 2 of 20 PageID 9905

1. TB Food USA, LLC (TB Food) has proven by a preponderance
of the evidence its claim that American Mariculture, Inc.
(AMI) breached the Nondisclosure Agreement (NDA).
Yes _______

No _______

2. TB Food has proven by a preponderance of the evidence
its claim that AMI breached the Grow-Out Agreement (GOA).
Yes _______

No _______

3. AMI has proven by a preponderance of the evidence that
the Grow-Out Agreement was modified by the handwritten
document.
Yes _______

No _______

If you answered YES to either Question 1 or Question 2, and YES
to Question 3, continue with Questions 4 through Question 13 to
consider the affirmative defenses relating to the breach of
contract claim. If you answered YES to either Question 1 or
Question 2, and NO to Question 3, continue with Questions 9
through Question 11 to consider some of the affirmative defenses
relating to the breach of contract claim. If you answered NO to
both Question 1 and Question 2, your verdict is for AMI on this
claim and you should skip Questions 4 through Question 13 and
proceed to Question 14.

2

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 3 of 20 PageID 9906

4. AMI has proven by a preponderance of the evidence that the
modification terminated the contractual obligations under
the Nondisclosure Agreement and the Grow-Out Agreement.
Yes _______
5.

No _______

AMI has proven by a preponderance of the evidence that

the modification constituted an accord and satisfaction.
Yes _______
6.

No _______

AMI has proven by a preponderance of the evidence that

the modification constituted a novation.
Yes _______
7.

No _______

AMI has proven by a preponderance of the evidence that

the modification constituted a release.
Yes _______
8.

No _______

AMI has proven by a preponderance of the evidence that

the modification constituted a waiver of the Primo rights at
issue.
Yes _______

No _______

9. AMI has proven by a preponderance of the evidence that TB
Food is equitably estopped from bringing its claim because
of the change of positions by Primo relating to whether
the handwritten document terminated the Nondisclosure
Agreement and the Grow-Out Agreement.
Yes _______

No _______

3

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 4 of 20 PageID 9907

10.

AMI has proven by a preponderance of the evidence that

TB Food is equitably estopped from bringing its claim
because of the change of positions by Primo relating to
whether the handwritten document gave AMI the right to
the shrimp left at its facility after April. 30, 2016.
Yes _______
11.

No _______

AMI has proven by a preponderance of the evidence that

the breach of contract claim is barred by the in pari
delicto defense.
Yes _______

No _______

If your answer to any of Questions 4 through Question 11 is YES,
your verdict is for AMI on this claim, and you will proceed to
Question 14. If your answer to each of Question 4 through Question
11 that you were required to consider is NO, your verdict is for
TB Food on this claim, and you will proceed to Question 12 and
Question 13.
12.

TB Food has proven by a preponderance of the evidence

that it suffered the following damages due to the breach
of contract(s) found above:
Compensatory Damages:

$_______________

Lost Profits:

$_______________

Other Special Damages: $_______________
13.

AMI has proven by a preponderance of the evidence that

4

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 5 of 20 PageID 9908

TB Food failed to mitigate its damages, thereby reducing the
above damages by the following amounts:
Compensatory Damages:

$_______________

Lost Profits:

$_______________

Other Special Damages: $_______________

COUNT II: TB FOOD’S DEFAMATION CLAIM AGAINST AMI, API, AND
ROBIN PEARL
We the jury find:
14.

TB Food has proven by a preponderance of the evidence

its defamation claim against AMI.
Yes _______
15.

No _______

TB Food has proven by a preponderance of the evidence

its defamation claim against API.
Yes _______
16.

No _______

TB Food has proven by a preponderance of the evidence

its defamation claim against Robin Pearl.
Yes _______

No _______

If you answered YES to any of Questions 14 through Question 16,
continue

to

Question

17

to

consider

relating to the defamation claim.

5

the

affirmative

defense

If you answered NO to each of

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 6 of 20 PageID 9909

Questions

14

through

Question

16,

your

verdict

is

for

the

Defendants on this claim and you should skip Questions 17 through
Question 19.

If you answered Question 3 YES, you will answer Question 17.

If

you answered Question 3 NO, skip Question 17 and proceed to
Question 18.

17.

Defendants

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a release.
Yes _______

No _______

If your answer to Question 17 is YES, your verdict is for the
Defendants on this claim, and you should skip Question 18 and
proceed to Question 19. If you have skipped Question 17 or your
answer to Question 17 is NO, your verdict is for TB Food on this
claim, and you should proceed to Question 18.

18.

TB Food has proven by a preponderance of the evidence

that it suffered injury to its business or reputation in
the past or to be experienced in the future in the following
amount:
Compensatory Damages:

6

$_______________

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 7 of 20 PageID 9910

Count IV: TB FOOD’s FEDERAL TRADE SECRET CLAIM AGAINST AMI,
API, AND ROBIN PEARL

We the jury find:
19.

TB Food has proven by a preponderance of the evidence

its

federal

misappropriation

of

a

trade

secret

claim

against AMI.
Yes _______
20.

No _______

TB Food has proven by a preponderance of the evidence

its

federal

misappropriation

of

a

trade

secret

claim

against API.
Yes _______
21.

No _______

TB Food has proven by a preponderance of the evidence

its

federal

misappropriation

of

a

trade

secret

claim

against Robin Pearl.
Yes _______

No ______

If you answered YES to any of Question 19 through Question 21,
continue with Questions 22 through Question 26 to consider the
affirmative defenses relating to the federal trade secrets claim.
If you answered NO to each of Question 19 through Question 21,
your verdict is for Defendants on this claim, and you should skip
Questions 22 to Question 30 and proceed to Question 31.

7

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 8 of 20 PageID 9911

If you answered Question 3 YES, you will answer Questions 22
through Question 24.

If you answered Question 3 NO, skip Question

22 through Question 24 and proceed to Question 25 through Question
26.
22.

Defendants

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a release.
Yes _______

23.

Defendants

have

No _______

proven

by

a

preponderance

of

the

evidence that the modification constituted a waiver.
Yes _______

24.

Defendants

have

No _______

proven

by

a

preponderance

of

the

evidence that the modification constituted a novation.
Yes _______
25.

No _______

AMI has proven by a preponderance of the evidence that

TB Food is equitably estopped from bringing its claim
because of the change of positions by Primo relating to
whether it consented to AMI’s possession and use of the
shrimp.
Yes _______
26.

No _______

AMI has proven by a preponderance of the evidence that

the federal trade secret claim is barred by the in pari
delicto defense.

8

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 9 of 20 PageID 9912

Yes _______

No _______

If you answered any of Questions 22 through Question 26 that you
were required to consider YES, your verdict is for Defendants on
this claim, and you will proceed to Question 31.

If your answer

to each of Question 22 through Question 26 that you were required
to consider is NO, your verdict is for TB Food on this claim, and
you will proceed to Questions 27 through Question 30.

27.

TB Food has proven by a preponderance of the evidence

that it suffered the following damages due to the federal
trade secret violation:
Compensatory Damages:
28.

$_______________

Defendants has proven by a preponderance of the evidence

that TB Food failed to mitigate its damages, thereby reducing
the above damages by the following amounts:
Compensatory Damages:
29.

$_______________

TB Foods has proven by a preponderance of the evidence

that one or more Defendants willfully and maliciously
misappropriated one or more of Primo’s trade secrets?
Robin Pearl:

Yes ____ No ____

AMI:

Yes ____ No ____

API:

Yes ____ No ____

9

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 10 of 20 PageID 9913

If you answered YES for any Defendant in Question 29, proceed to
Question 30.

If you answered NO for all Defendants, proceed to

Question 31.
30.

What amount of exemplary damages do you award?
Exemplary Damages: $_______________

COUNT V: TB FOOD’S FLORIDA TRADE SECRET CLAIM AGAINST AMI, API,
AND ROBIN PEARL
We the jury find:
31.

TB Food has proven by a preponderance of the evidence

its

Florida

misappropriation

of

a

trade

secret

claim

against AMI.
Yes _______
32.

No _______

TB Food has proven by a preponderance of the evidence

its

Florida

misappropriation

of

a

trade

secret

claim

against API.
Yes _______
33.

No _______

TB Food has proven by a preponderance of the evidence

its

Florida

misappropriation

of

a

trade

secret

claim

against Robin Pearl.
Yes _______

No ______

If you answered YES to any of Question 31 through Question 33,
continue with Questions 34 through Question 38 to consider the

10

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 11 of 20 PageID 9914

affirmative defenses relating to the Florida trade secrets claim.
If you answered NO to each of Question 31 through Question 33,
your verdict is for Defendants on this claim, and you should skip
Questions 34 through Question 40 and proceed to Question 41.

If you answered Question 3 YES, you will answer Question 34 through
Question 36.

If you answered Question 3 NO, skip Question 34

through Question 36 and proceed to Question 37 through Question
38.

34.

Defendants

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a release.
Yes _______

35.

Defendants

No _______

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a waiver.
Yes _______

36.

Defendants

No _______

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a novation.
Yes _______
37.

No _______

AMI has proven by a preponderance of the evidence that

TB Food is equitably estopped from bringing its claim
because of the change of positions by Primo relating to

11

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 12 of 20 PageID 9915

whether it consented to AMI’s possession and use of the
shrimp.
Yes _______
38.

No _______

AMI has proven by a preponderance of the evidence that

the Florida trade secret claim is barred by the in pari
delicto defense.
Yes _______

No _______

If your answer any of Questions 34 through Question 38 is YES,
your verdict is for Defendants on this claim, and you will proceed
to Question 41.

If your answer to each of Question 34 through

Question 38 that you were required to consider is NO, your verdict
is for TB Food on this claim, and you will proceed to Question 39
through Question 40.

39.

TB Food has proven by a preponderance of the evidence

that it suffered the following damages due to the Florida
trade secret violation:
Compensatory Damages:
Exemplary Damages:
40.

$_______________
$_______________

Defendants has proven by a preponderance of the evidence

that TB Food failed to mitigate its damages, thereby reducing
the above damages by the following amounts:

12

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 13 of 20 PageID 9916

Compensatory Damages:

$_______________

Exemplary Damages: $_______________

COUNT VI: TB FOOD’S FEDERAL FALSE ADVERTISING CLAIM AGAINST
AMI, API AND ROBIN PEARL
We the jury find:

41.

TB Food has proven by a preponderance of the evidence

its federal false advertising claim against AMI.
Yes _______
42.

No _______

TB Food has proven by a preponderance of the evidence

its federal false advertising claim against API.
Yes _______
43.

No _______

TB Food has proven by a preponderance of the evidence

its federal false advertising claim against Robin Pearl.
Yes _______

No ______

If you answered YES to any of Question 41 through Question 43,
continue with Questions 44 through Question 48 to consider the
affirmative defenses relating to the federal false advertising
claim.

If you answered NO to each of Question 41 through Question

43, your verdict is for Defendants on this claim, and you should
skip Questions 44 through Question 48 and proceed to Question 51.

13

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 14 of 20 PageID 9917

If you answered Question 3 YES, you will answer Question 44 through
Question 46.

If you answered Question 3 NO, skip Question 44

through Question 46 and proceed to Question 47 through Question
48.

44.

Defendants

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a release.
Yes _______

45.

Defendants

No _______

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a waiver.
Yes _______

46.

Defendants

No _______

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a novation.
Yes _______
47.

No _______

AMI has proven by a preponderance of the evidence that

TB Food is equitably estopped from bringing its claim
because of the change of positions by Primo relating to
whether it consented to AMI’s possession and use of the
shrimp.
Yes _______

No _______

14

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 15 of 20 PageID 9918

48.

AMI has proven by a preponderance of the evidence that

the federal false advertising claim is barred by the in
pari delicto defense.
Yes _______

No _______

If your answer to any of Questions 44 through Question 48 that you
were required to consider is YES, your verdict is for Defendants
on this claim, and you will proceed to Question 51. If your answer
to each of Questions 44 through Question 48 that you were required
to answer is NO, your verdict is for TB Food on this claim, and
you will proceed to Question 49 through Question 50.

49. TB Food has proven by a preponderance of the evidence
that it suffered the following damages due to the federal
false advertising violation:
Compensatory Damages:
Exemplary Damages:
50.

$_______________
$_______________

Defendants has proven by a preponderance of the evidence

that TB Food failed to mitigate its damages, thereby reducing
the above damages by the following amounts:
Compensatory Damages:

$_______________

Exemplary Damages: $_______________

15

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 16 of 20 PageID 9919

COUNT VII AND VIII: TB FOOD’S UNFAIR COMPETITION CLAIMS
AGAINST AMI, API AND ROBIN PEARL
We the jury find:
51.

TB Food has proven by a preponderance of the evidence

its unfair competition claims against AMI.
Yes _______
52.

No _______

TB Food has proven by a preponderance of the evidence

its unfair competition claims against API.
Yes _______
53.

No _______

TB Food has proven by a preponderance of the evidence

its unfair competition claims against Robin Pearl.
Yes _______

No ______

If you answered YES to any of Question 51 through Question 53,
continue with Questions 54 through Question 58 to consider the
affirmative defenses relating to the unfair competition claims.
If you answered NO to each of Question 51 through Question 53,
your verdict is for Defendants on this claim, and you should skip
Questions 54 to Question 58 and proceed to Question 61.

If you answered Question 3 YES, you will answer Question 54 through
Question 56.

If you answered Question 3 NO, skip Question 54

through Question 56 and proceed to Questions 57 through Question
58.

16

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 17 of 20 PageID 9920

54.

Defendants

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a release.
Yes _______

55.

Defendants

No _______

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a waiver.
Yes _______

56.

Defendants

No _______

have

proven

by

a

preponderance

of

the

evidence that the modification constituted a novation.
Yes _______
57.

No _______

AMI has proven by a preponderance of the evidence that

TB Food is equitably estopped from bringing its claim
because of the change of positions by Primo relating to
whether it consented to AMI’s possession and use of the
shrimp.
Yes _______
58.

No _______

AMI has proven by a preponderance of the evidence that

the unfair competition claims are barred by the in pari
delicto defense.
Yes _______

No _______

If your answer to any of Questions 54 through Question 58 that you
were required to consider is YES, your verdict is for Defendants

17

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 18 of 20 PageID 9921

on this claim, and you will proceed to Question 61. If your answer
to each of Question 54 through Question 58 that you were required
to answer is NO, your verdict is for TB Food on this claim, and
you will proceed to Question 61.

59.

TB Food has proven by a preponderance of the evidence

that it suffered the following damages due to the unfair
competition violation:
Compensatory Damages:
Exemplary Damages:
60.

$_______________
$_______________

Defendants has proven by a preponderance of the evidence

that TB Food failed to mitigate its damages, thereby reducing
the above damages by the following amounts:
Compensatory Damages:

$_______________

Exemplary Damages: $_______________

18

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 19 of 20 PageID 9922

THIRD-PARTY PLAINTIFF AMI’S BREACH OF CONTRACT CLAIM AGAINST PB
LEGACY, INC.
We the jury find:
61.
PB

AMI has proven by a preponderance of the evidence that
Legacy,

originally

Inc.
entered

breached
or

as

the

Grow-Out

modified

by

Agreement

the

as

handwritten

document.
Yes _______

No _______

If you answered Questions 61 is NO, your verdict is for PB
Legacy on this claim, and you should go to the last page, sign
and date the document, and return this form to the Court.

If

you answered YES to Question 61, go to Questions 62 through
Question 65.
62.

PB Legacy has proven by a preponderance of the evidence

that AMI waived its right to require PB Legacy to perform
under the GOA?
Yes _______
63.

No _______

PB Legacy has proven by a preponderance of the evidence

that AMI is equitably estopped from asserting its claim.
Yes _______
64.

No _______

PB Legacy has proven by a preponderance of the evidence

that AMI ratified PB Legacy’s conduct.
Yes _______

No _______

19

Case 2:17-cv-00009-JES-NPM Document 457 Filed 11/17/21 Page 20 of 20 PageID 9923

65.

PB Legacy has proven by a preponderance of the evidence

that

AMI

and

PB

Legacy

entered

into

an

accord

and

satisfaction.
Yes _______

No _______

If you answered any of Questions 62 through Question 65 YES, your
verdict is for PB Legacy on this claim.

Go to the last page, sign

and date the document, and return this form to the Court.

If

you answered all of Questions 62 through Question 65 NO, your
verdict is for AMI on its third-party claim, and you will proceed
to Question 66.

66.

AMI has proven by a preponderance of the evidence that

it suffered the following damages due to the breach of
contract.
Compensatory Damages:

$_______________

SO SAY WE ALL.
________________________________
DATE
________________________________
JURY FOREPERSON

20