govinfo:USCOURTS-njd-2_26-cv-03976-0

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NOT FOR PUBLICATION 
 
UNITED STATES DISTRICT COURT 
DISTRICT OF NEW JERSEY 
 
 
ADP, INC., 
 
Plaintiff, 
 
v. 
 
JUDY O’BRIEN, 
 
Defendant. 
 
 
 
Civil Action No. 26-3976 
 
 
OPINION and ORDER 
 
 
June 17, 2026 
 
SEMPER, District Judge. 
THIS MATTER comes before the Court upon Plaintiff ADP, Inc.’s (“Plaintiff” or “ADP”) 
Motion for Preliminary Injunction (ECF 5, “Motion” or “Mot.”) against Defendant Judy O’Brien 
(“Defendant” or “O’Brien”). The Court has decided the Motion without oral argument pursuant to 
Federal Rule of Civil Procedure 78 and Local Civil Rule 78.1. For the reasons set forth below, 
Plaintiff’s Motion is DENIED. 
WHEREAS on April 15, 2026, ADP initiated this action by filing the Complaint. (ECF 1, 
“Complaint” or “Compl.”) Plaintiff alleges that O’Brien breached her contractual obligations to 
ADP under a Sales Representative Agreement and multiple Restrictive Covenant Agreements 
(collectively, “Agreements”) by accepting employment with and working for SIDECAR HR 
(“Sidecar”), an alleged competitor, shortly after her departure from ADP. (See generally id.); and 
WHEREAS the Complaint seeks relief under three causes of action: Count I for breach of 
contract, (id. ¶¶ 53-61); Count II for breach of the duty of loyalty, (id. ¶¶ 62-68); and Count III for 
unfair competition, (id. ¶¶ 69-76). Plaintiff asks this Court to enjoin Defendant from: PageID:
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(i) Working for or performing similar services for any competitor of ADP, 
including, without limitation, Sidecar, anywhere in the collective Territory[1] 
for twelve (12) months from the date of any Order granting ADP injunctive 
relief; 
(ii) Violating the terms and conditions of the Agreements with ADP; 
(iii) Using or disclosing, at any time, ADP’s confidential, proprietary, or trade 
secret business information or property; 
(iv) Interfering in any way with any contract, client relationship, prospective 
client relationship, or marketing partner relationship of ADP; 
(v) Directly or indirectly soliciting, contacting, calling upon, communicating 
with, or attempting to communicate with any Person who was a client, bona 
fide prospective client, or marketing partner of ADP with which O’Brien was 
involved or to which she was exposed during her employment; and 
(vi) Breaching any loyalty obligation to ADP including, but not limited to, 
appropriating any business opportunity of ADP, engaging in deceptive acts or 
statements regarding ADP’s abilities, experiences, or personnel, or otherwise 
attempting to gain an unfair advantage over ADP. 
 
(Id. at 24-25.) ADP also asks this Court to order O’Brien to “return all ADP confidential information 
and property . . . in any form, electronic or hard copy” and grant monetary damages. (Id. at 25-26); 
and 
WHEREAS on April 22, 2026, Plaintiff filed the instant Motion seeking a preliminary 
injunction. (See generally Mot.) On May 29, 2026, Defendant filed her brief in opposition to the 
Motion. (ECF 15, “Opposition” or “Opp.”) On June 10, 2026, Plaintiff filed a reply. (ECF 18, 
“Reply”); and 
WHEREAS injunctive relief is an “extraordinary remedy and should be granted only in 
limited circumstances.” Kos Pharms., Inc. v. Andrx Corp., 369 F.3d 700, 708 (3d Cir. 2004). The 
Court may grant an injunction only if a party shows: “(1) a likelihood of success on the merits; (2) 
 
1 “The Territory” refers to Alamance, Beaufort, Carteret, Craven, Currituck, Dare, Durham, 
Edgecombe, Forsyth, Greene, Guilford, Hyde, Johnston, Jones, Lee, Lenoir, Martin, Mecklenburg, 
Nash, New Hanover, Onslow, Pitt, Sampson, Wake, Washington, Wayne, and Wilson. PageID:
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that it will suffer irreparable harm if the injunction is denied; (3) that granting preliminary relief 
will not result in even greater harm to the nonmoving party; and (4) that the public interest favors 
such relief.” Arrowpoint Cap. Corp. v. Arrowpoint Asset Mgmt., LLC, 793 F.3d 313, 318-19 (3d 
Cir. 2015). A party must produce sufficient evidence of all four factors, and the Court must weigh 
them prior to granting injunctive relief. Am. Tel. & Tel. Co. v. Winback & Conserve Program, 
Inc., 42 F.3d 1421, 1427 (3d Cir. 1994). However, “a movant for preliminary equitable relief must 
meet the threshold for the first two ‘most critical’ factors: it must demonstrate that it can win on 
the merits (which requires a showing significantly better than negligible but not necessarily more 
likely than not) and that it is more likely than not to suffer irreparable harm in the absence of 
preliminary relief. If these gateway factors are met, a court then considers the remaining two 
factors and determines in its sound discretion if all four factors, taken together, balance in favor of 
granting the requested preliminary relief.” Riley v. Harrisburg, 858 F.3d 173, 179 (3d Cir. 2017); 
and 
WHEREAS upon reviewing the parties’ submissions on the Motion, the Court finds that 
Plaintiff has failed to establish a likelihood of success on the merits. To establish a likelihood of 
success on the merits, a plaintiff must make a showing of “reasonable probability” of success on 
the merits. Beilowitz v. Gen. Motors Corp., 233 F. Supp. 2d 631, 639 (D.N.J. 2002) . Plaintiff 
failed to show a “reasonable probability” that Defendant breached the Agreements because 
Plaintiff has not shown that the Agreements are enforceable. Whether such covenants are given 
effect rests on whether the Agreements are “reasonable.” Solari Indus., Inc. v. Malady, 55 N.J. 
571, 576 (1970). For a covenant to be reasonable, employers must show that the restrictions are 
(1) necessary to protect the company’s legitimate interests; (2) does not cause undue hardship on 
the former employee; and (3) is not against the public interest. Id. at 585. Furthermore, “where PageID:
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the employer causes the parties to separate, ‘enforcement of a covenant may cause hardship on the 
employee which may fairly be characterized as ‘undue’ in that the employee has not , by his 
conduct, contributed to it.’” The Cmty. Hosp. Grp., Inc. v. More, 183 N.J. 36, 59 (2005) (quoting 
Karlin v. Weinberg, 77 N.J. 408, 423 (1978)). Here, Plaintiff alleges that Defendant submitted a 
voluntary resignation in December 2025, noting her intent to “retire.” (Reply at 11.) Defendant 
argues that the termination of her employment with ADP was not entirely voluntary, citing an 
April 2025 meeting with ADP administrators in which she was told that her direct supervisor “no 
longer wanted her on his team going forward in the upcoming fiscal year,” and that “[ADP] might 
find a different position for her within ADP, or perhaps a severance package could be arranged.” 
(Opp. a t 3.) Defendant also notes “arbitrarily steadily increasing unrealistic quotas” and a 
“perception that she, a 55-year-old gay woman, was being treated differently than her peers.” (Id. 
at 3-4.) Given Plaintiff’s alleged role in causing the parties to separate, which Plaintiff 
conveniently frames as a voluntary resignation, Plaintiff has not established with reasonable 
probability that enforcement of the Agreements would not cause undue hardship on Defendant. 
(See Mot. at 22; Reply at 8 .) Accordingly, Plaintiff has not established the reasonability of the 
Agreements under the Solari framework and therefore has failed to establish a likelihood of 
success on the merits. See Solari, 55 N.J. at 585; and 
WHEREAS even if Plaintiff established a likelihood of success on the merits, Plaintiff has 
failed to establish irreparable harm. “[T]o show irreparable harm[,] a plaintiff must demonstrate 
potential harm which cannot be redressed by a legal or an equitable remedy following a trial. 
Economic loss does not constitute irreparable harm.” Acierno v. New Castle Cnty., 40 F.3d 645, 
653 (3d Cir. 1994). Furthermore, “‘[e]stablishing a risk of irreparable harm is not enough.’ 
[Rather, a] ‘clear showing of immediate irreparable injury ’ is required.” Naccarati v. Wilkins PageID:
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Twp., 846 F. Supp. 405, 408 (W.D. Pa. 1993) (quoting ECRI v. McGraw-Hill, Inc., 809 F.2d 223, 
226 (3d Cir. 1987)). It is not clear what, if any, irreparable harms ADP would face absent 
injunctive relief. Plaintiff claims that it “stands to lose clients and prospective clients, employees, 
and business partners, as well as goodwill and referral business and revenues in an amount that 
cannot be readily ascertained,” and that such losses are “so indefinite and speculative as to be 
incapable of exact proof .” (ECF 5-1, “Pl. Br.” at 28-29.) However, Defendant no longer has 
access to ADP client lists and her general sales knowledge is not confidential. (ECF 15- 1, ¶¶ 6-
7.) And Plaintiff fails to show how a company that chose to do business with Sidecar after 
previously rejecting ADP—while Defendant was still employed by ADP—constitutes immediate 
irreparable harm. (See id. ¶¶ 8-16; Pl. Br. at 14-16.) Therefore, the Court finds that Plaintiff has 
failed to establish that it faces an immediate risk of irreparable harm warranting the extraordinary 
relief of a preliminary injunction; and 
WHEREAS the Court need not consider the remaining two factors as delineated in 
Arrowpoint Cap. Corp., 793 F.3d at 318, because, in failing to establish a likelihood of success on 
the merits and irreparable harm in the absence of preliminary relief, Plaintiff has not met the 
threshold requirements. Riley, 858 F.3d at 179. For the foregoing reasons, 
IT IS on this 17th day of June, 2026 
 ORDERED that Plaintiff’s Motion for Preliminary Injunction (ECF 5) is DENIED. 
 SO ORDERED. 
/s/ Jamel K. Semper . 
HON. JAMEL K. SEMPER 
United States District Judge 
Orig: Clerk 
cc: Stacey D. Adams, U.S.M.J. 
Parties PageID:
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