Background
Talkdesk, Inc. sued Andrew Pham, a former employee who served as general counsel, alleging breach of fiduciary duty and breach of contract. Pham allegedly assisted a vendor, Engineer.ai Corporation, in litigation against Talkdesk regarding a Master Services Agreement and retained confidential information after his termination. The district court granted summary judgment for Talkdesk and denied Pham’s motion to amend his answer, subsequently entering a default judgment.
The court’s reasoning
The Ninth Circuit reviewed the summary judgment de novo and the denial of leave to amend and default judgment for abuse of discretion. The court found it undisputed that Pham and Talkdesk had an attorney-client relationship and that Pham switched sides to represent an adversary in the same matter, violating his fiduciary duty. The court also held that Pham breached his Proprietary Information and Inventions Agreement by retaining confidential communications and providing facts to a competitor. Finally, the court affirmed that Pham failed to show good cause for amending his answer after the scheduling deadline and voluntarily authored his own default by withdrawing his answer.
The relation between attorney and client is a fiduciary relation of the very highest character.
De Meo v. Cooley LLP, 115 Cal.App.5th 17, 29 (2025)
What it means going forward
The decision reinforces the strict fiduciary obligations of attorneys who switch sides in ongoing matters and confirms that courts may enter default judgments when a party voluntarily withdraws their defense after missing amendment deadlines.