1 WO 2 3 4 5 6 IN THE UNITED STATES DISTRICT COURT 7 FOR THE DISTRICT OF ARIZONA 8
Team 1 25 Incorporated, ) No. CV-25-03368-PHX-SPL ) 9 ) 10 Plaintiff, ) AMENDED ORDER1 vs. ) ) 11 ) Marana Aerospace Solutions ) 12 Incorporated, ) 13 ) ) 14 Defendant. )
15 Before the Court is Plaintiff Team 125 Inc.’s Emergency Motion for Immediate 16 Hearing to Determine Bona Fide Purchaser Status and to Freeze Purchase Funds (Doc. 13), 17 which the Court construes as a Renewed Motion for Temporary Restraining Order. The 18 Court previously denied Plaintiff’s Motion for Temporary Restraining Order (Doc. 2) for 19 failure to comply with Federal Rule of Civil Procedure 65(b)(1). (Doc. 12). In that Order, 20 the Court set a Preliminary Injunction hearing for October 8, 2025. (Id.). Having considered 21 the instant Emergency Motion, the Court now rules as follows. 22 I. Background 23 Plaintiff Team 125 Incorporated brings suit against Defendant Marana Aerospace 24 Solutions Incorporated for claims arising out of a contract dispute. (See generally Doc. 1). 25 Plaintiff entered into a maintenance and storage agreement with Defendant wherein 26 Defendant would perform certain services on a Boeing 767-3PG aircraft, registration
27 1 This Order amends line 13 on page 5 of the September 24, 2025 Order (Doc. 15) 28 to reflect the correct start time of the Preliminary Injunction Hearing. 1 number N183HK (the “Aircraft”), for payment. (Id. at 2, ¶ 9). Despite making all 2 outstanding payments, Plaintiff alleges that Defendant refused to release the Aircraft to 3 Plaintiff. (Id. at 3, ¶¶ 19–20). Plaintiff further alleges that Defendant’s foreclosure of a 4 possessory lien via non-judicial sale against the Aircraft was procedurally improper. (Id. at 5 4, 6, ¶¶ 21, 36). In the initial Motion for Temporary Restraining Order and Preliminary 6 Injunction, Plaintiff asked the Court to enjoin Defendant from “dismantling, selling, 7 transferring, or otherwise disposing of” the Aircraft and to “require Defendant to release 8 possession of the Aircraft to Plaintiff.” (Doc. 2 at 1). 9 Now, Plaintiff provides the court new information and factual developments. (Doc. 10 13 at 2). Plaintiff asserts that the foreclosure and sale had already occurred before Plaintiff 11 was able to take legal action. (Id.). Plaintiff “has since learned that the Aircraft has been 12 sold and that a Bill of Sale has been filed with the FAA but not yet accepted.” (Id.). Plaintiff 13 is now requesting an emergency hearing to determine the validity of the sale. Specifically, 14 Plaintiff seeks to determine whether the buyer of the aircraft is a bona fide purchaser 15 without notice of defects and to freeze the funds paid to Defendant for the aircraft. (Id. at 16 2–3). 17 II. Legal Standard 18 Rule 65 of the Federal Rules of Civil Procedure sets forth the procedural 19 requirements for obtaining a temporary restraining order (“TRO”) and preliminary 20 injunction. In comparison to preliminary injunction, a party may seek a temporary 21 restraining order without notice by providing the court with: (A) specific facts in an 22 affidavit or a verified complaint that clearly show that immediate and irreparable injury, 23 loss, or damage will result to the movant before the adverse party can be heard in 24 opposition; and (B) certification in writing by the movant regarding any efforts made to 25 give notice to the other party and the reasons why it should not be required. Fed. R. Civ. P. 26 65(b). 27 A party seeking injunctive relief2 bears the burden to show that: (1) it is likely to
28 2 The legal standard for granting a temporary restraining order is the same as the 1 succeed on the merits; (2) it is likely to suffer irreparable harm in the absence of preliminary 2 relief; (3) the balance of equities tips in its favor; and (4) an injunction is in the public 3 interest. Winter v. Natural Resources Defense Council, Inc., 555 U.S. 7, 20 (2008). In the 4 Ninth Circuit, a party may alternatively seek relief under a “sliding scale” approach. In 5 other words, if a party “can only show that there are ‘serious questions going to the 6 merits’—a lesser showing than likelihood of success on the merits—then a preliminary 7 injunction may still issue if the ‘balance of hardships tips sharply in the [party]’s favor,’ 8 and the other two Winter factors are satisfied.” Shell Offshore, Inc. v. Greenpeace, Inc., 9 709 F.3d 1281, 1291 (9th Cir. 2013) (quoting Alliance for the Wild Rockies v. Cottrell, 632 10 F.3d 1127, 1135 (9th Cir. 2011)). 11 III. Analysis 12 Defendant has now been served in this action. (See Doc. 11). Thus, there is notice, 13 and the reason for the denial of the initial TRO motion, failure to comply with Rule 14 65(b)(1), is moot. Therefore, the Court will assess whether Plaintiff has met its burden 15 under the Winter factors. 16 A. Merits 17 Plaintiff has demonstrated that it is likely to succeed on the merits of the claims for 18 breach of contract, namely, the Maintenance Service Agreement and breach of the 19 covenant of good faith and fair dealing.3 Arizona “law implies a covenant of good faith 20 and fair dealing in every contract.” Rawlings v. Apodaca, 151 Ariz. 149, 153, 726 P.2d 21 565, 569 (1986). Plaintiff alleges that the parties entered into a Maintenance Services 22 Agreement “to support maintenance activities, storage of the aircraft and spare parts.” 23 24 standard for preliminary injunctive relief. Stuhlbarg Int’l Sales Co., Inc. v. John D. Brush 25 & Co., Inc., 240 F.3d 832, 839 n.7 (9th Cir. 2001).
26 3 The Court need not address the likelihood of success of Plaintiffs’ other claims because likelihood of success on one claim can be sufficient to support early injunctive 27 relief. See Fin. Exp. LLC v. Nowcom Corp., 564 F. Supp. 2d 1160, 1168 (C.D. Cal. 2008) (the moving party “only needs to show the requisite combination of probable success on 28 the merits and the possibility of irreparable injury with respect to any one of its claims”). 1 (Doc. 1 at 2, ¶ 9).4 During 2024 and 2025, Plaintiff alleges it missed payments to 2 Defendant, but in response to Defendant’s demand, Plaintiff paid all outstanding fees on 3 September 5, 2025. (Id. at 3, ¶¶ 16–19). Defendant refused to release the aircraft to 4 Plaintiffs and instead foreclosed a possessory lien via non-judicial sale for $10. (Id. at 4, ¶ 5 21). At the same time, Plaintiff alleges that Defendant has raised the rent and billed Plaintiff 6 for fees after the foreclosure occurred. (Id. at 5, ¶ 32). 7 B. Immediate Irreparable Harm 8 Plaintiff has demonstrated that there is a likelihood that immediate and irreparable 9 harm will result in the absence of a temporary restraining order before Defendant can be 10 heard in opposition. Not only would Plaintiffs suffer the loss of property, but they would 11 also suffer the loss profit from a commercially reasonable sale and damage to their business 12 goodwill. Money damages likely would not be adequate to address the harm suffered. See 13 Toma v. Fontes, 258 Ariz.
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1 WO 2 3 4 5 6 IN THE UNITED STATES DISTRICT COURT 7 FOR THE DISTRICT OF ARIZONA 8
Team 1 25 Incorporated, ) No. CV-25-03368-PHX-SPL ) 9 ) 10 Plaintiff, ) AMENDED ORDER1 vs. ) ) 11 ) Marana Aerospace Solutions ) 12 Incorporated, ) 13 ) ) 14 Defendant. )
15 Before the Court is Plaintiff Team 125 Inc.’s Emergency Motion for Immediate 16 Hearing to Determine Bona Fide Purchaser Status and to Freeze Purchase Funds (Doc. 13), 17 which the Court construes as a Renewed Motion for Temporary Restraining Order. The 18 Court previously denied Plaintiff’s Motion for Temporary Restraining Order (Doc. 2) for 19 failure to comply with Federal Rule of Civil Procedure 65(b)(1). (Doc. 12). In that Order, 20 the Court set a Preliminary Injunction hearing for October 8, 2025. (Id.). Having considered 21 the instant Emergency Motion, the Court now rules as follows. 22 I. Background 23 Plaintiff Team 125 Incorporated brings suit against Defendant Marana Aerospace 24 Solutions Incorporated for claims arising out of a contract dispute. (See generally Doc. 1). 25 Plaintiff entered into a maintenance and storage agreement with Defendant wherein 26 Defendant would perform certain services on a Boeing 767-3PG aircraft, registration
27 1 This Order amends line 13 on page 5 of the September 24, 2025 Order (Doc. 15) 28 to reflect the correct start time of the Preliminary Injunction Hearing. 1 number N183HK (the “Aircraft”), for payment. (Id. at 2, ¶ 9). Despite making all 2 outstanding payments, Plaintiff alleges that Defendant refused to release the Aircraft to 3 Plaintiff. (Id. at 3, ¶¶ 19–20). Plaintiff further alleges that Defendant’s foreclosure of a 4 possessory lien via non-judicial sale against the Aircraft was procedurally improper. (Id. at 5 4, 6, ¶¶ 21, 36). In the initial Motion for Temporary Restraining Order and Preliminary 6 Injunction, Plaintiff asked the Court to enjoin Defendant from “dismantling, selling, 7 transferring, or otherwise disposing of” the Aircraft and to “require Defendant to release 8 possession of the Aircraft to Plaintiff.” (Doc. 2 at 1). 9 Now, Plaintiff provides the court new information and factual developments. (Doc. 10 13 at 2). Plaintiff asserts that the foreclosure and sale had already occurred before Plaintiff 11 was able to take legal action. (Id.). Plaintiff “has since learned that the Aircraft has been 12 sold and that a Bill of Sale has been filed with the FAA but not yet accepted.” (Id.). Plaintiff 13 is now requesting an emergency hearing to determine the validity of the sale. Specifically, 14 Plaintiff seeks to determine whether the buyer of the aircraft is a bona fide purchaser 15 without notice of defects and to freeze the funds paid to Defendant for the aircraft. (Id. at 16 2–3). 17 II. Legal Standard 18 Rule 65 of the Federal Rules of Civil Procedure sets forth the procedural 19 requirements for obtaining a temporary restraining order (“TRO”) and preliminary 20 injunction. In comparison to preliminary injunction, a party may seek a temporary 21 restraining order without notice by providing the court with: (A) specific facts in an 22 affidavit or a verified complaint that clearly show that immediate and irreparable injury, 23 loss, or damage will result to the movant before the adverse party can be heard in 24 opposition; and (B) certification in writing by the movant regarding any efforts made to 25 give notice to the other party and the reasons why it should not be required. Fed. R. Civ. P. 26 65(b). 27 A party seeking injunctive relief2 bears the burden to show that: (1) it is likely to
28 2 The legal standard for granting a temporary restraining order is the same as the 1 succeed on the merits; (2) it is likely to suffer irreparable harm in the absence of preliminary 2 relief; (3) the balance of equities tips in its favor; and (4) an injunction is in the public 3 interest. Winter v. Natural Resources Defense Council, Inc., 555 U.S. 7, 20 (2008). In the 4 Ninth Circuit, a party may alternatively seek relief under a “sliding scale” approach. In 5 other words, if a party “can only show that there are ‘serious questions going to the 6 merits’—a lesser showing than likelihood of success on the merits—then a preliminary 7 injunction may still issue if the ‘balance of hardships tips sharply in the [party]’s favor,’ 8 and the other two Winter factors are satisfied.” Shell Offshore, Inc. v. Greenpeace, Inc., 9 709 F.3d 1281, 1291 (9th Cir. 2013) (quoting Alliance for the Wild Rockies v. Cottrell, 632 10 F.3d 1127, 1135 (9th Cir. 2011)). 11 III. Analysis 12 Defendant has now been served in this action. (See Doc. 11). Thus, there is notice, 13 and the reason for the denial of the initial TRO motion, failure to comply with Rule 14 65(b)(1), is moot. Therefore, the Court will assess whether Plaintiff has met its burden 15 under the Winter factors. 16 A. Merits 17 Plaintiff has demonstrated that it is likely to succeed on the merits of the claims for 18 breach of contract, namely, the Maintenance Service Agreement and breach of the 19 covenant of good faith and fair dealing.3 Arizona “law implies a covenant of good faith 20 and fair dealing in every contract.” Rawlings v. Apodaca, 151 Ariz. 149, 153, 726 P.2d 21 565, 569 (1986). Plaintiff alleges that the parties entered into a Maintenance Services 22 Agreement “to support maintenance activities, storage of the aircraft and spare parts.” 23 24 standard for preliminary injunctive relief. Stuhlbarg Int’l Sales Co., Inc. v. John D. Brush 25 & Co., Inc., 240 F.3d 832, 839 n.7 (9th Cir. 2001).
26 3 The Court need not address the likelihood of success of Plaintiffs’ other claims because likelihood of success on one claim can be sufficient to support early injunctive 27 relief. See Fin. Exp. LLC v. Nowcom Corp., 564 F. Supp. 2d 1160, 1168 (C.D. Cal. 2008) (the moving party “only needs to show the requisite combination of probable success on 28 the merits and the possibility of irreparable injury with respect to any one of its claims”). 1 (Doc. 1 at 2, ¶ 9).4 During 2024 and 2025, Plaintiff alleges it missed payments to 2 Defendant, but in response to Defendant’s demand, Plaintiff paid all outstanding fees on 3 September 5, 2025. (Id. at 3, ¶¶ 16–19). Defendant refused to release the aircraft to 4 Plaintiffs and instead foreclosed a possessory lien via non-judicial sale for $10. (Id. at 4, ¶ 5 21). At the same time, Plaintiff alleges that Defendant has raised the rent and billed Plaintiff 6 for fees after the foreclosure occurred. (Id. at 5, ¶ 32). 7 B. Immediate Irreparable Harm 8 Plaintiff has demonstrated that there is a likelihood that immediate and irreparable 9 harm will result in the absence of a temporary restraining order before Defendant can be 10 heard in opposition. Not only would Plaintiffs suffer the loss of property, but they would 11 also suffer the loss profit from a commercially reasonable sale and damage to their business 12 goodwill. Money damages likely would not be adequate to address the harm suffered. See 13 Toma v. Fontes, 258 Ariz. 109, 127 (2024) (“An award of monetary damages generally is 14 an adequate remedy when damages are calculable with reasonable certainty and ‘address 15 the full harm suffered.’”) (citing City of Flagstaff v. Ariz. Dep’t of Admin., 255 Ariz. 7, 13 16 (Ariz. Ct. App. 2023). 17 C. Public Interest 18 Because the relief that the injunction would provide is limited, public interest is a 19 neutral factor in this analysis. Stormans, Inc. v. Selecky, 586 F.3d 1109, 1138-39 (9th Cir. 20 2009) (“When the reach of an injunction is narrow, limited only to the parties, and has no 21 impact on non-parties, the public interest will be ‘at most a neutral factor in the analysis 22 rather than one that favor[s] [granting or] denying the preliminary injunction.’”) (citation 23 omitted). 24 D. Balance of Equities 25 Plaintiff has shown that the balance of equities tips in its favor. Without a
26 4 Plaintiff alleges that the Agreement was never signed by Defendant (Doc. 1 at 3, ¶ 27 10), but it appears that Defendant initialed the Agreement in several places and that the parties operated under an agreement for some time. (See generally Doc. 1; Doc. 1-1 at 4– 28 24). 1 | Temporary Restraining Order, Plaintiff will suffer the loss of the Aircraft and the loss of the ability to sell the Aircraft at a different price. Moreover, temporarily freezing the funds while the validity of the sale is investigated will cause little harm to Defendant. If the sale 4 1s determined to be valid and Plaintiff is denied relief after the hearing, the sale will go 5| through, and Defendants will receive the funds. 6 In sum, Plaintiff has met its burden to demonstrate that it is entitled to immediate 7 | temporary injunctive relief. The request for a TRO will be granted to the extent that the 8 | Court will order the funds paid by the buyer to Defendant to be frozen. The Court has already set a Preliminary Injunction hearing for October 8, 2025. 10 Accordingly, 11 IT IS ORDERED that the Emergency Motion for Immediate Hearing to Determine 12 | Bona Fide Purchaser Status and to Freeze Purchase Funds (Doc. 13), which the Court 13 | construes as a Renewed Motion for TRO, is granted. The Court orders that Defendant is 14| enjoined from depositing any funds transmitted from the buyer and the sale of the Aircraft is frozen pending resolution of the Motion for Preliminary Injunction. A Preliminary 16 | Injunction hearing has already been set for October 8, 2025 at 9:00 a.m. 17 Dated this 29th day of September, 2025. 18
20 United States District Judge 21 22 23 24 25 26 27 28