Total Staffing Solutions, Inc. v. Staffing, Inc. , 2023 IL App (1st) 220533 ( 2023 )


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    2023 IL App (1st) 220533
    No. 1-22-0533
    June 23, 2023
    Sixth Division
    ______________________________________________________________________________
    IN THE
    APPELLATE COURT OF ILLINOIS
    FIRST DISTRICT
    ______________________________________________________________________________
    TOTAL STAFFING SOLUTIONS, INC., an Illinois                   )
    Corporation, and QUALIFIED FOOD STAFFING                      )
    SERVICES, INC., an Illinois Corporation,                      )   Appeal from the Circuit Court
    )   of Cook County, Illinois.
    Plaintiffs-Appellants,                               )
    )   No. 2018 CH 04399
    v.                                                        )
    )   The Honorable
    STAFFING, INC., d/b/a Staff Illinois; MARY THERESE            )   Patrick J. Sherlock,
    BRAZIER; THOMAS KELLY; and JOSE SIMENTAL,                     )   Judge, Presiding.
    )
    Defendants-Appellees.                                )
    )
    JUSTICE C.A. WALKER delivered the judgment of the court, with opinion.
    Justices Oden Johnson and Tailor concurred in the judgment and opinion.
    OPINION
    ¶1        Plaintiffs Total Staffing Solutions, Inc. (“Total Staffing”), and Qualified Food Staffing
    Services, Inc., filed a complaint for preliminary and permanent injunctive relief and damages
    against defendants Staffing, Inc., d/b/a Staff Illinois, Mary Therese Brazier, Thomas Kelly, and
    Jose Simental. The complaint alleged, inter alia, that defendants (1) violated the Illinois Trade
    Secrets Act (765 ILCS 1065/2 (West 2018)), (2) violated the Consumer Fraud and Deceptive
    No. 1-22-0533
    Business Practices Act (815 ILCS 505/2 (West 2018)), and (3) tortiously interfered with a
    prospective economic advantage. After a bench trial, the circuit court entered judgment in favor of
    defendants and against Total Staffing. On appeal, Total Staffing argues that (1) the circuit court’s
    judgment on count I claim of a Trade Secrets Act violation should be reversed, (2) the circuit court
    abused its discretion in admitting Marty Lally’s hearsay testimony at trial, and (3) the circuit
    court’s judgment on count III claim of a Consumer Fraud and Deceptive Business Practices Act
    violation and count IV claim of tortious interference with a prospective economic advantage
    should be reversed. We affirm the circuit court’s judgment because the court’s conclusions were
    not against the manifest weight of the evidence, where the evidence supported a finding that
    defendants did not (1) violate the Illinois Trade Secrets Act, (2) violate the Consumer Fraud and
    Deceptive Business Practices Act, or (3) tortiously interfere with a prospective economic
    advantage. We further hold the circuit court did not abuse its discretion in admitting testimony that
    was not offered for the truth of the matter asserted.
    ¶2                                      I. BACKGROUND
    ¶3     In 1997, Vincent Gallelli, John Falvey, and Craig Kelly formed Total Staffing. Total
    Staffing is a staffing agency that provides temporary workers to companies in the Chicagoland
    area. As of 2018, Total Staffing had six branch offices located in Illinois. Defendants are former
    employees of Total Staffing. Craig, who served as the President of Total Staffing, hired his mother,
    Mary Therese Brazier, in 1997. Mary resigned from her position on February 18, 2018. Total
    Staffing employed Craig’s younger brother, Thomas Kelly, from 2000 to 2014. Thomas returned
    to Total Staffing in 2016 and later resigned on February 16, 2018. Total Staffing hired Jose
    Simental in 1999, and he resigned on July 20, 2016. Craig passed away on January 7, 2018. On
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    February 19, 2018, Thomas and Mary incorporated Staff Illinois, a staffing agency that provides
    temporary staffing services within the Chicagoland area. After a meeting with Thomas and Mary,
    Jose agreed to join Staff Illinois on February 24, 2018.
    ¶4     On April 4, 2018, Total Staffing filed a seven-count complaint for preliminary and
    permanent injunctive relief and damages against Staff Illinois, Mary, Thomas, and Jose. On April
    15, 2019, Total Staffing filed a first amended complaint raising two additional counts. Defendants
    filed a motion to dismiss counts I through IV and VI through IX. On July 6, 2020, the court granted
    defendants’ motion to dismiss as to counts II, VI, VII, VIII, and IX. On August 24, 2020, Total
    Staffing filed a second amended complaint. Relevant here, under count I of the complaint, Total
    Staffing alleged defendants violated the Illinois Trade Secrets Act (765 ILCS 1065/2 (West 2018)).
    Under count III, Total Staffing alleged defendants violated the Consumer Fraud and Deceptive
    Business Practices Act (815 ILCS 505/2 (West 2018)). Under count IV, Total Staffing alleged that
    defendants tortiously interfered with a prospective economic advantage when they made
    misrepresentations to Marty Lally, an officer of Hometown Bagel, and converted the employment
    of Total Staffing’s employees working at Hometown Bagel to Staff Illinois.
    ¶5     The complaint alleged “the lifeblood of [Total Staffing]” relies on the knowledge of the
    identities and characteristics of its customers. This knowledge included
    “the businesses the customers are in, the number of temporary employee placements they
    have historically required, the amount they have to spend, the skill sets and types of
    workers they need, idiosyncratic preferences of their managements from a servicing
    standpoint, the seasonal cycles of their businesses, and their locations in proximity to pools
    of workers who can fill their needs.”
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    Total Staffing also relies on the identities and characteristics of its temporary workers. This
    includes knowledge of “workers who have been trained in the skill sets particular customers need,
    in the quantities those customers need them, and living within close proximity to those customers,
    especially workers who fit that description and have a long-standing history working at the
    particular customer site.” Total Staffing stores its customer information on two computer
    databases, called Ultra 32 and Act!, and stores temporary employee information on the Ultra 32
    database. These databases are on a secured server at Total Staffing’s Naperville office.
    ¶6     Total Staffing claimed defendants were aware of the information in the Ultra 32 and Act!
    and used the information to identify and solicit business from seven Total Staffing customers,
    including Hometown Bagel, Accurate Partitions, Midland Metal Products, Bevolution, Golden
    Country, Scientific Solutions, and Royal Envelope. Total Staffing also asserted defendants used
    the information to “find an immediately accessible workforce, how much to pay it, and how much
    to charge the customer” to maintain a competitive advantage.
    ¶7     The case proceeded to a bench trial. Deandra Huerta testified she began working as the
    office manager at Total Staffing in 2003 and was later promoted to business manager. Thomas,
    Mary, and Jose also worked at Total Staffing. According to Deandra, Mary was a sales manager
    and “dealt with clients, she worked with the branches and the manager at the branch to make sure
    that the clients were being taken care of and their needs were being met.” Thomas “oversaw the
    safety workers’ compensation, unemployment at the organization.” Thomas left Total Staffing in
    2014 but returned in 2016. When he returned, Thomas continued to “manag[e] our work comp
    claims.” Deandra explained “we would all kind of go to [Thomas] for issues or concerns or things
    that we needed that he had access to in our database that Craig Kelly had, so that if he wasn’t there,
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    we would go to him and ask questions or things that we needed.” Jose was the branch manager of
    the Chicago office. The branch managers “saw the day to day operations of their branches. They
    handled the job orders, the client needs, the client communication, they went on client visits,
    making sure that the job orders got filled, making sure that, you know, everything was getting done
    at the branch.”
    ¶8     Deandra testified that customers regularly using temporary workers were critical to the
    Total Staffing’s survival, and these types of customers were difficult to find. To acquire new
    customers, Total Staffing “did a lot of different things,” like receive leads from its employment
    coordinators and talk with temporary associations to get potential customer names. The process of
    identifying customers took time because “you didn’t know who the contact or the decision maker
    was right off the bat, you had to sometimes call and call and call until you got that right person.”
    To determine a potential customer’s staffing needs, costs, and rates “requires having a phone
    conversation or a face to face meeting with clients.” Total Staffing also collected information about
    its temporary employees, including “their full name, address, social, phone numbers, skill set, drug
    screens, [and] background checks.” This type of information is not readily obtainable to the public.
    Deandra stated that “[i]t took us years and years to gather and store that information,” and Total
    Staffing considered this information confidential. The information was stored in the Act! and Ultra
    32 databases. An employee needed a username and password to access the databases. Employees
    had limited access to the databases based on their territory. However, Craig, Mary, and Deandra
    had full access to the databases. Thomas had full access to Ultra 32, and Jose had access to a
    portion of Ultra 32. Deandra testified that she was familiar with the seven businesses that left Total
    Staffing and began receiving staffing services from Staff Illinois. These businesses had worked
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    with Total Staffing for a “long time” and even some years before their departure. Aside from
    Midland Metals, none of the businesses made significant complaints about Total Staffing. Deandra
    explained that, as it pertained to Midland Metals, “there were always some complaints. That was
    a relatively difficult client.” In March 2018, Hometown Bagel contacted Total Staffing, requesting
    a list of employee names, pay rates, and bill rates. Deandra curated the list, and a Total Staffing
    employee gave the list to Hometown Bagel.
    ¶9     Joseph Gallelli, son of Total Staffing owner Vincent Gallelli and current president of Total
    Staffing, testified that Total Staffing searches for prospective clients by using several databases
    providing different organizations that the agency may want to target for business. Total Staffing
    then obtains the prospective organization’s contact information and “start[s] doing business
    development” such as phone calls and office visits to the organization. Joseph explained that the
    process is “certainly a—a grind to get, you know clients.” When Joseph was the vice president of
    Total Staffing, he wanted to join the customer meetings to introduce himself, get to know the
    customers, and learn about their business and how to service them. He did not join the meetings to
    “pick on” Mary.
    ¶ 10   Vincent Gallini, an owner of Total Staffing, testified that he and John Flavey were the
    original owners at the inception of Total Staffing. Shortly thereafter, Craig became the third owner
    of Total Staffing and hired Mary to work for the agency. In Total Staffing’s early years, Vincent
    had a conversation with Craig and Mary after he learned they started a similar staffing agency.
    Craig and Mary admitted they were starting an agency but would stop their efforts. Vincent was
    concerned and considered whether Craig and Mary would continue to work for Total Staffing.
    However, Vincent decided to take “[Craig] at his word and [Mary] at her word that things were
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    going to be better. And all this stuff was going to be behind us, and we were going to go forward.”
    Vincent informed Craig and Mary that they had to sign noncompetition agreements. Vincent
    allowed Craig to handle the noncompetition agreement because “he was the partner. I took him at
    his word. I wanted to make sure that he knew I trusted him.” Vincent never followed up to ensure
    Craig and Mary signed noncompetition agreements.
    ¶ 11   Paul Flavey, son of Total Staffing owner John Flavey, testified that, after Craig’s death, he
    worked at Total Staffing “to kind of sort things out there and just make sure we could still keep
    the ship running.” The day after Craig’s death, Deandra informed Paul that she was having lunch
    with Thomas and Mary. Paul thought the lunch meeting was unusual because he remembered
    having a conversation with his father years ago that “[Craig] and [Mary] had gone and tried to or
    were in the process of starting some other type of staffing firm.” After learning about the lunch,
    Total Staffing negotiated and executed a new employment contract with Deandra.
    ¶ 12   Thomas Kelly, the CEO and president of Staff Illinois, testified that he began working at
    Total Staffing in 2000 and signed a noncompetition agreement on September 25, 2000. During his
    employment, Thomas handled workers compensation and unemployment claims. He also did other
    tasks such as plumbing, electrician, and other handywork at the office. Thomas signed a non-
    competition agreement on September 25, 2000, but never discussed signing a non-competition
    agreement when he returned to Total Staffing in 2016. Thomas knew that Total Staffing stored
    information about its customers and employees in the Ultra 32 and Act! databases. During
    Thomas’s first term of employment between 2000 and 2014, he had unrestricted access to Ultra
    32. When Thomas returned to Total Staffing in 2016, he did not have a computer to access Ultra
    32 but would use Deandra’s computer to access the database to help employees update their
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    passwords. Thomas never recorded or stored Deandra’s login information. Thomas never had
    access to the Act! database. Thomas never copied, printed, or otherwise took any information from
    the two databases. On the day of Craig’s passing, Thomas took two laptop computers from Craig’s
    house and took them to Mary’s house. The next day, Thomas and Mary went to the Naperville
    branch office and met with Deandra. A few days later, Thomas returned and went through Craig’s
    office. Thomas looked through “two file boxes where they pulled his personal belongings” and
    took some file documents from the office.
    ¶ 13   Thomas stated Staff Illinois’s first customer was Hometown Bagel. Marty Lally, an officer
    of Hometown Bagel, and Craig were best friends, and “the Lally family and our family, we have
    cottages on the same lake in Michigan. We hang out most weekends.” Shortly after Thomas left
    Total Staffing, Thomas informed Marty that Thomas and Mary were starting a staffing agency.
    Thomas, Mary, and Jose subsequently had a meeting with Marty and his sister, Kathy Lally, on
    March 21, 2018. During the meeting, Thomas stated that Paul and Joe, the children of Total
    Staffing owners Vincent and John, “stabbed [Mary] in the back”; Mary felt betrayed because the
    employees were instructed not to schedule client meetings for her; Thomas and Mary planned to
    start a competing staffing agency after she quit; and Paul and Joe were treating Craig’s children
    unfairly. After the meeting, Hometown Bagel agreed to work with Staff Illinois. The temporary
    workers were given an opportunity to become employees of Staff Illinois or stay with their current
    staffing agency and obtain another assignment. This process occurred because “a temporary
    employee is an employee of the staffing agency, not the client.” Hometown Bagel informed Staff
    Illinois of the workers’ pay rates and determined the bill rate, i.e., the “percentage that [Staff
    Illinois] charge over the pay rate.” Thomas never asked Hometown Bagel to obtain any
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    information from Total Staffing. Regarding the other six customers, Thomas explained that these
    customers also provided the bill rate, stating, “It’s basically, this is what it is, take it or leave it.
    And if we want the business, we will meet it. If we don’t want the business, we don’t.” Staff Illinois
    never based the bill rate on information obtained from Total Staffing.
    ¶ 14    Thomas testified that Staff Illinois obtains temporary workers by posting “a lot of fliers
    everywhere we can. Job boards, word-of-mouth referrals. Talk to employees. Hit the streets.
    Hustle.” Staff Illinois obtains customers by contacting temporary employees’ previous employers
    because “most of the time, if they’re a temporary worker coming to work for us, they were a
    temporary worker at their other location.” This method is “100 percent our process right now. We
    have no salespeople.” Thomas admitted that he contacted Jose before he resigned from Total
    Staffing but Thomas’s conversation with Jose concerned Craig’s passing. Thomas also admitted
    he informed a senior customer service executive for the Chicago Blackhawks, a nonclient of Total
    Staffing, that Total Staffing was changing its name to Staffing, Inc. and the agency was moving
    locations. Thomas explained that Craig personally paid for and owned the Blackhawks tickets.
    ¶ 15    Terra Kelly Gibbons, Craig’s daughter, testified that she went to Craig’s house on the day
    of his passing. She became upset with her uncle, Thomas, because he was “taking a lot of personal
    calls” and had removed personal belongings like a flash drive, “a leather bag that was filled with
    a bunch of papers,” and two laptop computers. The laptops belonged to Craig and, according to
    Terra, were taken “to whoever Total Staffing uses for IT.” The next day, Thomas changed the
    locks at Craig’s home and informed Terra that “nobody was going to have access to the house
    except for [Mary].”
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    ¶ 16   Mary Brazier testified that she began working at Total Staffing in 1997. Mary never signed
    a noncompetition agreement. In her employment role, Mary “contacted businesses and tried to get
    them to be clients of Total Staffing.” Throughout her employment, Mary developed an
    understanding of various customers’ business needs, and Total Staffing encouraged their
    employees to establish relationships with customers. Mary was familiar with the Ultra 32 and Act!
    databases. She used Ultra 32 “occasionally” and used Act! to keep track of Total Staffing’s
    customers. Mary was also an administrator of Act! and would give employees passwords to the
    database. Mary never copied, printed, or otherwise took any information from Ultra 32 or Act!
    Shortly before Mary resigned from Total Staffing, she received an e-mail from Joseph, stating that
    Joseph wanted to be informed and included in all client meetings and phone calls. Mary stated that
    she was “really surprised to hear this because I never had to bring anybody with me before, other
    than the branch managers” and that she felt “[v]ery angry.” When Hometown Bagel joined Staff
    Illinois, Mary told Jose to inform the temporary employees that Hometown Bagel was switching
    staffing agencies. Mary testified that she also conducted the same conversion process during her
    employment with Total Staffing several times.
    ¶ 17   Leticia Noriega, Total Staffing’s branch manager at the Brookfield office, testified that she
    and Mary met with Reynaldo Salvador, plant manager of Accurate Partitions, on February 8, 2018.
    Before Reynaldo arrived, Mary complained to Leticia that the new management was “bad people”
    and “bastards.” During the meeting, Mary only discussed Total Staffing business and did not say
    anything negative about Total Staffing. A week later, Mary came to the Brookfield office “looking
    at papers we have in the front, which were applications and some policies.” Leticia thought Mary’s
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    actions were “weird because she never got it—she never got involved with those papers.” Mary
    did not make copies of or take any of the documents when she left.
    ¶ 18   Jose Simental testified that he began working at Total Staffing in September 1999 and
    signed a noncompetition agreement on August 21, 2000. The agreement contained an 18-month
    noncompetition provision, which ended on January 20, 2018, based on Jose’s resignation date of
    July 2016. Jose was familiar with and used the Ultra 32 database and knew the database contained
    information about Total Staffing’s customers and temporary employees. Jose did not take any
    information with him when he left the agency, and his first contact with Thomas and Mary after
    he left Total Staffing was on February 10, 2018. He was hired by Staff Illinois on March 21, 2018.
    During his employment with Staff Illinois, Jose contacted and obtained business from Science
    Solution, Bevolution, Evans Food, and Royal Envelope. Mary obtained business from Midland
    Metals and Accurate Partition. These companies were Total Staffing’s former customers, and Jose
    first learned of these companies while working at Total Staffing. After Staff Illinois obtained
    Hometown Bagel as a customer, Jose had a meeting with the Total Staffing employees who worked
    at Hometown Bagel. He informed the employees that (1) Hometown Bagel was switching staffing
    agencies, (2) the workers who wanted to continue working for Hometown Bagel had to complete
    a Staff Illinois application, and (3) the workers who wanted to stay employed with Total Staffing
    needed to seek another work assignment.
    ¶ 19   Esmeralda Chavez, a former temporary employee for Total Staffing, testified that she
    worked at Hometown Bagel for two or three years. During her second year, Jose told Esmeralda
    and other Total Staffing employees that he was the owner of Staff Illinois, that Total Staffing “was
    gonna shut down,” and that he wanted the employees to “switch over.” Elvira Melendez, another
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    former temporary employee for Total Staffing, testified that the owner of Hometown Bagel, Kathy
    Lally, informed workers that Hometown Bagel decided to change staffing agencies and the
    workers had to decide whether they wanted to work for the new staffing agency or seek work
    reassignment with Total Staffing. Jose then discussed Staff Illinois with the workers and provided
    applications. Elvira decided to join Staff Illinois because she wanted to continue working at
    Hometown Bagel.
    ¶ 20    Marty Lally, an officer of Hometown Bagel, testified that Total Staffing provided
    temporary employees to Hometown Bagel. Marty knew Craig as Total Staffing’s president and
    CEO. Marty and Craig were also friends, and Marty knew Thomas. Marty explained Hometown
    Bagel had issues with Total Staffing’s services, such as “orders going unfilled, people not showing
    up when they said people were gonna show up, and also some unqualified workers where they
    would show up and they were not fit for the job, and then we’d—you know, just kind of a turnstile
    at the door.” When Hometown Bagel came across a problem, Sam, Hometown Bagel’s production
    manager, would handle the issue, and Marty would receive information about any problems from
    Sam. Despite the issues, Hometown Bagel never changed staffing agencies “because of Craig.”
    Hometown Bagel switched to Staff Illinois because “Craig was no longer.” Hometown Bagel did
    not inform Total Staffing that it was switching to Staff Illinois because “[w]e weren’t happy with
    the services to begin with, and like everything else, we do change suppliers from time to time.”
    Marty testified that Hometown Bagel set the pay rate for the temporary employees. Hometown
    Bagel provided a list of its temporary employees’ pay rates and bill rates to Staff Illinois in March
    2018.
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    ¶ 21   Reynaldo Salvador testified that he worked at Accurate Partitions from 2011 to 2019.
    Reynaldo first met Mary when he worked for a company called Marietta Corporation. At the time,
    Mary worked with Total Staffing and had helped Reynaldo “out of a couple of different difficult
    situations.” During Reynaldo’s employment with Accurate Partitions, Total Staffing was Accurate
    Partitions’ sole provider of temporary labor. Toward the end of their business relationship,
    Accurate Partitions “had recurring service issues with Total Staffing.” Reynaldo called Mary
    because he knew Mary “would talk to the Total Staffing team. She would give them a nudge, I
    guess so to speak, so that they could get me the people that I needed.” Mary informed Reynaldo
    that she was working for another staffing agency, and Reynaldo asked if Mary’s agency could help
    Accurate Partitions. Reynaldo stated that Mary never said anything negative about Total Staffing.
    Accurate Partitions maintained its relationship with Total Staffing and used multiple staffing
    companies after it obtained temporary workers from Staff Illinois. Reynaldo explained, “I have
    always believed in the world that I live in in [sic] manufacturing, you never put your eggs just in
    one basket. So, I made sure that I kept the relationship with Total as well as with Illinois.”
    ¶ 22   At the conclusion of the trial, the circuit court entered judgment in favor of defendants and
    against Total Staffing on all remaining counts. Regarding count I, the court held defendants did
    not violate the Illinois Trade Secrets Act because (1) Total Staffing’s list of customers was known
    to others outside of the agency including temporary employees, (2) there was no evidence that
    defendants accessed the Ultra 32 and Act! Databases, and (3) “while plaintiff claims that it is
    difficult to find users of temporary labor, defendants testified to the contrary.” Regarding count
    III, the court held defendants did not violate the Illinois Consumer Fraud and Deceptive Business
    Practices Act where there was no evidence that defendants misrepresented any information to
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    Hometown Bagel; defendants informed Total Staffing employees working at Hometown that Staff
    Illinois was not associated with Total Staffing; and Total Staffing did not change its name.
    Defendants also required Total Staffing employees to submit employment applications to join Staff
    Illinois. Regarding count IV, the court held defendants did not tortiously interfere with Total
    Staffing’s business relationship with Hometown Bagel but, instead, engaged in lawful competition.
    The court found, “Hometown was not happy with the quality of service provided by Total Staffing
    (according to Marty Lally) and Hometown also had a close familial reason to switch from Total
    Staffing to Staff Illinois.” This appeal follows.
    ¶ 23                                       II. JURISDICTION
    ¶ 24    On August 24, 2020, Total Staffing filed a second amended complaint for preliminary and
    permanent injunctive relief and damages. The circuit court entered its judgment on March 18,
    2022. Total Staffing filed a notice of appeal on Monday, April 18, 2022. 1 We have jurisdiction
    over this appeal, pursuant to article VI, section 6 of the Illinois Constitution (Ill. Const. 1970, art.
    VI, § 6) and Illinois Supreme Court Rule 303 (eff. July 1, 2017).
    ¶ 25                                         III. ANALYSIS
    ¶ 26    On appeal, Total Staffing argues that (1) the circuit court’s judgment on count I claim of a
    Trade Secrets Act violation should be reversed, (2) the circuit court abused its discretion in
    admitting Marty Lally’s hearsay testimony at trial, and (3) the circuit court’s judgment on count
    III claim of a Consumer Fraud and Deceptive Business Practices Act violation and count IV claim
    1
    Because plaintiffs’ notice of appeal was due on April 17, 2022, which fell on a Sunday, the
    notice of appeal filed on Monday, April 18, 2022, was timely. See Ill. S. Ct. R. 303(a) (eff. July 1, 2017)
    (notice of appeal must be filed within 30 days after final judgment); 5 ILCS 70/1.11 (West 2022)
    (providing how to compute time within which to file notice of appeal when the final day is a Saturday,
    Sunday, or holiday); In re Estate of Malloy, 
    96 Ill. App. 3d 1020
    , 1025 (1981) (notice of appeal filed 32
    days after final judgment was timely, as preceding days were Sunday and a holiday).
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    of tortious interference with prospective economic advantage should be reversed. We review each
    issue respectively.
    ¶ 27                                A. Illinois Trade Secrets Act
    ¶ 28   The Illinois Trade Secrets Act allows recovery of damages for the misappropriation of
    trade secrets. 765 ILCS 1065/4 (West 2018); Multimedia Sales & Marketing, Inc. v. Marzullo,
    
    2020 IL App (1st) 191790
    , ¶ 17. “ ‘To set forth a cause of action for violation of the Act, a plaintiff
    must allege facts that the information at issue was: (1) a trade secret; (2) misappropriated; and
    (3) used in the defendant’s business.’ ” Multimedia Sales & Marketing, Inc., 
    2020 IL App (1st) 191790
    , ¶ 17 (quoting Strata Marketing, Inc. v. Murphy, 
    317 Ill. App. 3d 1054
    , 1068 (2000)).
    ¶ 29   Total Staffing argues that we should reverse the trial court’s judgment on the trade secret
    claim for three reasons. First, the circuit court misapplied the Trade Secrets Act when it held that
    a trade secret requires a person to sign a confidentiality agreement or agree to absolute secrecy to
    constitute “sufficiently secret” information under the Trade Secrets Act. Second, the circuit court
    erred in holding that misappropriation under the Trade Secrets Act requires a physical
    downloading or copying of the trade secret information. Third, the circuit court’s finding that it
    was “not difficult to find users of temporary labor” was against the manifest weight of the
    evidence.
    ¶ 30   Defendants assert the circuit court’s finding that defendants did not violate the Trade
    Secrets Act was not against the manifest weight of the evidence. Specifically, defendants claim
    Total Staffing’s customer and employee information was not a trade secret because (1) the
    information was easily obtainable from temporary employees and customers and (2) there was no
    evidence that defendants accessed Total Staffing’s databases that contained the customer and
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    No. 1-22-0533
    employee information. Furthermore, defendants allege there was no evidence that they
    misappropriated the customer and employee information. Lastly, defendants argue the circuit
    court’s finding that it was “not difficult to find users of temporary labor” was a proper credibility
    determination.
    ¶ 31   Generally, the standard of review after a bench trial is whether the order or judgment is
    against the manifest weight of the evidence. Reliable Fire Equipment Co. v. Arredondo, 
    2011 IL 111871
    , ¶ 12. A decision is against the manifest weight of the evidence only when the opposite
    conclusion is apparent or when the findings appear to be unreasonable, arbitrary, or not based on
    the evidence. Eychaner v. Gross, 
    202 Ill. 2d 228
    , 252 (2002). When the issue is whether the circuit
    court applied the correct legal test to the evidence presented, then the issue is a question of law,
    which is reviewed de novo. Reliable Fire Equipment, 
    2011 IL 111871
    , ¶ 13.
    ¶ 32   Preliminarily, we address the parties’ dispute regarding the standard of review for Total
    Staffing’s first two arguments. Total Staffing argues that the court misapplied the law to the
    undisputed facts and we should review the issues de novo. Defendants argue such issues are
    reviewed under the manifest weight of the evidence standard because the circuit court applied the
    proper test to weigh the trial evidence. We disagree with Total Staffing’s contention that these
    issues are reviewed de novo. In its brief, Total Staffing argues that the trial court misapplied the
    provisions of the Trade Secrets Act because the law neither requires a person to sign a
    confidentiality agreement or agree to absolute secrecy for the information to be “sufficiently
    secret,” nor requires a physical downloading or copying of the information to constitute a trade
    secret. In doing so, Total Staffing does not challenge the circuit court’s application of the proper
    legal test, as it agrees that the Trade Secrets Act is applicable here. Rather, Total Staffing asserts
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    that the court misapplied the provision of the Trade Secrets Act to the relevant facts in this case.
    Thus, the questions presented here are factual in nature, and the appropriate standard of review for
    these issues is the manifest weight of the evidence standard. See Diocese of Quincy v. Episcopal
    Church, 
    2014 IL App (4th) 130901
    , ¶ 39.
    ¶ 33                                       1. Trade Secret
    ¶ 34   A “trade secret” is
    “information, including but not limited to, technical or non-technical data, a formula,
    pattern, compilation, program, device, method, technique, drawing, process, financial data,
    or list of actual or potential customers or suppliers, that:
    (1) is sufficiently secret to derive economic value, actual or potential, from not
    being generally known to other persons who can obtain economic value from its disclosure
    or use; and
    (2) is the subject of efforts that are reasonable under the circumstances to maintain
    its secrecy or confidentiality.” 765 ILCS 1065/2 (West 2018).
    A “trade secret” must be
    “defined in terms of the facts of a particular case, with the following factors to be
    considered: (1) the extent to which the information is known outside of the employer’s
    business; (2) the extent to which information is known by employees and others involved
    in the business; (3) the extent of the measures taken by the employer to guard the secrecy
    of the information; (4) the value of the information to the employer and his competitors;
    (5) the effort or money expended by the employer in developing the information; and
    (6) the ease or difficulty with which the information could be properly acquired or
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    No. 1-22-0533
    duplicated by others.” Smith Oil Corp. v. Viking Chemical Co., 
    127 Ill. App. 3d 423
    , 427
    (1984).
    ¶ 35   Whether the information constitutes a trade secret focuses fundamentally on its secrecy.
    Multimedia Sales & Marketing, Inc., 
    2020 IL App (1st) 191790
    , ¶ 17. Thus, to show that
    information falls within the Trade Secrets Act’s purview, the plaintiff must show that the
    information was sufficiently secret to give plaintiff a competitive advantage and plaintiff took
    affirmative measures to prevent others from acquiring or using the information. 
    Id.
     Under the
    Trade Secrets Act, information is not sufficiently secret to qualify for protection when it is “within
    the realm of general skills and knowledge” in the relevant industry. (Internal quotation marks
    omitted.) REXA, Inc. v. Chester, 
    42 F.4th 652
    , 664 (7th Cir. 2022).
    ¶ 36   The Second District’s decision in Smith Oil Corp., 127 Ill. App. 3d at 427, provides
    guidance on this issue. There, the court reviewed whether an employer’s customer information
    was protected as a trade secret. Id. In finding that the information in its case was not a trade secret,
    the court stated:
    “The manifest weight of the evidence adduced at the hearing supports the
    conclusion that the customer sales reports were not trade secrets. There was evidence that
    the defendants did not need the plaintiffs’ sales report because the customer would give the
    salesman the price he was paying previously in order to get a competitive price; that
    product and pricing information was routinely given out by Smith order clerks to customers
    over the phone; that the customer lists were not under lock and key and were available to
    any clerk or employee; that computer sales reports were not restricted as to access nor
    locked up; that the defendants knew who the major customers in the industry were from
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    No. 1-22-0533
    general experience and merely had to ask the customer to give him a copy of the blanket
    orders, price structure and names of the products he was buying in order to compete; and
    that customers commonly dealt with more than one supplier, depending on who made the
    best bid. While it is undisputed that knowing who the customers are and what their needs
    are is valuable business information, the trial court’s conclusion that the salesman’s
    knowledge comes under the category of general knowledge and not under the category of
    a protectable trade secret is supported by the manifest weight of the evidence.” Id. at 428.
    ¶ 37   Similarly, the evidence here supports a finding that Total Staffing’s customer and employee
    information were not “sufficiently secret” to gain a competitive advantage. The evidence shows
    some of the alleged information, such as pay and bill rates, was determined by and obtained from
    the customers. The information was also easily obtainable from Total Staffing. When requested,
    Total Staffing gave Hometown Bagel a list of employee names, pay rate, and bill rate information.
    Hometown subsequently gave the information to defendants. Thomas testified he never asked
    Hometown Bagel to obtain the information from Total Staffing. Although access to the Ultra 32
    and Act! databases were restricted, based on an employee’s position and branch territory,
    defendants testified that any information used to obtain the seven former Total Staffing costumers
    did not come from these databases. Rather, defendants knew the customers by developing personal
    relationships with the decision-makers and gathered information, such as the pay and bill rates,
    from the customers. Like Smith Oil, the evidence supports the conclusion that defendants used
    their general skill and knowledge, rather than “confidential particularized plans or processes
    developed by the employer,” to obtain its customers. See id. at 427 (“Generally, an employee
    whose employment has terminated may not take ‘confidential particularized plans or processes
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    No. 1-22-0533
    developed by his employer,’ but may take ‘general skills and knowledge acquired during his tenure
    with the former employer’ ” (quoting Schulenburg v. Signatrol, Inc., 
    33 Ill. 2d 379
    , 387 (1965))).
    ¶ 38    Total Staffing claims that the Second District’s decision in The Agency, Inc. v. Grove, 
    362 Ill. App. 3d 206
     (2005), is analogous to this case. There, the issue before the court was whether
    the provisions of a covenant not to compete were enforceable. Id. at 209. In reviewing the issue,
    the court had to determine whether “the employee gained confidential information through his
    employment that he attempted to use for his own benefit.” Id. at 214. The court stated an employee
    “may not take confidential particularized information disclosed to him during the time the
    employer-employee relationship existed which are unknown to others in the industry and which
    give the employer advantage over his competitors.” (Internal quotation marks omitted.) Id. at 216.
    The court found that the computerized client profiles containing client identities, client business
    cycles, expiration dates, and personnel preferences gave defendant and her subsequent employer
    an unfair competitive advantage. Id. at 217-18. The court also found that the information was
    relatively unknown where plaintiff took measures to guard its client information from the public.
    Id. at 219.
    ¶ 39    The court held, based on these facts, that the information was confidential, and thus, the
    circuit court erred in finding the covenant was unenforceable. Id. The court explained that its
    holding was “limited to the enforceability of the confidentiality provisions of the Covenant” and
    remanded the case for the circuit court to consider “whether a preliminary injunction should issue
    under the Trade Secrets Act.” Id. at 220.
    ¶ 40    Here, the issue before us is whether the alleged information constitutes a trade secret under
    the Trade Secrets Act and involves a different legal framework and procedural posture than those
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    No. 1-22-0533
    presented in Agency. See id. at 216 (considering whether the confidentiality provisions of the
    covenant were enforceable and “the question of whether a covenant is enforceable under the facts
    is a legal question subject to de novo review”). Therefore, we find Agency distinguishable from
    this case. Here, Total Staffing did not treat the information as confidential and secret because Total
    Staffing gave Hometown Bagel a list of employee names, pay rate, and bill rate information. Also,
    some customers conducted business with multiple entities, such that their identities were known.
    Accordingly, we hold the circuit court’s finding that the customer and employee information were
    not protectable trade secrets was not against the manifest weight of the evidence.
    ¶ 41                                     2. Misappropriation
    ¶ 42   Total Staffing argues that the circuit court erred as a matter of law by concluding there was
    no misappropriation. We find that there can be no misappropriation of a trade secret where there
    is no trade secret. Because we find that the circuit court’s ruling that Total Staffing failed to
    establish a protectable trade secret was not against the manifest weight of the evidence, the
    question of whether defendants misappropriated trade secrets is moot.
    ¶ 43                           3. Factual Finding (Temporary Labor)
    ¶ 44   In its ruling, the circuit court found “while plaintiff claims that it was difficult to find users
    of temporary labor, defendants testified to the contrary. The [c]ourt finds that defendants’
    testimony is more credible than plaintiff’s testimony.” The trial evidence supports the circuit
    court’s finding, as the evidence infers that customers were available and accessible. Thomas
    testified that Staff Illinois obtained customers from its temporary employees’ employment history.
    The witnesses testified that it was common for customers to use multiple staffing companies at
    one time, especially when one staffing company could not provide enough temporary employees
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    No. 1-22-0533
    to fulfill labor demands. Reynaldo testified that Accurate Partitions used multiple staffing
    companies after it obtained business from Staff Illinois and that it maintained a relationship with
    both Total Staffing and Staff Illinois. The circuit court found this testimony more credible than the
    testimony of other witnesses, who testified that finding users of temporary labor was difficult.
    “Under the manifest weight standard, we give deference to the trial court as the finder of fact
    because it is in the best position to observe the conduct and demeanor of the parties and witnesses.”
    Best v. Best, 
    223 Ill. 2d 342
    , 350 (2006). Therefore, we hold that the circuit court’s finding
    regarding temporary labor was not against the manifest weight of the evidence.
    ¶ 45                                   B. Hearsay Testimony
    ¶ 46    Total Staffing argues that the circuit court abused its discretion by admitting Marty Lally’s
    hearsay testimony that Sam, Hometown Bagel’s production manager, informed Marty that Total
    Staffing was not performing well. Total Staffing claims Marty’s testimony was material to the
    court’s decision on the Consumer Fraud and Deceptive Practices Act claim. Defendants contend
    Marty’s testimony was not hearsay because it was not offered for the truth of the matter asserted
    but, rather, to elicit the reason why Marty decided to terminate Total Staffing’s services.
    Defendants further claim that the issue is waived because Total Staffing failed to object “until well
    after [Marty] made his statements.” Illinois courts apply an abuse of discretion standard when
    reviewing a trial court’s decision regarding the admission of hearsay. In re Jovan A., 
    2014 IL App (1st) 103835
    , ¶ 20. An abuse of discretion will be found only where the trial court’s ruling is
    arbitrary, fanciful, or unreasonable or where no reasonable person would take the view adopted by
    the trial court. 
    Id.
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    No. 1-22-0533
    ¶ 47   We first address the defendants’ waiver argument. To preserve an issue for appellate
    review, a party must make a timely objection. Sinclair v. Berlin, 
    325 Ill. App. 3d 458
    , 467 (2001).
    Generally, timeliness requires that objections to evidence be made at the time the evidence is
    offered or as soon as the grounds for the objection become apparent. 
    Id.
     During examination of
    Marty Lally, the following exchange occurred:
    “[DEFENDANTS’ ATTORNEY]: Do you recall any issues with Total Staffing services to
    Hometown Bagel?
    A. Yeah, there were issues of not fulfilling orders and (inaudible).
    [DEFENDANTS’ ATTORNEY]: I can’t hear you.
    A. There were issues of orders going unfilled, people not showing up when they said people
    were gonna show up, and also some unqualified workers where they would show up and
    they were not fit for the job, and then we’d—you know, just kind of a turnstile at the door.
    ***
    [DEFENDANTS’ ATTORNEY]: Mr. Lally, when there was a problem with an employee
    of Total Staffing, who dealt with it, you or Sam, the production manager?
    A. Mostly Sam.
    [DEFENDANTS’ ATTORNEY]: So, anything that you knew or think you knew about the
    problems came from Sam, correct?
    A. Correct.
    [PLAINTIFFS’ ATTORNEY]: Your Honor, I ask his prior testimony about the problems
    be stricken as hearsay.
    [DEFENDANTS’ ATTORNEY]: Your Honor, he said most of, he didn’t say all of.
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    No. 1-22-0533
    THE COURT: The request to strike the testimony is denied.”
    ¶ 48   Here, the grounds for objection became apparent when Marty identified that the
    information regarding Total Staffing’s performance did not come from himself but from Sam, the
    production manager. At that moment, the plaintiffs’ attorney objected to Marty’s prior statement.
    Thus, we find plaintiffs’ objection timely, and the issue was preserved for appellate review. As
    such, we consider whether the circuit court improperly allowed Marty’s alleged hearsay statement.
    ¶ 49   Hearsay is a statement, other than a statement made by the declarant while testifying at the
    trial or hearing, offered into evidence to prove the truth of the matter asserted. Ill. R. Evid. 801(c)
    (eff. Oct. 15, 2015); McIntyre v. Balagani, 
    2019 IL App (3d) 140543
    , ¶ 92. An out-of-court
    statement offered as evidence for some purpose other than to prove the truth of the matter asserted
    is not hearsay. McIntyre, 
    2019 IL App (3d) 140543
    , ¶ 92.
    ¶ 50   Here, Marty’s statement about Total Staffing’s performance was not offered to prove the
    truth of the matter asserted—namely, that Sam stated there were issues with unfulfilled orders.
    Rather, the statements were offered to show what occurred before Hometown Bagel transferred its
    business to Staff Illinois. Marty’s statement does not constitute hearsay and, therefore, was
    admissible at trial. Accordingly, we find the circuit court did not abuse its discretion in admitting
    Marty’s statement about Total Staffing’s performance.
    ¶ 51                  C. Consumer Fraud and Deceptive Business Practices Act
    ¶ 52   Total Staffing claims defendants engaged in deceptive acts and practices in violation of the
    Consumer Fraud and Deceptive Business Practices Act when they made misrepresentations to
    Marty Lally, an officer of Hometown Bagel, about Total Staffing’s treatment of Craig’s children
    and mother and converted the employment of Total Staffing’s employees working at Hometown
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    No. 1-22-0533
    Bagel to Staff Illinois. Defendants assert the circuit court’s finding that Hometown Bagel did not
    rely on any alleged fraud or deception when it transferred to Staff Illinois was consistent with the
    manifest weight of the evidence.
    ¶ 53   To state a cause of action under the Consumer Fraud and Deceptive Business Practices
    Act, a plaintiff must allege (1) a deceptive act or practice was committed by the defendant, (2) the
    defendants intended that the plaintiff rely on the deception, and (3) the deception occurred during
    conduct involving trade and commerce. Weatherman v. Gary-Wheaton Bank of Fox Valley, N.A.,
    
    186 Ill. 2d 472
    , 492 (1999). The Consumer Fraud and Deceptive Business Practices Act defines
    “unfair or deceptive acts or practices” to include
    “the use or employment of any deception, fraud, false pretense, false promise,
    misrepresentation or the concealment, suppression or omission of any material fact, with
    intent that others rely upon the concealment, suppression or omission of such material fact,
    or the use or employment of any practice described in Section 2 of the ‘Uniform Deceptive
    Trade Practices Act.’ ” 815 ILCS 505/2 (West 2018).
    ¶ 54   Here, Total Staffing claims defendants misrepresented information to Hometown Bagel.
    “Where the deception is based on a misrepresentation, that misrepresentation must be material and
    must relate to a matter upon which the plaintiff could be expected to rely in determining whether
    to engage in the conduct in question.” Smith v. Prime Cable of Chicago, 
    276 Ill. App. 3d 843
    , 857
    (1995). A representation known to be false or made in culpable ignorance of its truth or falsity is
    fraudulent. Crowder v. Bob Oberling Enterprises, Inc., 
    148 Ill. App. 3d 313
    , 316 (1986). Even a
    negligent or innocent misrepresentation may be actionable under the Consumer Fraud and
    Deceptive Business Practices Act. Aliano v. Ferriss, 
    2013 IL App (1st) 120242
    , ¶ 12. As a general
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    No. 1-22-0533
    rule, the expression of an opinion does not support an action under the Consumer Fraud and
    Deceptive Business Practices Act. In re Estate of Albergo, 
    275 Ill. App. 3d 439
    , 451 (1995). “A
    representation is one of opinion rather than fact if it only expresses the speaker’s belief, without
    certainty, as to the existence of a fact.” (Internal quotation marks omitted.) Antonacci v. Seyfarth
    Shaw, LLP, 
    2015 IL App (1st) 142372
    , ¶ 35.
    ¶ 55   The evidence supports a finding that the statements Thomas made to Marty did not
    constitute misrepresentations. On March 21, 2018, during the meeting with Marty and Kathy Lally,
    Thomas told Marty that Paul and Joe “stabbed [Mary] in the back” and that Mary felt betrayed
    because the Total Staffing employees were instructed not to schedule client meetings for Mary and
    Thomas. Thomas also stated that Mary planned to start a competing staffing agency after she quit.
    Mary confirmed in her testimony that she was “[v]ery angry” by the decision that she could not
    attend client meetings alone. These statements are further supported by Joseph’s testimony that he
    created a new policy that he had to attend all customer meetings when he became vice president
    of Total Staffing and that he did not “pick on” Mary when he made that decision. Thus, the
    statements Thomas made to Marty about Mary were not misrepresentations, but truthful statements
    supported by testimony. Also, during the 2018 meeting, Thomas told Marty that Paul and Joe were
    treating Craig’s children unfairly. Thomas explained he felt this way because Total Staffing
    “just were not giving them, I guess, a seat at the table for my brother’s shares. They were
    giving them a run around. And I didn’t feel that it was fair, you know, that this company
    that basically has a state, they were doing whatever they were doing. I don’t know.”
    Given the context of his statement, the belief of Thomas that Craig’s children were treated unfairly
    speaks to his opinion rather than a misrepresentation.
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    No. 1-22-0533
    ¶ 56   Furthermore, the evidence also supports a finding that defendants did not misrepresent any
    information regarding Total Staffing when Staff Illinois converted the temporary employees who
    worked at Hometown Bagel from Total Staffing to Staff Illinois. Mary testified that, when
    Hometown Bagel joined Staff Illinois, she told Jose to inform the temporary employees that
    Hometown Bagel was switching staffing agencies. Mary testified that she also conducted the same
    conversion process during her employment with Total Staffing several times. Jose testified he
    informed the employees that Hometown Bagel was switching staffing agencies and that the
    workers who wanted to continue working for Hometown Bagel had to complete a Staff Illinois
    application. He also told the employees that the workers who wanted to stay employed with Total
    Staffing needed to seek another work assignment. Elvira testified that the owner of Hometown
    Bagel, Kathy Lally, informed workers that Hometown Bagel decided to change staffing agencies
    and that the workers had to decide whether they wanted to work for the new staffing agency or
    seek work reassignment with Total Staffing. Jose then discussed Staff Illinois with the workers
    and provided applications. Although Esmeralda testified that Jose told the temporary employees
    that Total Staffing “was gonna shut down,” her testimony was contradicted by Mary, Jose, and
    Elvira’s testimony, and we will not disturb the trial court’s factual findings based on that testimony.
    See Chicago’s Pizza, Inc. v. Chicago’s Pizza Franchise Ltd. USA, 
    384 Ill. App. 3d 849
    , 859 (2008).
    Therefore, we hold the circuit court’s conclusion on the Consumer Fraud and Deceptive Business
    Practices Act claim was not against the manifest weight of the evidence.
    ¶ 57            D. Tortious Interference With a Prospective Economic Advantage
    ¶ 58   Total Staffing claims defendants tortiously interfered with a prospective economic
    advantage when they misrepresented to Marty Lally, an officer of Hometown Bagel, that Total
    - 27 -
    No. 1-22-0533
    Staffing treated Craig’s children and mother unfairly and converted the employment of Total
    Staffing’s employees working at Hometown Bagel to Staff Illinois. Total Staffing acknowledges
    the exception of lawful competition; however, it claims the exception is inapplicable here, where
    defendants engaged in unfair means of competing. Defendants contend they used lawful means to
    obtain Hometown Bagel’s business and, therefore, did not tortiously interfere with a prospective
    economic advantage.
    ¶ 59   Under a claim of tortious interference with a prospective economic advantage, a plaintiff
    must prove (1) a reasonable expectation of entering a valid business relationship, (2) the
    defendant’s knowledge of the plaintiff’s expectancy, (3) purposeful interference by the defendant
    that prevents the plaintiff’s legitimate expectancy from ripening into a valid business relationship,
    and (4) damages to the plaintiff resulting from such interference. Fellhauer v. City of Geneva, 
    142 Ill. 2d 495
    , 511 (1991). This court recognizes the privilege of lawful competition. See Soderlund
    Brothers, Inc. v. Carrier Corp., 
    278 Ill. App. 3d 606
    , 615 (1995). “The privilege to engage in
    business and to compete allows one to divert business from one’s competitors generally as well as
    from one’s particular competitors provided one’s intent is, at least in part, to further one’s business
    and is not solely motivated by spite or ill will.” 
    Id.
     This court has relied on the guidance of section
    768 of the Restatement (Second) of Torts, which sets forth the elements for lawful competition.
    Section 768 states:
    “(1) One who intentionally causes a third person not to enter into a prospective
    contractual relation with another who is his competitor or not to continue an existing
    contract terminable at will does not interfere improperly with the other’s relation if
    - 28 -
    No. 1-22-0533
    (a) the relation concerns a matter involved in the competition between the
    actor and the other and
    (b) the actor does not employ wrongful means and
    (c) his action does not create or continue an unlawful restraint of trade and
    (d) his purpose is at least in part to advance his interest in competing with
    the other.” Restatement (Second) of Torts § 768 (1979).
    ¶ 60      The comments in the Restatement (Second) of Torts further explain each element.
    Specifically, discussing wrongful means, comment e provides, “The predatory means discussed in
    § 767, Comment c, physical violence, fraud, civil suits and criminal prosecutions, are all wrongful
    in the situation covered by this Section. On the other hand, the actor may use persuasion and he
    may exert limited economic pressure.” Restatement (Second) of Torts § 768, cmt. e (1979).
    Dealing with unlawful restraint of trade, comment f explains, “One who refuses to deal with
    another *** to establish or maintain an illegal monopoly is subject to liability to the other.
    Obviously, he is subject to liability if for the same purpose he intentionally causes third persons
    not to deal with the other.” Restatement (Second) of Torts § 768, cmt. f (1979). Addressing one’s
    interest in competition, comment g states, “if his conduct is directed solely to the satisfaction of
    his spite or ill will and not at all to the advancement of his competitive interests over the person
    harmed, his interference is held to be improper.” Restatement (Second) of Torts § 768, cmt. g
    (1979).
    ¶ 61      Considering these factors, the evidence supports a finding that defendants engaged in
    lawful competition. As to subsection (a), Total Staffing and Staff Illinois are engaged in the same
    business of providing temporary labor to businesses. As to subsection (b), Mary and Jose testified
    - 29 -
    No. 1-22-0533
    they reached out to the businesses at issue only to inform them of their new agency, and these
    businesses transferred their labor to Staff Illinois because they were experiencing issues with Total
    Staffing’s services or had developed a positive relationship with Mary. Marty testified Hometown
    Bagel was experiencing staffing problems before it transitioned to Staff Illinois. Reynaldo testified
    that Accurate Partitions “had recurring service issues with Total Staffing.” The evidence supports
    a finding that none of defendants’ actions reach the level of wrongful means anticipated by section
    768 of the Restatement (Second) of Torts. At most, the evidence demonstrates defendants’ actions
    were acceptable uses of persuasion in their business practices.
    ¶ 62   As to subsection (c), the witnesses testified that it was common for customers to use
    multiple staffing companies at one time, especially when one staffing company could not provide
    enough temporary employees to fulfil labor demands. For instance, Reynaldo testified that
    Accurate Partitions maintained its relationship with Total Staffing and used multiple staffing
    companies after it obtained business from Staff Illinois. Reynaldo explained, “I have always
    believed in the world that I live in in [sic] manufacturing, you never put your eggs just in one
    basket. So, I made sure that I kept the relationship with Total as well as with Illinois.” Thus, the
    evidence supports a finding that defendants’ actions allowed for freedom of trade between the
    staffing agencies. As to subsection (d), the evidence shows that defendants recruited and obtained
    business by other means outside of the seven businesses at issue. Thomas testified that Staff Illinois
    obtains customers by referring to temporary employees’ previous employer because “most of the
    time, if they’re a temporary worker coming to work for us, they were a temporary worker at their
    other location.” This method is “100 percent our process right now. We have no salespeople.”
    Thomas also stated that Staff Illinois obtains temporary workers by posting “a lot of fliers
    - 30 -
    No. 1-22-0533
    everywhere we can: job boards, word-of-month referrals, talk to employees, hit the streets, hustle.”
    There is no evidence that defendants’ only agenda was to seek Hometown Bagel’s business out of
    spite or ill will. Therefore, the circuit court’s finding on the tortious interference with a prospective
    economic advantage claim was not against the manifest weight of the evidence.
    ¶ 63                                     IV. CONCLUSION
    ¶ 64    Pursuant to our deferential standard, the circuit court’s findings in favor of defendants and
    against plaintiffs on counts I, III, and IV of the second amended complaint for preliminary and
    permanent injunctive relief and damages were not against the manifest weight of the evidence.
    Accordingly, we affirm the circuit court’s judgment.
    ¶ 65    Affirmed.
    - 31 -
    No. 1-22-0533
    Total Staffing Solutions, Inc. v. Staffing, Inc., 
    2023 IL App (1st) 220533
    Decision Under Review:        Appeal from the Circuit Court of Cook County, No. 2018-CH-
    04399; the Hon. Patrick J. Sherlock, Judge, presiding.
    Attorneys                     Alan W. Nicgorski, of Hansen Reynolds LLC, and Gregg
    for                           Minkow, of Minkow & Bergman, LLC, both of Chicago, for
    Appellant:                    appellants.
    Attorneys                     Gregory J. Jordan and Mark R. Zito, of Jordan & Zito LLC, of
    for                           Chicago, for appellees.
    Appellee:
    - 32 -