
    DISCLOSURE OF SECRET MECHANICAL IDEAS.
    Common Pleas Court of Montgomery County.
    The National Cash Register Company v. Carl Heyne, the American Cash Register Company, the Saxe Register Company, the National Cash Register Users Protective Association, Elbert C. Morton and Julius V. Jones, as Notary Public in and for Montgomery County, Ohio.
    Decided, November 23, 1910.
    
      Trade Secrets and the Disclosure of — Injunction Against — Unlawful Combinations for the Injury of an Established Business — Quo Warranto Suits Brought in Furtherance of, May be Enjoined — Interference With the Talcing of Depositions by Authority of a Court of a Sister State — Extent to Which Injunction Will Lie.
    
    1. Injunction will lie against the disclosure or the using of confidential information or trade secrets, or the combining with others for the purpose of injuring an established business.
    2. Injunction will lie against the institution of suits in quo warranto and the employing of counsel to prosecute such suits, in furtherance of an unlawful combination promoted by competitors for the purpose of injuring the business of the defendant in such quo warranto suits.
    3. Inasmuch as the taking of depositions is an incident to and a part of the proceedings in any cause in which they are to be used, a restraining order can not be made to extend to a notary taking such depositions for use in the courts of a sister state.
    4. Whether a notary taking depositions for use in a court of a sister state is disqualified therefor by reason of interest or bias is a question for determination in the court in which it is proposed the depositions shall be used.
    Petition.
    Said the National Cash Register Company, plaintiff, avers that it is and has long been a corporation organized and existing under the laws of the state of Ohio, for the purpose of devising, improving, manufacturing and selling cash registers and registering mechanisms of all sorts, and devices for accounting for monetary transactions; also machinery and tools for the construction of any of these devices or parts thereof; having its principal offices and factories at the city of Dayton, in said county; and for convenience and economy, and to receive and maintain due patent protection, having some of its factories elsewhere; and in Canada, and in Germany and Great Britan.
    That a corporation of the same name, organized under the laws of Ohio, in substance carried on plaintiff’s business at an earlier date, which corporation duly sold and transferred all its rights, property, letters patent^ business and equities to National Cash Register Company, a corporation of the state of New Jersey, which latter assumed all said vendor’s contract obligations; and said New Jersey corporation, after carrying on said business for a time, duly sold and transferred the same and all its rights, property, letters patent and equities to plaintiff, when plaintiff assumed all its contract obligations.
    Plaintiff says that at the time of said respective transfers, most of the officers, experts and employes of said vendor companies continued and remained in the management and employ of said vendee corporations; and among others, said Heyne was from about 1902 continued in the confidences of said companies, and so in the employ of the National Cash Register Company, plaintiff; as hereinafter stated.
    Plaintiff says said Heyne was by its said vendor company, being said New Jersey corporation, placed in its employ as member of its inventions committee in July, 1902; and was by the board of directors of said vendor company, being said New Jersey corporation, made supervisor of its patent department and also was made supervisor of its competition department affairs, May 19, 1903; and was by said plaintiff made manager, of inventions of its business and mechanisms, in June, 1906; and a member of its future demands and improvements committee; and so continued substantially, though with some changes of names, but not of duties; and was1 so placed and so.served where he was by plaintiff informed about much of the inventions, plans and •business secrets of plaintiff’s said business, all in a confidential way; and said Heyne so continued until employment by plaintiff ended as hereinafter stated.
    Said the National Cash Register' Company, plaintiff, avers:
    That it and its vendor companies, by invention, expenditure, and enterprise, developed the cash register mechanisms and brought about their first use and afterwards their general use as a practicable business utility, first in Ohio, then throughout the United States, and finally throughout the world; and in so doing, and improving the same, with registering mechanisms of all sorts, and devices for accounting for monetary -transactions, and in planning and perfecting mechanisms and devices for said and kindred purposes, and especially in planning and perfecting different kinds and styles of such registers, adapted to different businesses and uses, and currencies in foreign countries, have expended several millions of dollars and spent over, twenty-five years of time; and now employ at Dayton, Ohio, over five thousand of skilled workmen in plaintiff’s factories; and many more in other countries, and many hundreds of sales officers and salesmen here and abroad,, so that plaintiff now has its said product on profitable sale in every civilized country and in nearly every city in the world.
    Plaintiff says that in so doing, it has been and is lawfully and justly carrying on a large and important industry which is sought and is liable to be unlawfully and irreparably damaged by the wrongs hereinafter set forth.
    Plaintiff has in process of construction, at great expense to it and at a cost to it of many thousands of dollars, at various stages of invention now in progress, and in large part nearly completed, improved registers, mechanisms and devices useful in its said business, which will justly and lawfully and greatly increase its revenue, unless confidential information relating thereto is unlawfully disclosed to competitors as hereinafter set forth.
    That its said business depends in largest part, upon the protection lawfully afforded plaintiff by letters patent of the United States and of many foreign countries, covering inventions relating to its said registering mechanisms of all sorts and devices for accounting for monetary transactions; and depends upon the further improvement and diversity thereof to meet a great variety of businesses and currencies in this and foreign countries; more than a thousand of which letters patent have been, by the United States or foreign countries duly granted to said plaintiff, or to its said vendor companies, or others, and are now owned by plaintiff at a very large expense- to plaintiff, including experimenting preliminary therefor. Said principal foreign patents are from’ England, Germany, Austria, France and Canada. Plaintiff’s said business and product is covered in part by letters patent in about fifteen foreign countries, and plaintiff has pending applications for letters patent in nearly all of said countries specifically mentioned. Plaintiff also has many applications for letters patent now pending in the United States. Said patents now issued.to and owned by plaintiff cover a great many and a wide variety of separate claims; and there are many claims involved in said applications now pending for letters patent, which should be issued to plaintiff.
    Plaintiff avers that the continued prosperity and profit of said business can only be maintained and further extended by gathering data and reports of a confidential nature, through the plaintiff’s agents and otherwise, of what its said mechanisms and devices do or fail to do in users ’ hands, and of the reasons why, and of what customers’ interests and demands will in the future further require; and of what mechanical and other improvements can be invented and devised to perfect, simplify, and enlarge the utility of plaintiff’s product and output; and by classifying and studying such information by said committees and other departments of plaintiff’s organization, or by suggestion then or otherwise confidentally made, and submitting the samé to expert inventors and workmen and others in plaintiff’s employ; and by costly experimenting at plaintiff’s expense, to the end that such improvements and extensions of plaintiff’s product may be successfully made and kept secret until duly protected by letters patent at home and abroad. Some of said suggestions and improvements and devices can, and some can not be protected by letters patent, but in such cases can be kept secret and confidential, and used to great advantage in the proper and lawful betterment and protection of plaintiff’s business. All of said matters are lawfully and properly of a confidents! nature, as said defendants well know, and as said Heyne when in plaintiff’s employ and since, always did well know.
    Plaintiff says that from about June, 1906, until he went abroad, about March, 1907, while in the employ of plaintiff as manager of inventions, and afterwards by correspondence and otherwise, and often long prior thereto, said Heyne had entrustéd to him by plaintiff, and acquired by reason of his said employment by it, knowledge of much that was going on in the experimental and other departments of said plaintiff; and during said time,, while a member of its future demands and improvements committee, said Heyne acquired knowledge of many of its contemplated improvements and inventions, and confidental plans for placing the same on the market and protecting the same by letters patent; and also as to what was and is proposed to be done, and what was and was not tried out and found to be practicable or impracticable, by the costly construction of models at plaintiff’s expense, or of that of its said vendor companies; and was so informed of the advisability of placing experimental machines in use, and of what inventions said plaintiff desired to proceed with; and of much of their confidential matter as to suggestions and improvements known to said committees, or either of them, or to said company otherwise.
    As manager of inventions during said time, said Heyne had in part direct supervision of plaintiff’s five experimental departments, and in part directed much and an essential portion of the work that was placed and carried on in said departments.
    Plaintiff says said number of men in said several experimental departments change from time to time, but there were approximately one hundred skilled workmen so employed at great expense to plaintiff under said Heyne’s direction.
    Plaintiff says, in its said business, it expended during the years of 1906 and 1907, and since, more than- ten thousand dollars per month for the purpose of invention, and in larger part for experimenting thereon, and for letters patent covering the same.
    
      Plaintiff says said Iieyne was appointed by said plaintiff to said positions and eonfidental work, not because of his experience or skill in mechanical questions, nor for his judgment in making decisions thereon; but for the purpose of getting information from others, and was instructed and accustomed to report thereon direct to said plaintiff, in part for the purpose.of preventing the disclosure of such information to others.
    Plaintiff says said defendant Iieyne was, during'all said time, by said company at times specially informed .of its eonfidental matters in the legal and other departments of said company, and had in part the immediate control and direction thereof, largely for the purpose of keeping and preventing disclosure of said confidences relating to its lawful business and to matters other than invention, and in such employment was at certain times specially and confidentially informed of much relating to its contracts, its evidence, and its transactions of a confidential nature about many legitimate and important things in its business.
    That said plaintiff in March, 1907, directed said Heyne to specially inform himself by conference with plaintiff’s inventors and experimenters and patent experts, about plaintiff’s needs and inventions, present and prospective, on divers machines and mechanical and other improvements, in use or designed to meet or forestall unfair competition abroad, particularly in Germany, where plaintiff’s registers were then being infringed as plaintiff was advised. That said Heyne did-so; and to that end secured from his subordinates and others of plaintiff’s employes, valuable photographs, drawings, parts-, official .reports, designs, and data, all of a secret and confidential nature, of great value in relation to such matters and to plaintiff’s business; which said Heyne, in part, wrongfully retains, and for pay has in part disclosed and is likely to further disclose to plaintiff’s competitors and to his present employers and to said defendants in combination with him and to others in their interest, -to plaintiff’s irreparable injury. With said material and information in hand said Heyne was by said plaintiff’s direction sent to Germany, and was by said plaintiff about to be placed in charge of much of plaintiff’s business abroad, when plaintiff having reason to no longer trust said Heyne with such work, ordered him home;' where early in September, 1907, his employment by plaintiff, by mutual agreement, terminated, except for a further payment of about three thousand dollars then or thereafter made as a bonus to him to prevent improper disclosures by him, and for good will thereafter, which said money in monthly salary payments was, by mutual agreement, paid him by said plaintiff up to December 1, 1907. Said Heyne had been paid by plaintiff theretofore a very large salary, to-wit: the sum of one thousand dollars per month, by reason in large part of the important and confidential nature of the information and secrets entrusted to him.
    During the last year of said Heyne’s employment and previously, he was accustomed to meet from time to time with plaintiff’s patent counsel and patent experts and others, and confer with and be informed by them of new machines and improvements, contemplated and soon to be gotten out, and about procuring patents for the same at home and abroad; and was also confidentially informed of much about its patent litigation and other affairs connected with its patent rights.
    Plaintiff says it was always the order of said vendor companies and of itself that all matters above named be kept confidential, which orders were known and generally observed by the officers and employes of each, especially by said Heyne,' who both duly gave and received such orders; and orders to this end, of said vendor companies, remained the orders of said vendee companies and of plaintiff.
    The defendant, the American Cash Register Company, is a corporation organized and existing under the laws of ..Ohio, with its principal place of business at Columbus in said state. Said defendant is and since about February 12, 1908, has been engaged in the manufacture and sale of cash registers, and is a competitor of the plaintiff therein in the states of Ohio and , Michigan and elsewhere. The principal part of the business of said defendant consists in the manufacture of a register now called the “American” cash register and sometimes called the “Saxe” cash register, formerly known as “Hailwood” cash register; said defendant being practically by a series of contracts, reorganizations or purchases, the successor of the Hailwood Cash Register Company, which first embarked in the said cash register business about the year 1894.
    At the time of its organization and since, the foregoing facts were known to said American company; and to said Morton, its vice-president; and said facts and such knowledge of them were largely instrumental in bringing about said Heyne’s employment by said American company as herein stated, because it and its promotors and said Morton wished and intended to profit, and have and are threatening to further profit by an abuse of plaintiff’s rights ensuing, and as this petition sets forth.
    Plaintiff says said Iieyne to the end aforesaid became an incorporator of said American company; and has since been made and now is such and a director thereof and a stockholder therein; and said Heyne has already unlawfully disclosed a portion of said confidential information in reference to plaintiff’s business and is ready and about to disclose more, as said American company and others of said defendants, if not all of them know and intended.
    Much, if not .all, of the investment made in said American company was due to the knowledge of the foregoing facts and of the expectation and promise of profits thereby, and of using the skill of said Heyne and his information in conducting the said American company’s business, and that said Heyne is the main reliance in guiding the same by his co-defendants who are not skilled men in such matters themselves.
    Plaintiff says that one of the main objects and duties of said Heyne as general manager of said the American Company is and will be to attempt to bring about the development, use and improvement of defendant’s machines on the very subjects, and in the very lines and in the very matters, in substance and detail, in and upon which he received confidential information from plaintiff in its affairs, and that he can not perform his duties to-said American company, defendant, without so doing, as said Heyne well knows.
    
      Plaintiff avers that said disclosures and services to said defendants is designed to and will unlawfully aid and benefit said defendants in litigation between private interests to which plaintiff is a party; and will unlawfully aid and benefit said American company in its said business; to the irreparable damage and injury of plaintiff’s business, both .at home and abroad.
    Plaintiff avers that, in pursuance of said combination and mutual understanding among defendants; and in furtherance of said common design, said Heyne, or his agents, or those operating under his advice or direction, have disclosed to said defendants and others, and are threatening and about further to disclose to defendants, for defendants’ benefit, and to others, valuable information as to mechanisms and inventions' of plaintiff’s machines in various stages of development; and confidential suggestions, advice, reports, data, photographs, correspondence, information, evidence relating to pending and impending suits for infringement or interference, and inventions and secrets embodied in said machines and devices, which were all necessarily imparted, as stated, to said Heyne. These secrets are of great value, and their disclosure will work great and irreparable injury to plaintiff, impossible to be estimated or compensated in damages.
    Plaintiff further avers that a little over or about two years ago, after long and careful investigation of the question, said plaintiff became satisfied that a much larger output and sale of its registers could be had at home and abroad, by a substantial reduction in its selling prices therefor; also, that by a substantial and continued reduction of much of plaintiff’s expense which had become at length unnecessary, and by plaintiff’s improved methods of manufacture, such reduction was practical and best and would leave an adequate profit to said plaintiff and to its selling companies and subordinate selling agencies and agents, both at home and abroad. Plaintiff thereupon ordered and made such reduction which has brought about in consequence a largely increased sale of National registers and at a largely decreased cost, and reduction in selling price to all of its customers and users in the United States of an average of approximately over forty per cent.
    In the United States said reduction varies, according to different types of registers, from 28 per cent, to 68 per cent.; in Canada from 13 per cent, to 60 per cent.; and in Great Britian from four per cent, to 73 per cent. In all other foreign countries other than the above, said plaintiff made reductions very similar .or corresponding to those made in the United States.
    Plaintiff says that more than forty per cent, of its manufacture of registers are exported and sold in foreign countries, where, at great expense, plaintiff has established and maintained selling agencies. Among others, a corporation in England known as the National Cash Register Co., Ltd., with principal office in London, and a company or corporation in Germany known as National Regstrier Kassen Gesellschaft, m. b. TL, with principal office in Berlin, which said two foreign companies were and are kindred but not competing corporations, the controlling interest in the stock or investments in each being owned by this plaintiff.
    Plaintiff says a proper selling price of its registers abroad, and in Great Britian particularly, was and is dependent on local and changing conditions; and that for said reasons a like reduction in price was ordered and made.
    Plaintiff further avers that some time prior to the 19th day of June, 1909, the exact date being to plaintiff unknown, said part persons to plaintiff yet unknown having an interest in defendants Iieyne and Morton and divers other persons, being in part persons to plaintiff yet unknown having an iterest in defendant’s said venture, entered into a combination to injure the business and good will of the plaintiff, for the purpose of compelling the plaintiff to enter into some agreement or arrangement with the said the American Cash Register Company to maintain or regulate the selling prices of cash registers, or of types thereof similar to those manufactured and intended to be manufactured by said the American Cash Register Company; and fix a standard or figure whereby prices therein to the public and customers shall be controlled, trade and commerce therein restricted, and competition prevented; and that said defendants pursuant to said combination and purpose are threatening and endeavoring to compel or induce plaintiff to restore and increase the selling price of its registers within all parts of the United States to the old and former figure, as happened abroad as will hereinafter appear.
    In pursuance of said combination and in furtherance of the purpose aforesaid, plaintiff says said American company and said Heyne and Morton, defendants, promoted or aided or brought about or combined with the Saxe Register Company, the above named defendant herein, which is a corporation organized in Great Britian and which was intended to be and was and is in competition there with said business of said plaintiff’s London selling company. And said American company undertook and contracted to sell' its cash registers to said the Saxe Company to be known in England as the “Saxe” register, which was said American company’s machine under another name and with a different cover, for appearance sake. Plaintiff avers that, not for its own benefit or the promotion of its own business or that of said Saxe company, but solely for the purpose of unlawfully and maliciously injuring plaintiff and its said London selling company, and for such incidental benefit as might indirectly and eventually arise from such injury, said American Cash Register Company and said Heyne and Morton, defendants-, and their agents, promoted or caused to be organized or combined with and unlawfully aided an association at Liverpool and elsewhere in England, known as the National Cash Register Users Protective Association. The object and purpose of said association was, continued, and is threatening to continue as follows: to impede, obstruct, litigate and prevent the collection by said plaintiff’s London company of the just credits and debts owing for registers duly sold and in use in customers’ possession; and also to induce other persons like situated in Great Britian and elsewhere to do the same thing regarding unpaid balance debts due said plaintiff, or said London company. Said Users Association in England claim they are about to try and will organize a like association for like purposes in Germany.
    
      Plaintiff avers, said association of National users in Great Britian was organize'd and conducted in large part under the guidance, assistance or direction of said American company and said Morton and Ileyne and their agents.
    That said association so assisted was in a measure successful in obstructing collection of said payments due plaintiff or its said London company from National users, as said American company intended, and as it is threatening further to continue so to do, to the unlawful and great and irreparable damage and injury of plaintiff and of its said London selling corporation.
    Plaintiff says that while said unlawful proceedings were being so carried on in Great Britian, one Horatio' Bottomley was practically the owner of or controlled a publication in London of large circulation in Great Britian where it had a circulation of one half million copies weekly; which said publication was known, as “John Bull.” That said Bottomley, intending to profit by the situation above stated, demanded of the president of plaintiff that he subscribe or ‘ ‘ take up four thousand shares in said ‘John Bull’ and get his friends also to take some,” and pay therefor five thousand pounds being about twenty-five thousand dollars, which said demand said president refused. That thereupon said Bottomley attacked in his paper said plaintiff’s business and that of its London selling company, and with the cooperation, aid and assistance of said American company and its agents urged the users of said National company’s registers to refuse to comply with their contract, and to demand rebate before they would make payments, and urged them' to combine for this purpose; the excuse and reasons for said refusal to comply with their contract of purchase, or to make payments for their said machines, was that plaintiff and its said London selling company in England had reduced the general price to the public since said users had made their purchases, and claiming that said London company had agreed not to do so, which reduction said plaintiff and said London company had a right to make. In so unlawfully attacking said plaintiff and its London selling company, and the business of each, said American company and said Heyne and Morton and said Saxe Register Company, their offieers and agents, promoted and aided said Bottomley and said “John Bull” publication in such unlawful procedure, solely and unlawfully for the purpose of injuring this plaintiff in its said business which was also the business of its said London company. They did this in part by preparing and assisting in such publications and attacks on said plaintiff. They sent, or caused widely to be mailed, copies of such abuses and unlawful publications to users of National registers generally, in Great Britian and its colonies, and they called on said National users and induced them to refuse to pay the balance for their registers. They instructed their agents to try to get said National users to combine with a view to concentrated action against said plaintiff and its London company, in which procedure they in part succeeded, greatly to the unlawful obstruction, loss and expense of plaintiff and its said London company. Said agents of said defendant did this with the stated and avowed purpose of thereby being more effective in damaging said London company or plaintiff. Defendants caused said “John Bull” publications containing said articles to be mailed to'plaintiff’s directors, officers, agents, stockholders, and salesmen all over the United States and foreign countries, also to the agents in the United States of said American company, defendant herein, with the view and avowed purpose of having such publications more widely promulgated, and to the end that the same might be republished in publications in this country and elsewhere as said defendants in part caused to be done, to promote, and bring about, in the United ■ States and elsewhere, like unlawful procedure.
    Plaintiff avers that it is its right and has been and is the expectation and intention of plaintiff to maintain the aforesaid reduction of prices in the United States; and that it was and is its hope and intention to maintain a due and substantial reduction in its selling price to users and customers in Great Britian and everywhere. But plaintiff says the aforesaid unlawful acts of said defendants have been and are for the purpose of compelling plaintiff to increase and restore the selling price of its said registers. Plaintiff says it is not to the interest of said American company to make corresponding reductions in the prices of its product, and that it has neither attempted to nor has done so. And plaintiff says that said wrongful acts of defendants obstructed and interfered with its business to such extent that from this cause mainly and for other just and unjust reasons it was compelled to and has raised its prices in England.
    Plaintiff further avers that all of said unlawful acts are being continued or threatened to be continued by said defendants or their agents and have obstructed the collection of said purchase money from plaintiff’s said users, greatly to the damage and injury of said London company and said plaintiff; and said Users Association is continuing and threatening to continue said unlawful interference both in Great Britian and its colonies and in the United States and other countries; and said American company and said Iieyne and said Morton are continuing to threaten and intend to continue and promote and circulate publications assisting such unlawful transactions greatly to the unlawful injury of said plaintiff.
    Plaintiff avers that the damage to it and to its said selling company in London by said unlawful interference by' defendants with the collection of its accounts owing from its users for registers purchased was substantial and heavy; that plaintiff is entitled to a reference to ascertain the amount thereof and a judgment therefor as will appear to this court by supplemental petition which will be filed herein for this purpose when the facts and data and proof thereof are more completely obtainable. •
    Plaintiff says that in carrying out the aforesaid unlawful purpose, said Heyne, with the consent, connivance and approval of said American company and its representatives, and acting with and through their agents and subordinates, have unlawfully urged, instigated and aided litigation against the plaintiff by parties with whom plaintiff has dealt, said transactions being affairs with which none of said defendants had any relation or concern. And further, said defendants and their agents have taken advantage of infringement litigation pending between said plaintiff and said American company to improperly intrude and inject irrelevant and immaterial testimony on such infringement issues, in the face of repeated objections thereto, for the purpose of disclosing in part the aforementioned confidential information and for the purpose of reducing the same to print and giving publicity thereto'; and with further unlawful purposes said Iieyne intended to and did by such testimony and publications supply other litigants of plaintiff with such information, under the guise and sham of the privilege of said testimony in such eases; and urged and instigated litigation by such other litigants against said company, and offered to and did supply such other litigants with further confidential information of the nature above set forth. •
    In further pursuance of said combination, and in furtherance of the purposes aforesaid, the defendant the American Cash Register Company and its agents and those combining with it as aforesaid have adopted the plan of instigating and procuring public officers wherever they can to make public attacks upon the plaintiff and to permit the use of their names and official titles to actions and proceedings in quo warranto, charging the plaintiff with having abused and misused its franchises or with having violated laws against trusts and monopolies, thus to bring a multiplicity of suits, not for the purpose of justice but for the-purpose of injuring the plaintiff, its business and employes, said suits to be carried on almost entirely by the attorneys of said American company. Said defendants have caused such a suit to be brought by the Attorney-General of the state of Ohio against the plaintiff which is pending in the Circuit Court of Franklin County, Ohio, in which suit said defendant Morton, and Arthur I. Yorys, were employed as counsel by said the American Cash Register Co., their fees to be paid by said company. This plaintiff as defendant therein is ready, able and occupied in making full and complete defense thereto and has filed its full and adequate answer to the charges therein. Said proceedings, on the part of the relator are being conducted by the defendants, 'and persons who made and entered into the unlawful combination, and did the unlawful acts herein set forth, and they are paying' not only the attorney fees but the other expenses, thereof. ...
    
      Said defendant and those combining with it as aforesaid, have also caused an action in quo warranto to be brought by the Attorney-General of the state of Michigan on the relation of one Henry F. James, against this plaintiff, said James being the agent of said the American Cash Register Company for the state of Michigan, and the attorneys employed to prosecute said ease being the attorneys of and paid by said American company. Said action is now pending in the Supreme Court of said state.
    Plaintiff further avers that much if not most of the charges made by the petition in said Ohio quo warranto case and by the replication filed in said Michigan case, consists of charges repeatedly made in injunction and other hostile suits by its competitors against this plaintiff and which said litigants always dismissed without establishing. Plaintiff says that under the guidance and direction of its general counsel, it caused to be gathered original and record evidence of permanent value and for use in meeting said charges, and in regard to actions and transactions relating to the Hailwood infringement and competition, which preceded said American company, and that these records' comprised some twelve or more large scrap-book volumes and other documents, papers, records and exhibits. Plaintiff says that these were gathered and compiled with long and careful labor covering about seven years; and were arranged and filed for preservation and safety in the library of its general office. Plaintiff says said Heyne, while in the employ of this plaintiff, was placed in supervision of the persons who had the custody of said evidence and records, including briefs, papers, reports, affidavits, depositions, publications, etc., and that while they were so under his supervision and without the knowledge or consent of said plaintiff’s officers, he made way with or destroyed a large and valuable part thereof, none of which have ever been returned.
    In furtherance of the combination and purposes aforesaid in the prosecution of said Michigan quo warranto case, on the 26th day of July, 1910, at the instigation and by the procurement of said the American Cash Register -Company and said Heyne and Morton, notice was served upon this plaintiff that on the 6th day of September, 1910, tbe relator in said ease pending in said Supreme Court of Michigan, would take the depositions of John H. Patterson, Edward A. Deeds, William Pflum, Alexander C. ITarned, Edward Hegman, William Yeázell, Thomas J. Watson, Earl B. Wilson, Elmer E. Niswonger, Joseph IT. Crane, J. Ralph Dennis, Thomas Carroll, William IT. Muzzy and George C. Edgeter, at the office of Mattern & Brumbaugh, attorneys, 1101-1102 Conover Building, in the city of Dayton, Ohio, before the defendant, Julius V. Jones, as a notary public in and for Montgomery county, Ohio, the taking of said depositions to begin at ten o ’clock of said day and to continue from day to day until said testimony should be finished; and on July 28th, 1910, subpoenas were issued by said notary for each and all of said witnesses commanding them and each of them to attend before him as such notary, at the time and place aforesaid, there to testify as witnesses on behalf of said relator, and not to depart therefrom without leave of said notary and to fail not under penalty of the law. Said subpoenas were served by the sheriff of this county on each and all of said witnesses, excepting said Yeazell and Dennis. On August 3, 1910, notice was served to take the deposition of Charles R. Gillies, another witness, at the same place but on September 8, 1910, and a like subpoena was served on him August 4, 1910. Six of said witnesses are now and all others have heretofore been either officers or trusted and confidential agents and employes of this plaintiff. The.taking of such depositions would require many days’ time, and the attendance of such of said witnesses as are now such officers, agents and employes of the company upon their duties each and every day is absolutely necessary to the conduct and safety of the business of this plaintiff, and their enforced absence therefrom would greatly hinder and seriously obstruct and injure the plaintiff in the prosecution of its business, and entail upon it great financial loss.
    Said depositions are sought to be taken by and under the direction of said Heyne and Morton, and said the American Cash Register Company and not under the direction of the Attorney-General of Michigan, and not in good faith, nor in the interest of said state of Michigan, but for the purpose of obtaining, preserving and using such information as may thereby be obtained for their own private benefit, and in furtherance of the purposes herein averred and to embarass and harass the plaintiff and its officers and agents and prevent their attending to the business of plaintiff, and to discover as far as possible plaintiff’s evidence in defense of said action and in said quo warranto proceeding pending in Ohio; and said the American Cash Register Company has employed and retained the firms of Mattern & Brumbaugh, Gottschall & Turner and .Arthur I. Vorys as attorneys to appear for it and examine said witnesses and take said testimony, and has agreed to pay the fees of said counsel and other expenses of taking said depositions, and has obligated itself to pay all the costs in said action and save the state of Michigan harmless therefrom in- ease said relator should fail in said action; and said Heyne, Mórton and Vorys and said the American Cash Register Company are aiding and assisting in preparing for the-examination of - said witnesses. Said Julius V. Jones before whom as notary such depositions are sought to be taken was formerly an attorney for said the American Cash Register Company and said Heyne and appeared for them as their counsel in a litigation involving the same matters of fact in a large part now sought to be investigated before said notary in the taking of said depositions and is not a disinterested person, neither has he as said notary any power or authority of law to act in the taking of said depositions. Plaintiff further avers that all the issues of law and fact in said Michigan quo warranto case are made, pending and to be determined in said Ohio quo ivarranto case, and the prosecution of said Michigan case instigated and carried on as aforesaid, is solely and entirely‘vexatious and is being prosecuted for the purposes aforesaid and for the purpose of obtaining in advance a disclosure of plaintiff’s evidence in defense therein and in said Ohio case and to subserve the private pur- . poses aforesaid, and said case is being carried on by said the American Cash Register Company, its agents and attorneys, and not by the Attorney-General of said state of Michigan.
    
      Said depositions, if taken, are to be used in said proceeding pending in said the Supreme Court of said state of Michigan. Said notary public had under the laws of Ohio no power or authority to issue said subpoenas or any of them, and no power or authority of law to act as such notary in the taking of such depositions, nor has he any power, jurisdiction or authority under the laws of this state to enforce the attendance of said witnesses or any of them under said subpoenas, nor to compel them to testify, and the issuance of said subpoenas by said notary and the service thereof of said sheriff were illegal and unauthorized and an abuse of legal process.
    The taking of such depositions will require much labor and require many days’ attendance of said witnesses and of counsel for this plaintiff, at a very large expense to this plaintiff. Six of said witnesses are among the principal officers and agents- of the plaintiff company, and their attendance upon their duties each and every day is absolutely necessary to the conduct of the business of the plaintiff, and their enforced absence therefrom would greatly hinder and seriously obstruct and injure said plaintiff in the prosecution of its business.
    That the depositions of said witnesses are not to be taken in good faith and with the intention of using the same in said case in which they are to be taken but solely for other and improper purposes and especially for the purposes of attempting to find ant if they can not obtain some testimony which they can use in the Ohio case without taking the risk of directly taking said deposition in said case if the testimony should prove unfavorable.
    Said defendant as such notary would have no power to pass upon the pertinency or materiality of .any question or questions put to said witnesses or any of them, or the competency or relevancy of any answers or testimony which they might give, and should they or any of them refuse to answer any questions propounded to them, however impertinent, irrelevant or incompetent the same might be to any of the issues in said case, or however injurious the answers thereto might be to the plaintiff or to its business or to the interests or business of said witnesses or any of them, said defendant as such notary would have the power to commit to jail any witness or witnesses so refusing to answer, and the only remedy of this plaintiff or of such witness or witnesses would be after such commitment and imprisonment to sue out a writ or writs of habeas corpus to obtain a discharge from such imprisonment, a remedy wholly inadequate to the protection of the plaintiff, and of its officers and agents, as such witnesses.
    Plaintiff further says that the rights of litigants in other states, or of the courts of other states of the United Staes to take depositions in this state in cases or proceedings therein, is a matter of comity between the different states and not a matter of right; and that this state and the courts of this state can not and do not permit the taking of the depositions of its citzens to be used in cases and proceedings pending in the courts and tribunals of other states, except under the same restrictions and safeguards and privileges that are granted to the courts 'or litigants of this state when seeking to obtain the depositions of the citizens of other states to be used in cases and proceedings pending in the courts or tribunals of this state.
    Plaintiff further avers that under the statutes of the state of Michigan pertaining to the taking of depositions within that state to be used in cases and proceedings pending in or before the courts or tribunals of other states; and to be used therein, the officer before whom such depositions are taken has no authority to compel the attendance of witnesses to be examined before him. Application must first be made to a court of record of the state of Michigan and said court may upon said application, direct the issuance of a subpoena or subpoenas for the witness or witnesses whose depositions are sought to be taken. Nor has said officer, before whom said depositions are taken, authority to determine whether a witness being examined before him, shall or shall not be required to answer any question or questions that may be asked; that authority is also vested in the court and the court alone has power to adjudge whether a witness is or is not guilty of any contempt for refusal'to answer or testify, and to punish'for contempt if such ■ refusal • is found by such 'eoúrt to be without reasonable excuse or justification; and the witness or the party against whom such testimony is sought to be used may be thereby protected against the wrong and injustice of an unrestricted use and abuse of the power to take such depositions of residents of that state to be used in cases pending in other states; and plaintiff avers that the depositions of citizens of this state to be used in cases' pending in the courts or tribunals of that state can be taken only under the same limitations, restrictions and safeguards against injustice, oppression and abuse of process.
    When in this petition plaintiff charges acts done by defendants it does not mean that each and every one of said defendants did all of said acts, but the same were done by all or a part of said defendants in pursuance of said combination, object and purposes and in carrying the same out as above stated. And plaintiff avers that by the doing and continuance of said unlawful acts it has suffered and will sustain great and irreparable injury, for which it has no adequate remedy at law.
    Wherefore, said plaintiff prays that said defendants may be perpetually enjoined from further doing, or continuing, or threatening to do any of said unlawful acts; also that a temporary restraining order be issued, upon the filing of this petition, to the same effect; and for other equitable relief; also for judgment for plaintiff’s costs herein.
    Thomas & Bronson,
    
      Attorneys for Plaintiff.
    
    Decision Granting a Temporary Restraining Order.
    
      Thomas & Bronson, McMahon & McMahon, Judge D. B. Van Pelt, for plaintiff; Thos. E. Powell, Gov. Jas. E. Campbell, Craig-head & Kuhns, of counsel.
    
      Gottschall & Turner, Mattern & Brumbaugh, Arnold, Morton (& Irvine, and Clark, Lockwood & Bryant, contra.
   Snediker, J,

This ease is before the court upon an application for a temporary injunction. The prayer of the petition is that the defendants may be enjoined from the further doing or continuing or threatening to do certain unlawful acts complained of.

The defendants are: Carl G. Heyne, the American Cash Register Company, the Saxe Register Company, the National Cash Register Users Protective Association, Elbert C. Morton and Julius V. Jones, a notary.

Some of the principal charges against Heyne are — conveying to the American Cash Register Company and those in interest with it confidential information and trade secrets obtained as the paid employe of the plaintiff with reference to the particular conduct of plaintiff’s business, its letters patent, inventions and improvements thereof; being about to disclose to the defendants and others valuable confidential information as to the mechanisms and inventions of plaintiff’s machines in various stages of development, and confidential advice, reports, data, etc., relating to pending and impending suits, for infringements and interferences and inventions and secrets embodied in said machines and devices; and developing machines for the American Cash Register Company along the lines of his confidential information.

Many of these same complaints were made against Heyne in case No. 28,939, filed in this court on March 9, 1908. No restraining order issued thereon and the case was afterwards, on September 29th, 1909, dismissed without prejudice.

With respect to these charges no discussion is necessary. The law is fully laid down in 7 N.P. (N.S.), page 217, afterwards affirmed by the Supreme Court in 75 Ohio State, 603. As to the wrongs thus complained of a temporary injunction may issue.

Morton and the American Cash Register Company are charged with accepting and using this confidential information, etc., furnished by Heyne and enploying him for that purpose. The principles of the foregoing cited cáse are here in point. Further, it is charged that these last named defendants are combining with others to unlawfully injure plaintiff’s business abroad and doing unlawful acts in pursuance of such combination. The propriety of issuing an order against such acts is apparent.

Again it is claimed that they are procuring the institution of quo warranto suits, not for the purpose of justice but in pursuance of a combination to injure plaintiff’s business, and are paying and employing counsel to prosecute the same with the same motive and are securing costs therein.

‘ ‘ A court of chancery upon proper case being made has authority to restrain persons within its jurisdiction from prosecuting suits either in courts of its own state or foreign countries. This jurisdiction is not founded upon any right to interfere with or control the proceedings of other tribunals in other states but upon the clear authority based in courts of equity over persons within their jurisdiction and amenable to process, to restrain them from doing acts which will work wrong and injury to others and are contrary to equity and good conscience.” 4 Allen, 545.
"If the case stated in the bill is such as to render it the duty of a court to restrain a party from instituting or carrying on proceedings in a court in this state, it is bound in like manner to enjoin him from prosecuting a suit in a foreign court. All that is necessary to sustain the jurisdiction in such cases is that the plaintiff should show a clear equity and that the defendant should be subject to the authority and within the reach of the process of the court.” Idem.

In the allegations made in this petition does plaintiff show a clear equity against the defendants? In this regard it must appear upon the face of the pleading that the plaintiff has a legal right, that the act of which it complains is wrongful and that but in a court of equity it would be remediless. Beyond question plaintiff has a clear legal right to be free from unlawful combinations promoted for the purpose of injuring its business. That such a combination has been formed and is in active progress is to it a wrong and when it is charged that such combination "has adopted the plan of procuring and instigating public officers wherever they can to make public attacks upon the plaintiff and to permit the use of their names and official titles to actions and proceedings in quo warranto, etc., not for the purpose of justice, but to injure the plaintiff in its business,” we understand the plaintiff means that these actions of the defendants' are of a character which the law does not recognize as being in good faith. Information furnished in good faith which leads to prosecution on the part of the authorities is of course not objectionable.

These issues in a suit in quo warranto .are legal purely and a complete determination of such issues can be made by the court having jurisdiction. Nor can we seriously consider an objection to information being furnished or even assistance in prosecution being tendered and accepted in such a case properly brought. But if bad faith is exercised in bringing about such action it is a great and irreparable wrong to plaintiff, and this court may enjoin the defendants in the continuance of acts flowing from such bad faith. Neither the legal remedy of defense nor the remedy of an action for the recovery of damages is adequate. A remedy is adequate when the injured party can by one action at law recover damages which constitute a complete and certain relief for the whole wrong — a relief virtually as efficient as that given by a court of equity.

These defendants should, therefore, be restrained until the motive and purpose of their acts can be inquired into by this court.

There remains to consider the complaint against certain defendants that they are unlawfully and in furtherance of the combination complained of, attempting to take depositions before Jones as a notary, who, it is charged, is an interested party to the suit and is acting without authority of law. The basic authority, if any, which Jones has for taking the depositions to be used in the Michigan case must necessarily come from the laws of that state, which are not before us. When taking testimony here to be used there, he does so because permitted by the law of that state to act for that purpose. Another essential to authority in the premises is that this state permits it to be done. Such permit we find in Section 11528 of the General Code: “Depositions also may be taken when the testimony is required in an action, case or matter pending before any court or authority without this state.” In passing this section of the General Code, the Legislature acted within the rule of comity. The section is an aid to the courts of sister or foreign states. It lays down a rule of practice, convenience and expediency. It yields as a favor what can not be claimed as a right, but what it is within the authority of the Legislature to permit. With the exercise of that authority on the part of the Legislature a court may not interfere.

The rule of right as between parties is that the sovereign state owes a first obligation to its own citizens who are entitled in every way to its protection against a present or threatened wrong, and having found that equity may and should restrain these defendants from proceeding in the manner alleged in its petition in prosecuting these actions; the taking by them of the depositions, which is an incident to such prosecution, should also be restrained. By this we do not say that the Attorney-General of Michigan may not proceed with the taking of the depositions, but that those of these defendants — Pleyne, the American Cash Register Company, the Saxe Register Company, the National Cash Register Users Protective Association and Elbert C. Morton, who are now before us, may not do so under the conditions complained of. The rights of the Attorney-General are not in question here and with his rights and privileges this court is not concerned. The allegation of the petition is that Jones was formerly an attorney of the American Cash Register Company and of Heyne and appeared for them as such in a ease involving some matters of fact now sought to be investigated before him, and is not disinterested. These charges go to the competency of Jones to act. They relate to the admission or suppression of a deposition taken by him. In considering them it is not necessary -to refer either to the statutory provisions of this state or of the state of Michigan. It is a commonly accepted rule aside from statutory enactment that interest and bias preclude a notary or commissioner from taking testimony where such interest or bias may affect his official act. But how and to whom is the objection to the officer to be made where such interest or bias is claimed to exist? Certainly not to any court other than that in which the testimony is to be used and which must finally determine as to whether or not a deposition shall be read or whether it shall be suppressed for cause.

There is a difference in character between the complaint made against the other defendants and that made against Jones. As we view it, to interfere with him on these grounds by injunction would be to inject ourselves into the proceedings now being heard before the Michigan court. This we may not do. A court of chancery will not by injunction restrain a suit or proceeding previously commenced in a court of a sister state or in any of the federal courts. 2 Paige, 402.

That this would be an interference with and an injunction against the proceedings of the Michigan court is held by the authorities. The word “proceeding” is generally applicable to any step taken by a suitor to obtain the interposition or action of a court. 6 Ohio State, 81-87.

As especially applicable to depositions, see also 140 Cala, page 1, 4 Syl.

The Supreme Court of Michigan is fully able to take care of itself. To that court, then, the plaintiff is referred for relief against the taking of the depositions by Jones.

An entry may be drawn in conformity to these findings of the court.

Entry.

This day this cause came on to be heard upon the prayer of the petition, and the application of plaintiff for a temporary injunction, restraining each and all of said defendants from further doing or continuing or threatening to do any of said unlawful acts set forth in said petition. Thereupon said application was argued and briefs submitted to the court by the attorneys for said plaintiff and the attorneys for said defendants.

On consideration whereof, said court orders:

1. That said Heyne be restrained from disclosing as and in the manner set forth in the petition, in whole or part, to the said the American Cash Register Company, or to those in its interest, or to anyone else, any data, reports and information of a confidential nature, which said Heyne was confided with or obtained in the manner set forth in the petition herein as an officer in plaintiff’s employ, including information “of what plaintiff’s mechanisms and devices do or fail to do in users’ hands, and of the reasons why, and of what customers’ interests■ and demands will in the future further require, and of what mechanical or other improvements can be invented and devised or were contemplated by plaintiff and soon to be brought out, to perfect, simplify, and enlarge the utility of plaintiff’s product and output.”

2. That said Heyne be restrained from disclosing as- and in the manner set forth in the petition, in whole or in part, to the said the American Cash Register Company, or to those in its interest, or to anyone else, any confidential information as to plaintiff’s contemplated improvements and inventions, or plans for placing the same on the market and protecting the same by letters patent in the United States and elsewhere.

3. That said Heyne be restrained from disclosing as aforesaid any confidential information of any nature regarding said plaintiff’s business or that of its said vendor companies in said petition set forth, relative to matters other than invention or mechanical improvements of mechanisms.

4. That said defendants, Carl G. Heyne, Elbert C. Morton and the American Cash Register Company are restrained from employing or using in its said business, or otherwise, any of said confidential information above stated and which said Heyne is restrained from disclosing.

5. That said defendants, Carl G. Heyne, Elbert C. Morton and the American Cash Register Company, be restrained from promoting, or causing to be organized, or continuing to assist in any way, said Users’ associations at Liverpool or elsewhere, which have for their object the obstructing, litigating, impeding, or preventing the collection by said plaintiff from the users and purchasers of its machines of any credits or debts owing for registers heretofore sold; or to induce other persons like situated in Great Britain or elsewhere, so to do; or by otherwise obstructing or delaying plaintiff in the collection of said debts or claims.

6. That said defendants, Carl G. Heyne, Elbert C. Morton and the American Cash Register Company, and their agents be restrained from furnishing to said newspaper "John Bull,” or any owner or owners or publisher thereof any aid or assistance or any matter to be used in attacks upon said plaintiff, and for the purpose of injuring it in its business; and inducing, instigating or encouraging its customers and the purchasers of its registers to violate their contracts with plaintiff, or to refuse to pay for registers purchased.

7. That said defendants, Carl G. Heyne, Elbert C. Morton and the American Cash Register Company, and their agents, or anyone acting in their interest, be restrained from circulating through the mail or otherwise, or causing to be circulated or reprinted in the United States or elsewhere, either said newspaper articles or notices or publications copied therefrom having the intent and purpose aforesaid.

8. That said defendants, Carl G. Heyne, Elbert C. Morton and the American Cash Register Company, be restrained from urging or instigating parties with whom plaintiff has dealt or is now dealing, or may hereafter deal, to enter into suits or litigation against plaintiff, and from aiding them in such litigation pending or which may hereafter be instituted, by supplying confidential information obtained by said Heyne when in plaintiff’s employ, and as they have hereinabove been restrained from disclosing, or employing or paying counsel or costs- or expense of such litigation.

9. That said defendants, Carl G. Heyne, Elbert G. Morton and the American Gash Register Company, their agents and attorneys, and each of them, be restrained from prosecuting or assisting in the prosecution of either of said quo warranto actions and proceedings in the states of Ohio and Michigan, or from taking said depositions complained of in said petition, or contributing to the payment of the expenses thereof, or employing or paying attorneys or counsel to assist in the prosecution of either of said actions or proceedings or in the taking of depositions therein; and be further restrained from instigating, promoting or paying for the prosecution of any other suits or actions or proceedings alleged as threatened in said petition, with the intent and purpose set forth in the petition herein filed.

10. • That said defendants be restrained from paying the counsel fees or other expenses of attorneys retained by defendants to conduct said actions with the intent and purpose as stated in said petition; and said defendants are enjoined from conspiring and from continuing any conspiracy to injure plaintiff in its good will and business and from, in furtherance of such conspiracy and not for the purposes of justice, procuring public officers in this and other states to bring proceedings and make attacks- on plaintiff and from carrying on such litigation by counsel employed and paid by defendants therefor.

The bond to be given by plaintiff is fixed at ten thousand ($10,000) dollars to be given with surety according to law and conditioned accordingly. This temporary injunction to be in force until the final hearing or the further order of the court.

To which rulings, findings, judgment and decree of the court and to each paragraph thereof, as contained in said decree, finding and judgment, the said defendants, each and everyone, for himself and for the other defendants, by their counsel excepts.  