EBF HOLDINGS, LLC vs JMGJ GROUP INC., et al.

25CV001392: EBF HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY vs JMGJ GROUP INC., A CALIFORNIA CORPORATION, et al. 08/31/2026 Hearing on Motion to Compel Arbitration in Department 8D

Tentative Ruling

NOTICE:

PLEASE TAKE NOTICE that effective April 13, 2026, this department has moved to the Tani G. Cantil-Sakauye courthouse located at 500 G Street in Sacramento, CA 95814. All hearings noticed for Department 25 will be heard in Department 8D of the new courthouse. Parties who wish to contest the tentative ruling below must: (1) request a hearing by calling the Department 8D Oral Argument Request Line at (916) 874-7719 no later than 4:00 p.m. on the Court day before the scheduled CMC, and (2) advise opposing counsel of the request.

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Parties may contact Court- Approved Official Reporters Pro Tempore by utilizing the list of Court Approved Official Reporters Pro Tempore available at https://www.saccourt.ca.gov/court-reporters/docs/crtrp- 13.Pdf A Stipulation and Appointment of Official Reporter Pro Tempore (CV/E-206) is required to be signed by each party, the private court reporter, and the Judge prior to the hearing, if not using a reporter from the Court’s Approved Official Reporter Pro Tempore list. Once the form is signed it must be filed with the clerk.

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25CV001392: EBF HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY vs JMGJ GROUP INC., A CALIFORNIA CORPORATION, et al. 08/31/2026 Hearing on Motion to Compel Arbitration in Department 8D

TENTATIVE RULING

Defendant’s Notice of Motion does not provide notice of the Court’s tentative ruling system, as required by Local Rule 1.06(D). Defendant is directed to contact opposing counsel forthwith to advise counsel of Local Rule 1.06 and the Court’s tentative ruling procedure. If Defendant is unable to contact opposing counsel prior to the hearing, Defendant shall be available at the hearing, in person or remotely (telephonically or by video conference via Zoom as stated in the introductory notice to today’s tentative rulings), in the event opposing counsel appears without following the procedures set forth in Local Rule 1.06(B).

Defendant Jacque Chokrola Ojadidi’s (“Ojadidi”) Motion to Compel Arbitration is ruled upon as follows.

Factual Background

This action arises out of a business relationship between Ojadidi, Defendant JMGJ Group Inc. (“JMGJ”), and Plaintiff and Cross-Defendant EBF Holdings, LLC (“EBF”).

Plaintiff’s complaint, filed on January 17, 2025, alleges that in June 2024, EBF and JMGJ entered into a “revenue based financing agreement,” by which EBF purchased a portion of “future receipts” from JMGJ. (Compl., ¶¶ 9-11.) Plaintiff alleges that EBF violated the agreement between the parties by “intentionally divert[ing] revenue,” and preventing EBF from obtaining funds to which it was entitled. (Compl., ¶¶ 20, 21.) JMGJ allegedly failed to pay default fees and additional charges. (Compl., ¶¶ 21, 23, 24.)

Plaintiff further alleges that Ojadidi signed a personal guarantee, providing that if JMGJ failed to perform any of its “guaranteed obligations,” EBF could recover from Ojadidi. (Compl., ¶ 25.) The complaint brings causes of action for breach of revenue based financing agreement against JMGJ, fraud against all defendants, negligent misrepresentations and omissions against all defendants, unfair business practices against all defendants, claim and delivery against all defendants, and breach of guaranty against Ojadidi.

On February 13, 2025, Ojadidi filed an Answer. The Answer did not raise arbitration as an affirmative defense. The same day, Ojadidi filed his Cross-Complaint, alleging that EBF breached certain contractual terms, that its demand was fraudulently inflated, and that there was fraudulent impersonation and conspiracy.

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV001392: EBF HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY vs JMGJ GROUP INC., A CALIFORNIA CORPORATION, et al. 08/31/2026 Hearing on Motion to Compel Arbitration in Department 8D

In or about June 2025, Ojadidi propounded Special Interrogatories, Set One, Form Interrogatories, Set One, Requests for Inspection and Production of Documents, Set One, and Requests for Admission, Set One, on EBF. (Halfen Decl., ¶ 2, Exh. 1.)

On February 13, 2026, Plaintiff filed the operative First Amended Cross-Complaint. Ojadidi alleges that EBF breached certain contractual terms, that its demand was fraudulently inflated, and that there was fraudulent impersonation and conspiracy. FACC at p. 8, ¶¶ 3-4, p. 12, ¶¶ 9-11.) The FACC alleges causes of action for breach of contract against EBF, fraud/fraudulent settlement practices and criminal impersonation against EBF and cross-defendant Jewelissa Medkiff (“Medkiff”), usury/unlawful loan against EBF, intentional tort/civil conspiracy to commit fraud and criminal impersonation against EBF, Medkiff, and Recovery Solutions Group, breach of the implied covenant of good faith and fair dealing against EBF, unfair business practices against all crossdefendants, alter ego against cross-defendant Scott Crocker (“Crocker”), intentional interference with business relations against all cross-defendants, and intentional infliction of emotional distress against all cross-defendants.

In or about March and May 2026, Ojadidi propounded two additional sets of Special Interrogatories. (Halfen Decl., ¶ 3, Exh. 2.)

On July 23, 2026, Ojadidi filed a motion to compel arbitration of all claims between himself and EBF arising from the Revenue Based Financing Agreement.

EBF opposes, arguing that Ojadidi has waived any right to compel arbitration.

Legal Standard

On petition of a party to an arbitration agreement alleging the existence of a written agreement to arbitrate a controversy, the Court shall order the parties to arbitrate the matter if it determines that an agreement to arbitrate the controversy exists, unless it determines that: (a) the right to compel arbitration was waived by the petitioner; (b) grounds exist for the revocation of the agreement; or, (c) a party to the arbitration agreement is also a party to a pending court action or special proceeding with a third party, arising out of the same transaction or series of related transactions and there is a possibility of conflicting rulings on a common issue of law or fact. (Code Civ. Proc. § 1281.2; Rosenthal v. Great Western Fin. Securities Corp. (1996) 14 Cal.4th 394, 413.)

“Under both federal and state law, the threshold question presented by a petition to compel arbitration is whether there is an agreement to arbitrate.” (Sparks v. Del Mar Child and Family Svcs. (2012) 207 Cal.App.4th 1511, 1517.) “Absent a clear agreement to submit disputes to arbitration, courts will not infer that the right to a jury trial has been

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV001392: EBF HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY vs JMGJ GROUP INC., A CALIFORNIA CORPORATION, et al. 08/31/2026 Hearing on Motion to Compel Arbitration in Department 8D

waived.' (Id. at p. 1518.)

“In ruling on a petition to compel arbitration, the trial court may consider evidence on factual issues relating to the threshold issue of arbitrability. Parties may submit declarations when factual issues are tendered with a motion to compel arbitration.” (Engineers & Architects Assn. v. Community Development Dept. (1994) 30 Cal.App.4th 644, 653.) In the summary proceedings on a motion to compel arbitration, “the trial court sits as a trier of fact, weighing all the affidavits, declarations, and other documentary evidence, as well as oral testimony received at the court's discretion, to reach a final determination.” (Engalla v. Permanente Medical Group, Inc. (1997) 15 Cal.4th 951, 972.)

Discussion

EBF argues that Ojadidi’s motion to compel arbitration should be denied because it is untimely and Ojadidi has waived any right to compel arbitration. (Opp’n at pp. 3-4.)

In setting forth the “Reasons for Timing of This Motion,” Ojadidi contends that he “is a pro se litigant” and “did not intentionally delay bringing this motion.” (Mot. at p. 6:13-15.) Ojadidi explains that he was “engaged in researching the applicable law, preparing his defenses to EBF’s complaint and demurrer, and attempting to manage his business operations while under significant financial and legal pressure caused by EBF’s conduct.” (Mot. at p. 6:14-16.) Ojadidi also argues that he “awaited discovery responses from EBF that ultimately confirmed its Chief Legal Office . . . personally approved the decision to file this lawsuit in California instead of arbitrating or filing in New York.” (Mot. at p. 6:16-18.)

As an initial matter, as Ojadidi raises his status as a self-represented litigant, the Court notes that self-represented litigants are to be treated like any other party, entitled to the same but no greater consideration than other litigant or attorney. (See, e.g., Nwosu v. Uba (2004) 122 Cal.App.4th 1229, 1246-1247; Barton v. New United Motor Manufacturing, Inc. (1996) 43 Cal.App.4th 1200, 1210.) They are required to follow the procedural rules that govern civil litigation. (See, e.g., McComber v.

Wells (1999) 72 Cal.App.4th 512, 522-523.) In fact, at least one appellate decision states that a rule either requiring or permitting special treatment of parties who represent themselves “would lead to a quagmire in the trial courts, and would be unfair to the other parties to litigation.” (Kobayashi v. Superior Court (2009) 175 Cal.App.4th 536, 543.) Plaintiff’s status as a pro se litigant does not entitle him to any special treatment, nor increased scrutiny, due to her lack of legal training or experience. (See, e.g., Nelson v Gaunt (1981) 125 Cal.App.3d 623, 638-639.)

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV001392: EBF HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY vs JMGJ GROUP INC., A CALIFORNIA CORPORATION, et al. 08/31/2026 Hearing on Motion to Compel Arbitration in Department 8D

With respect to waiver, the California Supreme Court has acknowledged that, under California law, a party may, as a result of its litigation conduct, lose its right to compel arbitration on various grounds. (Quach v. California Commerce Club, Inc. (2024) 16 Cal.5th 562, 583.) The Quach Court explained:

To establish waiver under generally applicable contract law, the party opposing enforcement of a contractual agreement must prove by clear and convincing evidence that the waiving party knew of the contractual right and intentionally relinquished or abandoned it. (Lynch, supra, 3 Cal.5th at p. 475, 219 Cal.Rptr.3d 754, 396 P.3d 1085; see Waller v. Truck Ins. Exchange, Inc. (1995) 11 Cal.4th 1, 31, 44 Cal.Rptr.2d 370, 900 P.2d 619 (Waller) [burden is on party claiming waiver “ ‘to prove it by clear and convincing evidence’ ”]; 30 Cal.Jur. 3d, supra, Estoppel and Waiver, § 38.)

Under the clear and convincing evidence standard, the proponent of a fact must show that it is “highly probable” the fact is true. (Conservatorship of O.B. (2020) 9 Cal.5th 989, 995, 266 Cal.Rptr.3d 329, 470 P.3d 41 (O.B.).) The waiving party’s knowledge of the right may be “actual or constructive.” (Outboard Marine Corp. v. Superior Court (1975) 52 Cal.App.3d 30, 41, 124 Cal.Rptr. 852.) Its intentional relinquishment or abandonment of the right may be proved by evidence of words expressing an intent to relinquish the right or of conduct that is so inconsistent with an intent to enforce the contractual right as to lead a reasonable fact finder to conclude that the party had abandoned it. (Lynch, supra, 3 Cal.5th at p. 475, 219 Cal.Rptr.3d 754, 396 P.3d 1085.)

The waiver inquiry is exclusively focused on the waiving party's words or conduct; neither the effect of that conduct on the party seeking to avoid enforcement of the contractual right nor that party’s subjective evaluation of the waiving party’s intent is relevant. (See McCormick v. Orient Insurance Co. (1890) 86 Cal. 260, 262, 24 P. 1003 [“the term ‘waiver’ is used to designate the act, or the consequences of the act, of one side only”]; Altman v. McCollum (1951) 107 Cal.App.2d Supp. 847, 862, 236 P.2d 914 [waiver “depends upon the intention of one party only,” i.e., the party alleged to have waived the right].)

This distinguishes waiver from the related defense of estoppel, “which generally requires a showing that a party's words or acts have induced detrimental reliance by the opposing party.” (Lynch, supra, 3 Cal.5th at pp. 475–476, 219 Cal.Rptr.3d 754, 396 P.3d 1085; see DRG/Beverly Hills, Ltd. v. Chopstix Dim Sum Cafe & Takeout III, Ltd. (1994) 30 Cal.App.4th 54, 59, 35 Cal.Rptr.2d 515 [by contrast to estoppel, waiver “does not require any act or conduct by the other party”].)[] To establish waiver, there is no requirement that the party opposing enforcement of the contractual right demonstrate prejudice or otherwise show harm resulting from the waiving party’s conduct. (Lynch, at p. 475, 219 Cal.Rptr.3d 754, 396

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV001392: EBF HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY vs JMGJ GROUP INC., A CALIFORNIA CORPORATION, et al. 08/31/2026 Hearing on Motion to Compel Arbitration in Department 8D

P.3d 1085; see City of Hollister v. Monterey Ins. Co. (2008) 165 Cal.App.4th 455, 487, 81 Cal.Rptr.3d 72 [Waiver does not require “any demonstration that the other party was caused by the waiver to expose himself to any harm”].)

(Id. at pp. 584-585.)

Ojadidi’s own declaration and moving papers demonstrate by clear and convincing evidence that he was aware of its right to compel arbitration. Ojadidi declares that “[o]n or about 2024,” he “entered into a Revenue Based Financing Agreement with EBF Holdings LLC dba Everest Business Funding” and that “[t]he Agreement contains a mandatory arbitration clause.” (Ojadidi Decl., filed 6/23/26, ¶¶ 2-3.) Moreover, Ojadidi attached the agreement, including the at issue arbitration provision to his initial Cross- Complaint, which was filed on February 13, 2025.[1] Based on these undisputed facts, it is “highly probable” that Ojadidi knew of his right to compel arbitration. (See Quach, supra, 16 Cal.5th at p. 586.)

The record of Ojadidi’s words and conduct also demonstrates by clear and convincing evidence his intentional abandonment of the right to arbitrate. Indeed, on this record as in Quach, Ojadidi’s position, if accepted, would surely create undue delay and gamesmanship going forward. Rather than moving to compel arbitration at the outset of the case, Ojadidi answered the complaint, in which he did not assert an affirmative defense of arbitration or an intent to seek arbitration. Ojadidi also filed a Cross- Complaint, in which he asserted breach of contract, attaching and based on the very agreement for which he now seeks to compel arbitration. Ojadidi then propounded four sets of written discovery on EBF in or about June 2025. The discovery was not limited to issues relating to arbitration. (See Exh. 1 to Halfen Decl.)

The Court notes that, in the operative FACC, filed on February 13, 2026, Ojadidi sets forth that “All rights regarding arbitration, venue, and jurisdiction are expressly reserved.” (FACC, at p. 2:4-5.)[2] Subsequently, Ojadidi propounded two more sets of written discovery. The discovery was not limited to issues relating to arbitration. (See Exh. 2 to Halfen Decl.) It was not until July 23, 2026, approximately 18 months after the filing of the Complaint and approximately 17 months after the filing of his own Cross- Complaint based on the same contract, that Ojadidi filed the pending motion to compel arbitration. All of this conduct shows that Ojadidi chose not to exercise its right to compel arbitration and to instead defend itself against EBF’s claims in court. (See Quach, supra, 16 Cal.5th at pp. 586-587.)

In sum, Ojadidi’s delay of 17 months (see Oregel v. PacPizza, LLC (2015) 237 Cal.App.4th 342, 359), failure to invoke arbitration as an affirmative defense in his answer (see Spracher v. Paul M. Zagaris, Inc. (2019) 39 Cal.App.5th 1135, 1139), and

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV001392: EBF HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY vs JMGJ GROUP INC., A CALIFORNIA CORPORATION, et al. 08/31/2026 Hearing on Motion to Compel Arbitration in Department 8D

substantial invocation of the litigation machinery (see Quach v. California Commerce Club, Inc. (2024) 16 Cal.5th 562, 583-587) each support a finding that Ojadidi has waived his arbitration rights.

Disposition

Based on the foregoing, Ojadidi’s motion to compel arbitration is DENIED in its entirety.

The minute order is effective immediately. No formal order pursuant to California Rules of Court, rule 3.1312 or further notice is required.

[1] While Plaintiff asserts in his Reply, unsupported by any declaration, that “he did not

initially realize that the Agreement contained a mandatory arbitration clause,” it would appear undisputed that Plaintiff had a copy of the Agreement with the arbitration agreement as early as February 13, 2025, when he attached it to the initial Cross- Complaint. [2] Nevertheless, in his March 12, 2026 Case Management Statement, Ojadidi requested

a jury trial; he did not mention or check off the pre-printed boxes relating to participation in arbitration.