In August 2009, plaintiff Michael Milazzo and his attorney services corporation, Michael R. Milazzo, RCPS Inc., entered into a contract with Bosco Legal Services Inc., a larger attorney services company, pursuant to a written agreement. According to Milazzo, under the agreement, Milazzo RCPS was to transfer its client list to Bosco for $165,000. He also claimed that he was to be described as a “consultant” with a guaranteed one-year salary and was to manage the transferred client base, as well as increase the business obtained from it, earning a bonus for any net profit brought in over the $480,000 expected from the client base. Within the first week, Milazzo RCPS transferred a color-coded client list to Bosco, along with detailed explanations of which clients requested work on a weekly or monthly basis, as well as those which were inactive. However, following the agreement, Milazzo claimed that he was tasked with additional work, primarily clerical, without trained assistance that forced him to work more than 17 hours per day, seven days a week, contrary to his expectation that his work would only involve managing his corporation’s former client base and obtaining additional work from it. Milazzo claimed that even though he received trained help after approximately five months, Bosco, through its president, R. Scott Jones, continued to request that Milazzo perform a significant amount of clerical work, while repeatedly telling Milazzo that he was pleased with his efforts and the performance of the client basis. However, in June 2010, Jones sent Milazzo a termination letter, contending that Milazzo did not give his best efforts. Milazzo further claimed that, coinciding with the termination letter, Bosco ceased paying his salary, which was half of the $7,500 monthly payment, leaving $11,250 owing on the one-year salary. Milazzo alleged Bosco made three more check payments to Milazzo RCPS for the client base, which acknowledged on the check stubs that a remainder was owed to Milazzo RCPS, before also ceasing payments to Milazzo RCPS. Thus, Milazzo claimed the last Bosco check stub to Milazzo RCPS acknowledged a “Running balance on Client Base” of “$105,625.00.” Milazzo and Michael R. Milazzo, RCPS Inc. sued Bosco Legal Services Inc. and its president, R. Scott Jones. Milazzo and his corporation alleged that the defendants’ actions constituted a breach of contract, a breach of the implied duty of good faith and fair dealing, conversion, fraud, and defamation. They also brought a common counts action (for accounts stated and goods and services), as well as a wages and hours claim. Bosco filed a cross-complaint against Milazzo and Michael R. Milazzo, RCPS Inc., alleging a breach of contract and fraud. Milazzo contended that under the contractual agreement, he was to manage the transfer of his corporation’s client base to Bosco, as well as obtain further work from clients, but that he never agreed to perform the significant amount of additional clerical work. Thus, he claimed he was not fully compensated for his overtime due to the significant additional hours at Bosco’s special request. Milazzo further claimed that Bosco did not provide the trained help that it had promised and that he also had to train the assistance that Bosco did provide. Milazzo claimed that although the contract provided that half of his monthly salary was to be “credited” toward the business purchase, Bosco wrote separate checks to Milazzo and Milazzo RCPS. He claimed that although Bosco denied he was an employee, Bosco withheld the required taxes from his paycheck, paid the matching employer-side contributions, and issued W-2s to him. In addition, Milazzo claimed that his termination was a breach of contract because his salary was guaranteed for one-year under the written contract. He contended that the defendants’ claim that he did not give his best efforts, resulting in the termination letter, was false and defaming, considering he had a 100-percent success rate in transferring his entire client base and considering the defendants’ repeated admission that Bosco was pleased with his performance. Thus, Milazzo claimed that by the agreement, he was owed the remaining unpaid balance of both his consultant and client transfer fees. Bosco claimed that it has its headquarters in Riverside, but that it developed satellite offices in other locations and that Milazzo’s Rancho Cucamonga office became one of those satellite offices. It also claimed the agreement contained a provision that Milazzo was not to compete with it for a period of five years. Jones and Bosco claimed that during negotiations, Milazzo represented that he could double or triple the size of accounts because Bosco offered many more services than just the service of process and filing. They claimed that while Milazzo historically offered only service of process and court filing, Bosco offered copy services, document management, court research, investigations, and other legal services. Thus, the defendants claimed that Milazzo was to manage day-to-day operations of the Rancho Cucamonga office for only a transition period. They further claimed that Milazzo’s consulting task was to expand the business by convincing his former clients to use the greater body of services Bosco offered and by obtaining new clients. However, Jones and Bosco claimed that Milazzo was repeatedly asked over the course of months to explain what he was doing to earn his consultant salary. In addition, the defendants claimed that Milazzo was asked repeatedly to set up meetings with his former client so that Jones could sell the additional services, but that Milazzo failed to do so. Thus, they claimed that things fell apart when it became clear that Milazzo did not establish he was making any significant effort to expand the business, and when it became clear, very early in the relationship, that most of Milazzo’s client base was not active and that no income was ever derived from Milazzo’s clients., Milazzo and Milazzo RCPS sought recovery of $105,000 in damages for the remaining client base equity payments, $11,250 for unpaid consulting fees, $204,671.30 for unpaid overtime wages, and four-percent interest by contract. He also sought statutory penalties. According to defense counsel, in regards to the plaintiffs’ alleged damages at trial for unjust enrichment, plaintiffs’ counsel asked the jury to award “$1.5 million or higher” on the basis of actual damages estimated by plaintiff counsel of approximately $25,000 per month per year “for the five-year contract term.” Defense counsel argued that Milazzo was an independent contractor, and not an employee, and was therefore owed zero damages. Bosco dismissed its cross-complaint prior to jury instructions.