Viamedia, Inc. v. WideOpenWest Finance, LLC

Background

Viamedia moved for a temporary restraining order, an emergency order preserving the status quo, and a preliminary injunction to prevent WideOpenWest from terminating their agreement while the parties’ disputes were arbitrated. The court had previously denied similar relief because Viamedia had not shown irreparable harm—harm that could not be adequately repaired through money or other later relief.

Viamedia argued that four developments changed the situation: WideOpenWest had emailed Viamedia’s customers about the termination; an investment bank said potential investment interest could disappear unless the termination was stopped; WideOpenWest had begun transitioning services to Charter Communications, Inc.; and Viamedia risked losing employees. Viamedia claimed these events threatened its reputation, prospective investments, and key employees.

WideOpenWest argued that the new developments did not establish irreparable harm because the alleged injuries were economic or reputational. It also argued that Viamedia could seek relief in arbitration. WideOpenWest further objected that Viamedia had not provided notice before seeking relief. Viamedia responded that notice was not required because of the extraordinary circumstances and that WideOpenWest had notice through its counsel’s appearance.

Court’s analysis

The court denied the requested injunctive relief because Viamedia still had not demonstrated irreparable harm. The court therefore did not decide the other elements required for a preliminary injunction.

First, the court rejected Viamedia’s argument that the termination and customer emails created irreparable reputational harm. Viamedia’s papers showed that WideOpenWest accounted for more than 12 percent of Viamedia’s advertising revenue, but Viamedia did not explain why harm connected to this agreement would have such an unusually large effect on its entire business. The court noted that Viamedia had not shown that it would become completely unable to provide its product. The court also found that any reputational harm from the emails could be addressed in arbitration or through monetary damages. It noted that arbitration could result in equitable relief, including reinstatement of the agreement, and that Viamedia had relationships with 60 other multichannel video programming distributors. The court found Viamedia’s broader reputational allegations too conclusory to support emergency relief.

Second, the court rejected the claimed loss of potential investors. The court recognized evidence that one investment fund declined to invest based on WideOpenWest’s termination notice and that other investors’ interest was described as “largely contingent” on the parties’ continued contractual relationship. But the court found uncertainty about whether an injunction would restore investor interest. It also characterized the alleged injury as essentially economic, even if difficult to calculate.

Third, the court rejected Viamedia’s argument that it would lose key employees. The court found Viamedia’s allegations conclusory and unsupported by particular facts. Viamedia had not explained why it would need to lay off operations-center employees specifically, or why the asserted difficulty of training replacements justified an injunction.

Disposition

Judge Victor Marrero ordered that Viamedia’s motion for a temporary restraining order and preliminary injunction, docketed as Dkt. Nos. 16 and 19, was DENIED. The opinion does not state that the denial was with or without prejudice.