The two delivery notes relate to the period after the end of Mr. Alfasi's employment at Shira Company. Contrary to the plaintiff's testimony that Mr. Alfasi worked at Shira until the end of 2014 (see paragraph 32 of his affidavit), Mr. Alfasi testified that he was employed by Shira only until the end of June 2014, and this was also evident from Mr. Alfasi's Form 106, which was attached by the plaintiff himself as part of Appendix D to his affidavit.
- In addition, the mere supply of goods to Mr. Alfasi or his authorized dealer does not indicate that Shira was the one that was obligated to pay for them.
- The fact that on the delivery note No. 5845 it is explicitly stated that the goods are intended for "Eli Mishira Marketing" indicates the separation that was made. With regard to delivery note No. 6077, it refers to a period in which there is no dispute that Paragon ceased to work with the plaintiff or with Shira.
- The plaintiff further claimed, both against Paragon and against Mr. Alfasi, that they collaborated behind his back. According to him, in August 2014 or thereabouts, Mr. Alfasi established Tal Plast as well as a designated warehouse, with the aim of circumventing, deliberately and fraudulently, the plaintiff's exclusive franchise.
- At the same time, Paragon ceased to market merchandise to it, in violation of the concession agreement, when immediately or shortly thereafter, it granted a franchise to market its products in Israel (except for the Shufersal chain) to Mr. Alfasi and Tal Plast and began marketing its products through them.
- As clarified above, I found that the plaintiff did not prove his claim that he was an exclusive franchisee holder for the sale of Paragon's products in Israel, and this is sufficient to drop the basis for his claim.
- Moreover, from the evidence that was brought before me, it clearly emerged that as of that time the plaintiff had breached the financial arrangements he had reached with Paragon, the balance of his debt at that time was a very significant amount, and therefore, and in these circumstances, it will be difficult for me to accept an argument according to which Paragon was obligated to continue to market goods to the plaintiff, even if he had been found to be the exclusive marketer of all of its products (and as stated, it was not found to establish such a factual determination).
- With regard to the arguments regarding Mr. Alfasi's duty to non-compete, the parties will be referred to the above, and inter alia to the fact that up to the date of filing the claim, including in the framework of the plaintiff's warning letter to Mr. Alfasi, dated December 15, 2015 (Exhibit N/5), no claims had been raised by the plaintiff against Mr. Alfasi or Tal Plast, for breach of the franchise or the exclusive marketing right.
- In the margins, it should be noted that the plaintiff did not make any distinction between Mr. Alfasi and Tal Plast, even though they are two separate legal entities. In practice, Tal Plast, which was established only in 2014, after what the plaintiff himself defined as his "downfall", was not a party to the partnership agreement with the plaintiff, and no evidence was presented to me from which it was possible or appropriate to conclude that there is an identity between Mr. Alfasi's alleged debts to the plaintiff, and those of Tal Plast. In this regard, the parties will be referred, inter alia, to the plaintiff's testimony on p. 37, paras. 2-15 of the minutes of the hearing of December 7, 2022).
- In these circumstances, the plaintiff's claims, both against Paragon and against defendants 2-3, should be dismissed.
Withdrawal of funds from the company's bank account by Mr. Alfasi
- According to the plaintiff, upon the termination of the partnership relationship between him and Mr. Alfasi, no notice was given to the banks of the cessation of Mr. Alfasi's authorized signatory in the partnership's bank accounts. According to him, Mr. Alfasi acted in bad faith, contrary to the provisions of the law, when he continued to obligate Shira by way of withdrawals of money, checks and financial transfers. (See paras. 87-89 of the plaintiff's affidavit).
- Alfasi confirmed in his interrogation that he continued to carry out transactions in the company's bank account even after the termination of the partnership relationship, according to him, because he was still registered as the owner of the account, was a guarantor of the account personally, and his other accounts were also managed in the same branch (see p. 101, paras. 19-27 of the minutes of the hearing).
He further testified that Mr. Shlomo Amar, who provided financial support to the company, obtained loans from various sources, and in this framework he transferred checks to him "to the beneficiary only" to the ordinance of the Shira Company, which were deposited in its account, while on the other hand, for the purpose of repaying the loans, Mr. Alfasi issued Mr. Amar checks from the Shira Company, or made bank transfers.