Posts tagged with "former employees"

Balancing Policy Concerns When Determining Enforceability of Non-Compete Agreement

Booth Waltz Enterprises, Inc. v. Pierson, 2009 Conn. Super. LEXIS 1912
Case Background

Speedway Distributors, Inc. employed Mr. David Pierson as a sales representative beginning in 1998 and had him sign a non-compete agreement as a condition precedent to his employment.  The agreement, executed on January 26, 1998, prohibited Mr. Pierson from soliciting Speedway customers or divulging their contact information to other parties for a period of one year following his termination.  Speedway’s primary business operation was distributing aftermarket chemical products in Connecticut, Rhode Island, and western Massachusetts.

On October 20, 1998 Booth Waltz Enterprises, Inc. acquired certain Speedway assets, most notably its customer lists/information and its sales representatives’ non-compete agreements.  Booth Waltz offered Mr. Pierson a job under the new corporate management scheme and asked him to sign a new non-solicitation agreement but he voluntarily terminated his employment.

Following his termination, Mr. Pierson started his own business, Hometown Distributors, which engaged in the same business operations and geographical area as his former employer.  Booth Waltz alleged that Mr. Pierson was soliciting its customers in violation of the non-compete it acquired from Speedway and sued for the enforcement of the restrictive covenant.

The Court’s Decision

The court found in favor of Booth Waltz, holding that the “defendant [Mr. Pierson] has engaged in conduct which is in breach of the restrictive covenant.  This conduct would dictate that the plaintiff [Booth Waltz] is entitled to enforce the agreement”.  Mr. Pierson contended that the provisions of the non-compete agreement were unreasonable, rending the agreement unenforceable, but the court rejected these assertions.  In handing down its decision, the court had to balance the necessity to protect the employer’s business interests and the employee’s right to earn a living.

The duration of one year was reasonable and was supported by the public policy principle that Booth Waltz had a right to protect the long-term relationships that Speedway maintained with its customers.  Additionally, the court concluded that the geographical limitation (Connecticut, Rhode Island, and western Massachusetts) was reasonable because it only restricted specific customers appearing on Speedway’s customer list, and not the region as a whole.

The court also addressed and stated that its holding did not interfere with public interest since it did not unreasonably deprive the public of a good/service for the sake of protecting a business’s recognized interest.  This case is a good example of how a court must balance multiple interests and policy concerns when deciding a case disputing a non-compete agreement between an employer and one of its former employees.


If you have any questions relating to your non-compete agreement or would like to discuss any element of your employment agreement, please contact Joseph C. Maya, Esq. by phone at (203) 221-3100 or via e-mail at

Connecticut Non-Competes and Jurisdiction Can Be Applicable To Out-Of-State Companies And Employees

United Natural Foods, Inc. v. Hagen, 2010 U.S. Dist. LEXIS 82871
Case Background

This case concerns two former employees, Mr. Barclay Hope and Mr. James Hagen, of United Natural Foods.  The two men worked for Albert’s Organics, a nationwide subsidiary of the Providence, Rhode Island based United Natural Foods.  Mr. Hope was employed in the Los Angeles area from 1997 to December 2006 at which time he began to work as an independent consultant in the organic food industry.  In May 2010 Mr. Hope accepted the position of Chief Executive Officer at Freshpack Produce, a Denver, Colorado based produce grower and shipper.

Albert’s Organics hired Mr. Hagen in March 2003 upon the recommendation of Mr. Hope to work in the company’s Denver offices.  Mr. Hagen left Albert’s in April 2010 and began a new job as the Chief Operating Officer of Freshpack Produce, the same company as Mr. Hope, and upon the recommendation of Mr. Hope.  While employed by United Natural Foods Mr. Hagen and Mr. Hope exchanged many emails wherein they transferred some of United Natural Foods’ transactions, customer information, trade secrets, and other confidential information.  Mr. Hope maintained hard and electronic copies of this confidential information and utilized it in the management of Freshpack Produce’s business operations.

The Non-Compete Agreement

Mr. Hope signed an “Employment Termination Agreement and Release” upon the termination of his employment with United Natural Foods wherein he agreed to abide by a non-compete agreement (one-year duration) and confidentiality provision (indefinite).  A special and notable feature of this agreement however was the choice of law provision that stated the agreement was “made pursuant to and shall be governed by the laws of the State of Connecticut” such that “the parties agree that the courts of the State of Connecticut, and the Federal Courts located therein, shall have exclusive jurisdiction over all matters arising from this Agreement”.

This is especially interesting given that none of the parties (individuals or the companies) in this case are based in Connecticut.  United Natural Foods is based in Rhode Island, Freshpack Produce is based in Colorado, Mr. Hagen worked in Colorado, and Mr. Hope worked in California.  Connecticut law is must more apt to enforce a non-compete agreement than many states.  Colorado for example, where Freshpack Produce and Mr. Hagen were based, historically has a policy against the enforcement of non-compete covenants.

The Court’s Decision

The courts do not see a problem in enforcing a non-compete agreement under Connecticut law for an individual living in California and working for a Colorado based company.  In the past, courts have enforced non-compete agreements in similar situations because the parties both agreed to the jurisdiction in the covenant and the swiftness and ease of air travel negates distance as an issue.  This case illustrates how employees should be mindful of the jurisdiction contained in the choice of law provision in their non-compete agreement.

The law and court governing the agreement could have a profound effect on the employee should a dispute arise between the signing parties of the agreement.  Corporations have the liberty to afford the best and brightest lawyers to handle their legal matters and they do things for specific, advantageous reasons.  It is safe to say that a corporation’s legal department will construct an agreement that utilizes a jurisdiction that will be favorable to them in the event of a legal dispute with a former employee.  Employees should pay close attention to the jurisdiction and make efforts to understand the applicable law if the choice of law is not that of the state where they live.


If you have any questions relating to your non-compete agreement or would like to discuss any element of your employment agreement, please contact Joseph C. Maya, Esq. by phone at (203) 221-3100 or via e-mail at