Data Payment Sys., Inc. v. Caso, 3D17-2586
| Decision Date | 01 August 2018 |
| Docket Number | No. 3D17-2586,3D17-2586 |
| Citation | 253 So.3d 53 |
| Parties | DATA PAYMENT SYSTEMS, INC., etc., Appellant, v. Christopher CASO, etc., et al., Appellees. |
| Court | Florida District Court of Appeals |
Barakat Law, PA, and Brian Barakat, Coral Gables, for appellant.
Garcia-Menocal & Perez, P.L., and Anthony J. Perez and Alfredo Garcia Menocal, Miami; The Carbonell Law Group, and Jorge Carbonell, Coral Gables, for appellees.
Before ROTHENBERG, C.J., and SUAREZ and SCALES, JJ.
Appellant, plaintiff below, Data Payment Systems, Inc. d/b/a One Payment ("Data Payment"), appeals a non-final order denying its motion seeking to temporarily enjoin appellees, defendants below, from violating covenants of noncompete agreements executed by two of the entity defendants. Because it appears from the transcript of the hearing on Data Payment's motion that the trial court (i) failed to consider the statutory presumption of irreparable injury potentially implicated in this case, and (ii) erroneously determined that Data Payment had an adequate remedy at law that precluded injunctive relief, we reverse and remand for the trial court to conduct a new hearing on Data Payment's motion.
Data Payment is in the business of providing credit card and payment processing services to merchants in Florida and throughout the United States. Data Payment provides its services to its customers directly, and also through independent contractors referred to as "sub-offices."
In July 2016, Data Payment entered into a written sub-office agreement with defendant Ignite Payments, Inc. ("Ignite"). This written sub-office agreement (the "Ignite agreement") contains restrictive covenants, including a non-compete clause1 and a confidentiality clause.2 Defendant Juan Marcos Batista executed this agreement on behalf of Ignite.
Thereafter, Batista, along with another defendant, Christopher Caso, allegedly created defendant Onepay LLC ("Onepay"). In January 2017, Data Payment entered into a sub-office agreement with Onepay (the "Onepay agreement"). This agreement contains restrictive covenants3 nearly identical to those contained in the Ignite agreement, including a "twelve-month" non-compete clause. The Onepay agreement was also executed by Batista.
Thereafter, according to Data Payment, defendants Caso and Batista allegedly created a new business venture, Ireland Pay LLC ("Ireland Pay") to provide payment processing services in Florida in direct competition with Data Payment. Data Payment then terminated the Ignite and Onepay agreements for cause. Data Payment alleges that Caso and Batista, through their access to Data Payment's system by virtue of the Ignite and Onepay agreements, began to misappropriate Data Payment's trade secrets and to solicit Data Payment's customers. Caso also allegedly confronted a Data Payment employee at the place of business of a Data Payment customer and threatened the Data Payment employee with violence.
In June 2017, Data Payment initiated the instant action against Ignite, Onepay, Ireland Pay, Batista and Caso. Data Payment's multi-count Second Amended Complaint asserts claims for temporary and permanent injunctive relief, misappropriation of trade secrets, breach of contract, tortious interference, and to pierce the corporate veils of Ignite, Onepay and Ireland Pay. Relying on the noncompete and confidentiality provisions of the Ignite and Onepay agreements, Data Payment also sought emergency, temporary injunctive relief to enjoin: (i) each of the defendants from threatening any further acts of violence toward Data Payment and its employees; (ii) each of the defendants from retaining any of Data Payment's trade secrets or other confidential business information; (iii) Batista, Ignite, and Onepay from violating the restrictive covenants set forth in the Ignite and Onepay agreements; and (iv) Caso and Ireland Pay from aiding and abetting the other defendants in violating the restrictive covenants set forth in the Ignite and Onepay agreements.
In October 2017, the trial court conducted an evidentiary hearing on Data Payment's temporary injunction motion, and, on October 27, 2017, entered the appealed-from order denying Data Payment's motion. The otherwise unelaborated order denies Data Payment's motion "as to all parties for reasons stated on the record." The transcript from the hearing indicates that the trial court denied Data Payment's motion because (i) Data Payment presented no testimony "putting a quantification" on any irreparable harm Data Payment allegedly would suffer if the injunction were not entered, and (ii) the availability of other causes of action asserted by Data Payment established the existence of an adequate remedy at law. Indeed, after making those threshold determinations, the trial court concluded:
THE COURT: ... This Court need go no further because this Court has determined that there is specifically ... a remedy at law that the parties can and are pursuing in this matter. An [sic] injunctive relief is not warranted.... [T]his Court will not even reach the other aspects with respect to whether or not there was an ... existing contract or the parties were obligated under the agreement because ... having [an] adequate remedy at law, that defeats the injunctive relief request in and of itself. Thank you all.
Data Payment timely appealed the trial court's non-final order denying its motion seeking temporary injunction relief.4
Generally, a movant seeking a temporary injunction must establish the following elements: (i) likelihood of irreparable harm and unavailability of an adequate remedy at law; (ii) substantial likelihood of success on the merits; (iii) injury to the movant that outweighs the harm to the opponent; and (iv) that an injunction will not disserve the public interest. See Reliance Wholesale, Inc. v. Godfrey, 51 So.3d 561, 564 (Fla. 3d DCA 2010). In this case, having found that Data Payment failed to satisfy the first prong, the trial court denied Data Payment's temporary injunction motion without conducting any further analysis as to the remaining three prongs. For the following reasons, we conclude that the trial court applied the incorrect law when conducting its inquiry as to the first prong, thus requiring another hearing on the matter.
First, Data Payment was not required to quantify the irreparable harm it would suffer if a temporary injunction were not entered. As it relates to an alleged breach of a non-compete agreement, irreparable injury "does not have reference to the amount of damage caused, but rather to the difficulty of measuring the amount of damages inflicted." Air Ambulance Network, Inc. v. Floribus, 511 So.2d 702, 702-03 (Fla. 3d DCA 1987) (quoting 42 Am. Jur. 2d Injunctions § 49 ). Therefore, "an injury is irreparable where the damage is estimable only by conjecture, and not by any accurate standard." Id.
Moreover, in 1996, the Florida Legislature adopted section 542.335 of the Florida Statutes to specifically validate, and codify the requirements for enforcement of, written covenants restricting or prohibiting competition. See Ch. 96-257, § 1, Law of Fla; Corp. Express Office Prods., Inc. v. Phillips, 847 So.2d 406, 409 n.2 (Fla. 2003) . Among other things, the statute creates a presumption of irreparable injury to the person seeking to enjoin a violation of a non-compete clause. See § 542.335(1)(j), Fla. Stat. (2016). This provision reads, in its entirety, as follows:
Id. (emphasis added).
Here, as the hearing transcript reveals, the trial court determined that, even if a violation of the non-compete agreements had occurred, Data Payment would not be entitled to injunctive relief because it had presented no evidence of irreparable harm. Thus, it appears that the trial court erred by not employing the statutory presumption of irreparable harm dictated by section 542.335(1)(j), which requires consideration of whether the subject agreements are lawful and enforceable. See § 542.335(1)(g), (j) Fla....
To continue reading
Request your trial