Mp Totalcare Services, Inc. v. Mattimoe
| Decision Date | 27 August 2009 |
| Docket Number | Case No. 3:08CV885. |
| Parties | MP TOTALCARE SERVICES, INC. d/b/a CCS Medical, Inc., Plaintiffs, v. Tricia Lynn MATTIMOE, et al, Defendants. |
| Court | U.S. District Court — Northern District of Ohio |
W. Eric Baisden, Jeffrey J. Lauderdale, Calfee, Halter & Griswold, Cleveland, OH, for Plaintiffs.
Douglas W. Lukasik, Robert T. Slovak, Gardere Wynne Sewell, Dallas, TX, Louis J. Licata, David J. Kovach, Licata & Toerek, Independence, OH, for Defendants.
This is a case about contract enforceability. Plaintiff, MP TotalCare Services, Inc. [MP] alleges that its former employee, defendant Tricia Lynn Mattimoe, breached non-compete, non-solicitation and confidentiality clauses in her employment contract by entering into an employment relationship with defendant Healthtronix Lymphedema Management [Healthtronix]. In addition to breach of contract, MP sues defendants for: 1) misappropriation of trade secrets; 2) unjust enrichment; 3) tortious interference with business relationships; 4) tortious interference with a written contract; and 5) inevitable disclosure.
Jurisdiction exists under 28 U.S.C. § 1332. Pending is defendants' motion for summary judgment [Doc. 21]. For the reasons discussed below, defendants' motion is granted in part and denied in part.
MP is a wound care supplier which provides wound care consultants to hospitals and clinics. In the wound care industry, suppliers enter into letters of understanding with hospitals and clinics authorizing them to provide on-site wound care supplies to patients. Wound care providers, therefore, think of hospitals and clinics as customers.
Gericare Providers, Inc., the predecessor company to MP, hired Mattimoe on August 15, 1997, to work as a patient educator. Mattimoe received various promotions, and in January, 2006, she became vice president of sales. In this position, she was one of two employees responsible for managing MP regional sales managers. In September, 2006, MP eliminated this position and transferred Mattimoe laterally to the position of clinical services manager.
As clinical services manager, Mattimoe worked directly with wound care centers throughout the country, including McKees Rocks, Pennsylvania, Portsmouth, New Hampshire and Youngstown/Warren, Ohio.1 She also provided advanced training to MP employees and recruited new employees.
On January 30, 2007, Mattimoe signed a confidentiality, non-solicitation and non-compete agreement with MP. The agreement stated:
3. Confidentiality and Return of Materials: (b) Employee shall not use or disclose any Trade Secrets of Employer during Employee's employment and for so long afterwards as the pertinent information or data remain Trade Secrets, whether or not the Trade Secrets are in written or tangible form, except as required to perform Employee's duties for Employer ... Employee shall not use or disclose any Confidential Information of Employer during Employee's employment, or for a period of eighteen (18) months after the end of the his or her employment for any reason, except with the written consent of Employer or as otherwise required by law.
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4. Non-Solicitation of Employees: Employee shall not, without the express written consent of the Employer for employment with any employer other than Employer, directly solicit or recruit, or attempt to solicit or recruit, another employee of the Employer for employment with any employer other than Employer, directly or by assisting others, or attempt to persuade or induce any other employee of Employer to leave his or her employment with Employer during Employee's employment with Employer and for a period of twelve (12) months thereafter.
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5. Non-Interference with Customer Relations: Employee also expressly acknowledges that it would be unfair and inappropriate for him or her to attempt to promote on behalf of anyone other than the Employer, any of those products or services to any client that he or she has served on behalf of the Employer. Consequently, during Employee's employment with Employer and for a period of eighteen (18) months thereafter, Employee expressly covenants that he or she shall not solicit or attempt to solicit, directly or by assisting others, without the express written consent of the employer, similar home medical equipment or home medical supply business from clients that Employee had served on behalf of Employer.
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7. Non-Compete: Employer expressly covenants and agrees that during Employee's employment with Employer, and for a period of eighteen (18) months thereafter, he/she will not, without the express written consent of the Employer, for any reason whatsoever, directly or indirectly, for himself/herself or on behalf of or in conjunction with any other person(s), company, partnership or corporation, compete with the Employer by working in the "Employee's Sales Area" as a salesperson, marketer, sales or marketing consultant or as a manager, officer, partner, joint venture, owner or shareholder for any entity that sells or supplies (enter very detailed description) ______________________________________
For purposes of the foregoing restriction, the "Employee's Sales Area" is defined as the following State of _____ Counties, in which Employee expressly acknowledges that he/she performs sales activities on behalf of Company:
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Mattimoe completed this contract, noting that her sales area was the "USA." [Doc. 27, Ex. 3].
On April 30, 2007, Mattimoe resigned from her position at MP. She started to work for TLC HomeCare, and continued to look for another position in the wound care field.
In Summer, 2007, Mattimoe contacted Cheri Hoskins, the president of Healthtronix and personal friend, to discuss her job search. Healthtronix previously provided compression therapy services to patients with lymphedema and similar disorders, and had recently expanded its business to become a wound care supplier.
During their conversation, Mattimoe stated that she would likely be able to recruit clinics currently in business with MP, specifically McKees Rocks and Youngstown. Mattimoe informed Hoskins that, although her contract with MP had a non-compete clause, she did not believe the agreement was enforceable.
Ultimately, Hoskins offered, and Mattimoe accepted, a position as vice president of clinical services. In this position, Mattimoe's primary duty was "[b]ringing clinics into our office, into our business, increasing our revenue." [Doc. 27, Ex. 2]. By the end of 2007, Mattimoe had held meetings with representatives of McKees Rocks, Portsmouth and Youngstown/Warren and had successfully persuaded these clinics to work with Healthtronix.
Healthtronix also offered employment opportunities to three MP employees. Healthtronix, specifically, hired Carmen Kwolek, a medical supply specialist [MSS] at the clinic in McKees Rocks, Michele Kinkela, another MSS, at Youngstown/Warren, and Jane Ryan, likewise a MSS, at Portsmouth.
On August 6, 2008, Healthtronix fired Mattimoe over fundamental disagreements about the direction of the business, and social problems between her and Hoskins.
Summary judgment must be entered "against a party who fails to make a showing sufficient to establish the existence of an element essential to that party's case, and on which that party will bear the burden of proof at trial." Celotex Corp. v. Catrett, 477 U.S. 317, 322, 106 S.Ct. 2548, 91 L.Ed.2d 265 (1986). The moving party always bears the initial responsibility of informing the district court of the basis for its motion, and identifying those portions of the record that demonstrate the absence of a genuine issue of material fact. Id. at 323, 106 S.Ct. 2548. The burden shifts to the nonmoving party who "must set forth specific facts showing that there is a genuine issue for trial." Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 250, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986) (quoting Fed. R.Civ.P. 56(e)).
Once the burden of production shifts, the party opposing summary judgment cannot rest on its pleadings or merely reassert its previous allegations. It is insufficient "simply [to] show that there is some metaphysical doubt as to the material facts." Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986). Rather, Rule 56(e) "requires the nonmoving party to go beyond the [unverified] pleadings" and present some type of concrete evidentiary material in support of its position. Celotex, supra, 477 U.S. at 324, 106 S.Ct. 2548.
In deciding the motion for summary judgment, the evidence of the non-moving party will be believed as true, all doubts will be resolved against the non-moving party, all evidence will be construed in the light most favorable to the non-moving party, and all inferences will be drawn in the non-moving party's favor. Eastman Kodak Co. v. Image Technical Servs., Inc., 504 U.S. 451, 456, 112 S.Ct. 2072, 119 L.Ed.2d 265 (1992). Summary judgment shall be rendered only if the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, show there is no genuine issue as to any material facts and that the moving party is entitled to judgment as a matter of law. Celotex, supra, 477 U.S. at 323, 106 S.Ct. 2548.
MP alleges that Mattimoe breached her employment contract's non-compete, non-solicitation and confidentiality provisions. To allege a breach of contract claim under Ohio law, plaintiff must establish: 1) the existence of a binding contract; 2) plain...
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