In 2018, North American Senior Benefits, LLC (NASB) entered into employment contracts with Ryan and Alisha Wimmer, which included a restrictive covenant prohibiting them from recruiting NASB employees for two years post-termination. In 2021, after the Wimmers left NASB and allegedly started a competing business, NASB sued to enforce the covenant. The Wimmers argued that the covenant was unenforceable due to the lack of an express geographic term.The Statewide Business Court agreed with the Wimmers and granted their motion for judgment on the pleadings, finding the covenant unenforceable without an express geographic term. The Court of Appeals affirmed this decision, relying on its prior ruling in CarpetCare Multiservices v. Carle, which held that a restrictive covenant must include an express geographic term to comply with OCGA § 13-8-53 (a). One judge dissented, arguing that the GRCA does not require an express geographic term for non-recruitment provisions.The Supreme Court of Georgia reviewed the case and concluded that the Court of Appeals erred. The Supreme Court held that OCGA § 13-8-53 (a) does not mandate an express geographic term for a restrictive covenant to be enforceable. Instead, the statute requires that the restrictions be reasonable in time, geographic area, and scope of prohibited activities. The Court emphasized that the reasonableness of a covenant's geographic scope should be assessed based on the totality of the circumstances, not solely on the presence of an express geographic term.The Supreme Court reversed the judgment of the Court of Appeals and remanded the case for further proceedings to determine the reasonableness of the non-recruitment provision under the GRCA. View "NORTH AMERICAN SENIOR BENEFITS, LLC v. WIMMER" on Justia Law

American Building Innovation LP (ABI) was hired by Balfour Beatty Construction, LLC (Balfour Beatty) as a subcontractor for a school construction project. ABI had a workers’ compensation insurance policy when it began work, but the policy was canceled due to ABI’s refusal to pay outstanding premiums from a previous policy. This cancellation led to the automatic suspension of ABI’s contractor’s license. Despite knowing it was unlicensed and uninsured, ABI continued working on the project.The Superior Court of Orange County found that ABI was not duly licensed at all times during the performance of its work, as required by California law. ABI’s license was suspended because it failed to maintain workers’ compensation insurance. ABI later settled its premium dispute and had the policy retroactively reinstated, but the court found this retroactive reinstatement meaningless because it occurred long after the statute of limitations for any workers’ compensation claims had expired. The court ruled that ABI could not maintain its action to recover compensation for its work due to its lack of proper licensure.The California Court of Appeal, Fourth Appellate District, Division Three, affirmed the lower court’s judgment. The court held that ABI was not entitled to retroactive reinstatement of its license because the failure to maintain workers’ compensation insurance was not due to circumstances beyond ABI’s control. ABI’s decision not to pay the premiums and its false representations to the Contractors’ State License Board were within its control. Consequently, ABI was barred from bringing or maintaining the action under section 7031 of the Business and Professions Code. The court also affirmed the award of attorney fees to Balfour Beatty under the subcontract’s prevailing party attorney fee provision. View "American Building Innovations v. Balfour Beatty Construction" on Justia Law

Dyax Corporation performed research for Ares Trading S.A. and licensed patents to Ares, including some held by Cambridge Antibody Technology (CAT Patents). Ares used Dyax’s research to develop a cancer drug, Bavencio, and agreed to pay royalties to Dyax based on the drug’s sales. The royalty obligation outlasted the lifespan of the CAT Patents. The District Court held that Ares’ royalty obligation was not unenforceable under Brulotte v. Thys Co., which prohibits royalties that extend beyond a patent’s expiration.The United States District Court for the District of Delaware found that Ares’ royalty obligation did not violate Brulotte because it was not calculated based on activity requiring the use of inventions covered by the CAT Patents after their expiration. The court characterized the royalties as deferred compensation for Dyax’s pre-expiration research. Additionally, the court noted that Ares’ royalty obligation could run until the latest-running patent covered in the agreement expired, which included patents other than the CAT Patents.The United States Court of Appeals for the Third Circuit affirmed the District Court’s decision. The Third Circuit held that Ares’ royalty obligation was not calculated based on activity requiring post-expiration use of the CAT Patents, and thus, Brulotte did not apply. The court emphasized that the royalties were based on sales of Bavencio, which did not require the use of the CAT Patents after their expiration. The court also rejected Ares’ argument that Dyax violated the implied covenant of good faith and fair dealing, noting that Ares received all the benefits promised under the agreement. The court concluded that Dyax did not breach any obligations under the agreement, and Ares’ royalty obligation remained enforceable. View "Ares Trading SA v. Dyax Corp" on Justia Law

Austin and Regena Joy owned property in Anchorage and leased it to Randy Hahn for his firewood business, Best Split Firewood, LLC (BSF). The lease included a purchase option for BSF to buy the property at a specified price and terms. Hahn signed the agreement, adding "Best Split Firewood" as the occupant, but Regena did not sign. Hahn later sought to exercise the purchase option, but the Joys refused, doubting the option's enforceability and Hahn's financial capability.Hahn filed a complaint in the Alaska Superior Court seeking a declaratory judgment to enforce the purchase option. The Joys denied the enforceability of the option and moved for summary judgment, arguing BSF could not enforce the option. Hahn opposed and filed a cross-motion for summary judgment, asserting the agreement was valid and enforceable. The Superior Court granted Hahn's motion, finding the agreement contained essential terms for a purchase option and that there was a meeting of the minds. The court also provided gap fillers for missing details and ordered specific performance, directing the Joys to sell the property to BSF.The Alaska Supreme Court reviewed the case and affirmed the Superior Court's decisions. The Supreme Court held that the agreement contained all essential terms for an enforceable purchase option and that BSF could exercise the option as Hahn's assignee, given Hahn's personal guarantee of BSF's obligations. The court also found that Hahn did not waive the purchase option by rejecting the Joys' offer, which contained errors and differed from the original agreement. Finally, the court rejected the Joys' unclean hands defense, finding no evidence of wrongdoing by Hahn related to the case. The Supreme Court affirmed the Superior Court's grant of summary judgment and order of specific performance. View "Joy v. Hahn" on Justia Law

American Environmental, Inc. (plaintiff) challenged the Burlington School District (defendant) over a contract awarded for the demolition and remediation of Burlington High School, which was closed due to toxic substances. The District sent a Request for Qualifications to fifteen contractors, including the plaintiff and the winning bidder, EnviroVantage. The plaintiff argued that EnviroVantage did not meet the prequalification criteria and that the contract should have been awarded to them.The Superior Court, Chittenden Unit, Civil Division, denied the plaintiff's request for a preliminary injunction, citing potential financial harm to the District and public interest. The court later granted summary judgment to the District, finding the case moot because the project was substantially complete. The court applied factors from Citineighbors Coalition of Historic Carnegie Hill ex rel. Kazickas v. New York City Landmarks Preservation Commission, determining that no effective relief could be granted due to the project's advanced stage.The Vermont Supreme Court took judicial notice of the project's completion, including demolition and soil remediation, based on public records and visual evidence. The court dismissed the appeal as moot, stating that no effective relief could be provided under Rule 75, which does not allow for damages. The court also rejected the plaintiff's argument that the case met the exception for issues capable of repetition yet evading review, noting the plaintiff's delay in seeking expedited relief and the lack of demonstrated probability of encountering the same situation again. View "American Environmental, Inc. v. Burlington School District" on Justia Law

Wanda Bowling entered into a contract with the Interstate Medical Licensure Compact Commission to manage its information technology functions. When the contract ended, Bowling allegedly withheld login information for three online accounts, leading the Commission to sue for breach of contract. Bowling counterclaimed for libel and misclassification of her employment status. The district court dismissed the misclassification counterclaim and granted summary judgment to the Commission on all other claims.The United States District Court for the District of Colorado dismissed Bowling's counterclaim for misclassification and denied her motion to amend it, citing untimeliness. The court also granted summary judgment to the Commission on its breach of contract claim, concluding that Bowling's login information constituted intellectual property and that she had breached the contract by not certifying the erasure of confidential information. The court awarded the Commission $956.67 in damages. Additionally, the court granted summary judgment on Bowling's libel counterclaim, citing a qualified privilege defense.The United States Court of Appeals for the Tenth Circuit reviewed the case. It affirmed the district court's finding of subject-matter jurisdiction, holding that the Commission had adequately alleged damages exceeding $75,000. However, the appellate court found that the contract was ambiguous regarding whether the login information constituted intellectual property or other materials covered by the contract, and that there was a genuine dispute of material fact regarding the damages. Therefore, it reversed the summary judgment on the breach of contract claim. The court also upheld the district court's denial of Bowling's motion to amend her counterclaim for misclassification, finding no abuse of discretion.On the libel counterclaim, the appellate court agreed that the district court erred in granting summary judgment based on a qualified privilege without giving Bowling notice. However, it affirmed the summary judgment on the grounds that the Commission's statements were substantially true. The case was affirmed in part, reversed in part, and remanded for further proceedings. View "Interstate Medical Licensure Compact Commission v. Bowling" on Justia Law

In this case, the plaintiff purchased a new 2014 Kia Optima and soon experienced issues with the vehicle's reverse gear. Despite multiple visits to the dealership, the problem persisted. The plaintiff requested a buyback from Kia Motors America, Inc. (Kia), but Kia's investigations, including installing a flight recorder, did not confirm the defect. Kia eventually offered to repurchase the vehicle, but the plaintiff rejected the offer and continued to use the car until filing a lawsuit under California’s Song-Beverly Consumer Warranty Act (the Act).The Superior Court of Los Angeles County found in favor of the plaintiff, awarding restitution and a civil penalty for Kia's willful violation of the Act. Kia filed posttrial motions challenging the restitution amount and the civil penalty. The court partially granted Kia's motions, striking the civil penalty for insufficient evidence but denying the motion to reduce the restitution amount.The California Court of Appeal, Second Appellate District, reviewed the case. The court held that the restitution award should not include the cost of the optional service contract, certain insurance premiums, and other specific amounts. The court affirmed the trial court's decision to grant a new trial on the civil penalty, finding substantial evidence that Kia may have had a good faith and reasonable belief that the vehicle was not defective.The appellate court directed the trial court to amend the judgment to exclude the non-recoverable amounts from the restitution award and to conduct a new trial on the civil penalty, limited to the period before the lawsuit was filed. The court clarified that a violation of the Act is willful only if it is deliberate, knowing, or not based on a good faith and reasonable belief of compliance. View "Valdovinos v. Kia Motors America, Inc." on Justia Law

A physician in Puerto Rico, Dr. Jaime Salas Rushford, had his board certification suspended by the American Board of Internal Medicine (ABIM) after ABIM concluded that he had improperly shared board exam questions with his test prep instructor. ABIM sued Salas Rushford for copyright infringement in New Jersey. Salas Rushford counterclaimed against ABIM and several ABIM-affiliated individuals, alleging that the process leading to his suspension was a "sham."The counterclaims were transferred to the District of Puerto Rico, where the district court granted ABIM's motion for judgment on the pleadings and denied Salas Rushford leave to amend his pleading. The court found that Salas Rushford failed to state a claim for breach of contract, breach of the implied covenant of good faith and fair dealing, and tort claims against the ABIM Individuals. The court also dismissed his Lanham Act claim for commercial disparagement.The United States Court of Appeals for the First Circuit reviewed the case. The court affirmed the district court's dismissal of Salas Rushford's claims. It held that ABIM had broad discretion under its policies to revoke certification if a diplomate failed to maintain satisfactory ethical and professional behavior. The court found that Salas Rushford did not plausibly allege that ABIM acted with bad motive or ill intention, which is necessary to state a claim for breach of the implied covenant of good faith and fair dealing under New Jersey law.The court also affirmed the dismissal of the Lanham Act claim, noting that Salas Rushford failed to allege actual consumer deception or intentional deception, which is required to state a claim for false advertising. Finally, the court upheld the district court's denial of leave to amend the complaint, citing undue delay and lack of a concrete argument for why justice required an amendment. View "American Board of Internal Medicine v. Salas-Rushford" on Justia Law

Cave Quarries, Inc. hired Warex LLC to conduct a controlled explosion to blast a rock wall at its quarry. The explosion went wrong, destroying Cave Quarries' asphalt plant. Cave Quarries sued Warex, claiming strict liability and negligence. The oral contract between the parties did not cover this scenario, so Cave Quarries turned to tort law.The Orange Circuit Court denied both parties' motions for summary judgment. The court held that strict liability did not apply because Cave Quarries was not an innocent bystander but a participant in the blasting. The court ruled that the negligence standard should apply and found material issues of fact precluding summary judgment. The Indiana Court of Appeals affirmed the trial court's decision, agreeing that the negligence standard should apply.The Indiana Supreme Court reviewed the case and affirmed the lower court's decision. The court held that strict liability for blasting does not extend to customers who hire the blaster, as they are participants in the activity and benefit from it. The court maintained that strict liability applies to damage caused to neighbors and bystanders but not to customers. The court remanded the case for further proceedings on the negligence claim, directing the trial court to enter judgment for Warex on the strict liability claim and proceed with the negligence claim. View "Cave Quarries Inc. v. Warex, LLC" on Justia Law

JES Farms Partnership sold crops through Indigo Ag's digital platform. In 2021, JES initiated arbitration against Indigo, alleging breach of a marketplace seller agreement and trade rule violations. Indigo counterclaimed, alleging JES breached the agreement and its addenda. JES then sought a federal court's declaratory judgment that Indigo’s counterclaims were not arbitrable and that some addenda were invalid. Indigo moved to compel arbitration based on the agreement's arbitration clause.The United States District Court for the District of South Dakota partially denied Indigo's motion. The court agreed that Indigo’s counterclaims were arbitrable but ruled that the enforceability of the addenda was not arbitrable under the marketplace seller agreement. The court found the arbitration clause "narrow" and concluded that disputes about the addenda's enforceability did not relate to crop transactions. Indigo appealed this decision.The United States Court of Appeals for the Eighth Circuit reviewed the case de novo. The court determined that the arbitration clause in the marketplace seller agreement was broad, covering "any dispute" related to the agreement or transactions under it. The court found that the enforceability of the addenda was indeed a dispute "relating to crop transactions" and thus fell within the scope of the arbitration clause. Consequently, the Eighth Circuit reversed the district court's decision and directed it to grant Indigo’s motion to compel arbitration and address the case's status pending arbitration. View "JES Farms Partnership v. Indigo Ag Inc." on Justia Law