Upperline Healthcare, PC v. Jaclyn “Carli” Hoover

Summary

This memorandum addresses cross-motions for summary judgment in a dispute between Upperline Healthcare, PC and Jaclyn “Carli” Hoover concerning restrictive covenants in Hoover’s employment agreement. Upperline alleges that Hoover breached noncompetition and nonsolicitation provisions by establishing or participating in competing podiatric practices and hiring or treating former Upperline employees and patients. The court concludes that genuine disputes of material fact preclude summary judgment for either party and denies both motions.

Holdings

1. Both parties' summary-judgment motions must be denied when material factual disputes remain concerning essential elements of the breach-of-contract claims, including enforceability, breach, damages, and causation.
2. A restrictive covenant is enforceable under Tennessee law only if the employer has a legitimate protectable business interest and the covenant's time and territorial limitations are reasonable under the circumstances.
3. Tenn. Code Ann. § 63-1-148(a) does not impose an upper limit making every geographic restriction greater than ten miles or county-wide per se unreasonable; a fifteen-mile restriction may still be reasonable under common-law principles.
4. The undisputed evidence established that Hoover breached the restrictive covenants by employing or engaging Kimalo Brown and Shamaria Resto, both of whom had recently been employed by Upperline.
5. The evidence established that Hoover, through her ownership interest in CFFAI and its public association with the Apopka and OFAS practices, was at least indirectly involved in offering podiatric services within the restricted area, creating a breach of the noncompetition provision.
6. Upperline was not entitled to summary judgment on damages because material factual disputes existed concerning the existence and amount of damages and whether Hoover's breaches caused them.

Questions Presented

1. Whether Upperline was entitled to partial summary judgment on its breach-of-contract claims based on Hoover's alleged violations of restrictive covenants.
2. Whether Hoover was entitled to summary judgment because the restrictive covenants were unenforceable or unreasonable under Tennessee law and Tenn. Code Ann. § 63-1-148.
3. Whether the undisputed evidence established that Hoover breached the covenants by hiring or engaging former Upperline employees and indirectly offering podiatric services through affiliated practices.
4. Whether genuine disputes of material fact existed concerning Upperline's protectable business interests, damages, and causation.

Disposition

other