Opinion
Civil Action No. 1:20-cv-01625-SDG
2020-07-17
AWP, INC., Plaintiff, v. Ed HENRY, Anita Henry, L30 Consulting, LLC, Angela N. McNulty, Kent Puckett, and Wesley "Del" Temple, Defendants.
Henry D. Fellows, Jr., Derek Schwahn, Fellows La Briola, LLP, Atlanta, GA, Joseph Edward Hart, Florida Department of Economic Opportunity, Tallahassee, FL, Jack M. Strauch, Pro Hac Vice, Strauch Green & Mistretta, Bermuda Run, NC, for Plaintiff. Jaletta Long Smith, Robert DeWitt Thomas, Thomas T. Tate, Andersen, Tate & Carr, P.C., Duluth, GA, for Defendants Ed Henry, Anita Henry. James Nixon Daniel, III, Pro Hac Vice, John R. Zoesch, III, Pro Hac Vice, Beggs & Lane, RLLP, Pensacola, FL, Robin Frazer Clark, Robin Frazer Clark, PC, Atlanta, GA, for Defendants L30 Consulting, LLC, Angela N. McNulty. Stephen Paul Fuller, Fuller Sloan, LLC, Johns Creek, GA, for Defendant Kent Puckett. John R. Zoesch, III, Beggs & Lane, RLLP, Pensacola, FL, Robin Frazer Clark, Robin Frazer Clark, PC, Atlanta, GA, for Defendant Wesley (Del) Temple.
Henry D. Fellows, Jr., Derek Schwahn, Fellows La Briola, LLP, Atlanta, GA, Joseph Edward Hart, Florida Department of Economic Opportunity, Tallahassee, FL, Jack M. Strauch, Pro Hac Vice, Strauch Green & Mistretta, Bermuda Run, NC, for Plaintiff.
Jaletta Long Smith, Robert DeWitt Thomas, Thomas T. Tate, Andersen, Tate & Carr, P.C., Duluth, GA, for Defendants Ed Henry, Anita Henry.
James Nixon Daniel, III, Pro Hac Vice, John R. Zoesch, III, Pro Hac Vice, Beggs & Lane, RLLP, Pensacola, FL, Robin Frazer Clark, Robin Frazer Clark, PC, Atlanta, GA, for Defendants L30 Consulting, LLC, Angela N. McNulty.
Stephen Paul Fuller, Fuller Sloan, LLC, Johns Creek, GA, for Defendant Kent Puckett.
John R. Zoesch, III, Beggs & Lane, RLLP, Pensacola, FL, Robin Frazer Clark, Robin Frazer Clark, PC, Atlanta, GA, for Defendant Wesley (Del) Temple.
ORDER
Steven D. Grimberg, United States District Court Judge This matter is before the Court on Plaintiff AWP, Inc.’s Motion for Preliminary Injunction against Defendant Kent Puckett [ECF 51]. AWP seeks to enforce non-competition and non-solicitation restrictive covenants entered into between AWP and Puckett. AWP alleges that Puckett violated his restrictive covenants by working for Defendant L30 Consulting, Inc. ("L30") in Atlanta, Georgia and soliciting AWP employee Nick McCullough to work for L30. Puckett does not dispute that the non-solicitation covenant is enforceable or that he breached it. Puckett argues only that his non-competition covenant is unenforceable because it violates Georgia public policy. The Court concludes that Puckett's non-competition covenant does not violate Georgia public policy, that the covenant is enforceable under Ohio law, and that AWP has satisfied the requisites for a preliminary injunction. Accordingly, the Court GRANTS AWP's motion and enters the following Preliminary Injunction.
ECF 51-1.
I. PROCEDURAL HISTORY
On April 16, 2020, AWP filed its Complaint and motion for temporary restraining order ("TRO") against Defendants Ed Henry, Anita Henry, L30, Angela N. McNulty, Kent Puckett, and Wesley "Del" Temple. In its Complaint, AWP alleges that: (1) Ed and Anita Henry violated restrictive covenants with AWP; (2) L30 and McNulty aided and abetted Ed and Anita Henry in violating their restrictive covenants with AWP; (3) Puckett violated his restrictive covenant with AWP upon accepting employment with L30 and soliciting AWP employees; and (4) all Defendants violated the Georgia Trade Secrets Act and Defend Trade Secrets Act. In its Motion for Temporary Restraining Order, AWP sought, among other things, to enjoin the Henrys and Puckett from violating their respective restrictive covenants.
ECF 1.
Id.
On April 21, 2020, the Court held a hearing on AWP's motion for TRO. After the hearing, the Court entered a TRO against Puckett on April 22, 2020, and a Consent Order between AWP and the Henrys on April 23, 2020. On May 5, 2020, this Court extended the duration of the Puckett TRO for an additional 14 days, until May 19, 2020. On May 12, 2020, AWP moved for a preliminary injunction against Puckett pursuant to Fed. R. Civ. P. 65(a).
ECF 22.
ECF 26.
ECF 27.
ECF 32.
ECF 51.
The Court held a two-day evidentiary hearing from June 24 through June 25, 2020, on AWP's Motion for Preliminary Injunction. At the hearing, the Court heard live testimony from AWP employee Nick McCullough, AWP employee Stephen Pittard, and Defendant Kent Puckett. The Court also considered declarations previously filed by Nick McCullough, Kevin Adams, Greg Murray, Michael Anderson, and Kent Puckett. After consideration of the evidence presented as well as the arguments made by counsel, the Court issued an oral ruling granting AWP's Motion for Preliminary Injunction, with this written Order to follow.
ECF 83; ECF 85.
ECF 1-4, Pl.’s Ex. 7.
ECF 1-5.
ECF 1-3.
ECF 1-1; ECF 70-1; ECF 75-2.
ECF 63-1, Pl.’s Ex. 5.
ECF 91 (Hr'g Tr. Vol. 2), at 217:20–226:22.
II. FINDINGS OF FACT
A. AWP and the Traffic Safety Industry
1. AWP is a traffic safety company.
ECF 1-1, ¶ 4.
2. The traffic safety industry is highly competitive, and AWP has multiple competitors in the Atlanta market.
Id. ; ECF 90 (Hr'g Tr. Vol. 1), at 22:2-10.
3. The traffic safety industry relies heavily upon relationships that a company builds and maintains with its customers.
ECF 90 (Hr'g Tr. Vol. 1), at 22:11-19.
4. These relationships are often the deciding factor in whether or not a company wins a customer's future projects.
Id.
5. The vast majority of AWP's business is derived from customers that have remained loyal to AWP for a considerable amount of time. In order to operate profitably, AWP relies on its long-standing and continuous relationships with its customers.
ECF 1-1, ¶ 6.
6. Many of AWP's customers employ foremen to run their various construction sites.
Id. ¶ 13.
7. These foremen have significant authority to select the traffic control companies with which they work and base their traffic control company hiring decisions largely on the strength of their relationships with personnel at traffic control companies.
Id.
8. Developing relationships with foremen at work sites is important for obtaining and developing business in the traffic safety industry.
ECF 90 (Hr'g Tr. Vol. 1), at 13:21-24; 119:19-24.
B. The Puckett Agreement and Puckett's Employment with AWP
9. During his employment with AWP, Puckett worked out of AWP's Atlanta, Georgia office located at 218 14th Street NW, Atlanta, Georgia 30318 (the "Atlanta Office").
ECF 70-1, ¶ 5.
10. Puckett began work for AWP as a Project Lead.
ECF 91 (Hr'g Tr. Vol. 2), at 141:19-24.
11. A Project Lead is a supervisory position responsible for, among other things, setting up work zones and ensuring compliance with AWP policies and procedures. 12. In October 2018, AWP promoted Puckett from Project Lead to Project Manager.
Id.
ECF 70-1, ¶ 7.
13. As a condition for becoming a Project Manager, AWP required Puckett to sign a restrictive employment covenant agreement.
ECF 63-1, ¶ 8.
14. AWP requires managers to sign non-competition agreements because managers build important relationships with customers that are critical to obtaining future business. For that same reason, AWP requires its field personnel who build relationships with customers to sign non-competition agreements.
ECF 90 (Hr'g Tr. Vol. 1), at 33:16–34:1-5.
15. On October 16, 2018, in consideration for his role as Project Manager, Puckett entered into that certain Confidentiality, Non-Competition & Non-Solicitation Agreement with AWP (the "Puckett Agreement").
ECF 1-6.
16. The Puckett Agreement provided that, for twelve months following the conclusion of Puckett's employment with AWP, Puckett would not: (1) work for a business that competes with AWP within a 120-mile radius of the location where he was employed by AWP; (2) solicit, employ, or retain any AWP employee or contractor who was working for or providing services to AWP in the year before or after Puckett's AWP employment ended, or induce any such AWP employee or contractor to terminate his or her employment with AWP; or (3) solicit the business of AWP's customers for twelve months following the conclusion of his employment at AWP.
Id. § 1(c).
Id. § 1(d).
Id. § 1(e).
17. Puckett acknowledged in the Puckett Agreement that: (1) competing with AWP would cause AWP to "suffer substantial damage and irreparable harm that will be difficult to compute"; (2) soliciting or interfering with AWP's customers, clients, or employees would cause AWP to suffer "substantial damage which will be difficult to compute"; (3) the provisions of the Puckett Agreement "are reasonable and necessary for the protection of the business of AWP"; and (4) AWP would not have continued to employ [Puckett] unless [Puckett] agreed to be bound by the [Puckett Agreement]."
Id. § 1(a).
18. Puckett further acknowledged that upon "a breach of any provision of [the Puckett Agreement], AWP shall have the right and remedy to seek to have the provisions specifically enforced" and that "any such breach will cause irreparable injury to AWP and that money damages will not provide an adequate remedy to AWP."
Id. § 1(g).
19. As Project Manager, Puckett supervised 60–90 employees and possessed the authority to recommend the firing or demotion of the employees he supervised. AWP gave "good weight" to Puckett's recommendations because he acted as AWP's "eyes and ears" in the field.
ECF 90 (Hr'g Tr. Vol. 1), at 50:23–51:1-3; 94:22–95:1; 11:6-21.
Id. at 32:17–33:1-15.
20. As Project Manager, Puckett was expected to solicit business for AWP by building relationships with customers and the foremen they employed. 21. As Project Manager, Puckett regularly met with customers and the foremen they employed to plan future projects and discuss ongoing projects.
Id. at 10:12–11:1-13; 17:12–18:1-6; 115:15-25; 119:25–120:1-4.
Id. at 13:16-20.
22. As Project Manager, Puckett developed good relationships with customers and the foremen they employed.
Id. at 115:15–116:1-14.
23. As Project Manager, Puckett routinely solicited AWP customers and routinely obtained new orders from AWP customers.
Id. at 17:9-14; 115:2-23.
24. In July 2019, AWP transferred Puckett to work on a project for the City of Sandy Springs, Georgia.
ECF 70-1, ¶ 16.
25. Puckett was placed in charge of the project and supervised two AWP employees.
Id. ¶ 17.
26. Puckett and his team were responsible for addressing a variety of traffic control issues for Sandy Springs, Georgia.
Id. ¶ 18.
27. Puckett and his team were on call 24/7, and Puckett specifically was tasked with ensuring that AWP fulfilled its contractual obligations.
Id. ¶ 19.
28. While working in Sandy Springs, Puckett continued to obtain orders directly from AWP customers and solicit business for AWP.
ECF 90 (Hr'g Tr. Vol. 1), at 19:6-15.
29. In this role, Puckett continued to have authority to recommend the termination or transfer of the employees he supervised.
ECF 70-1, ¶ 20.
30. On January 14, 2020, AWP demoted Puckett to his prior position as Project Lead.
Id. ¶ 22.
31. While a Project Lead, Puckett continued to have contact with customers on a daily basis and was in a position to solicit new business.
ECF 90 (Hr'g Tr. Vol. 1), at 54:3-15.
32. While a Project Lead, Puckett continued to obtain orders from customers until around the time of his resignation.
Id. at 17:1-8.
C. Puckett's Breach of the Puckett Agreement
33. On March 20, 2020, Puckett resigned from AWP.
ECF 70-1, ¶ 23.
34. On March 23, 2020, Puckett began work for a competing traffic control company, Defendant L30 Consulting, LLC ("L30"), in Fairburn, Georgia.
ECF 63-1, ¶ 16.
35. Fairburn, Georgia is less than 120 miles from AWP's Atlanta Office.
36. On or about March 26, 2020, L30 transferred Puckett to work as a Project Lead in Trussville, Alabama.
ECF 91 (Hr'g Tr. Vol. 2), at 173:21-23.
37. Trussville, Alabama is more than 120 miles from AWP's Atlanta Office.
38. From March 18–25, 2020, Kent Puckett worked to recruit AWP employee Nick McCullough to leave AWP and join L30.
Pl.’s Ex. 6.
39. On March 18, 2020, two days prior to leaving AWP, Puckett texted McCullough asking: "[H]ow much money would it take for you to leave [AWP] at some point?" Puckett then informed McCullough that he would "keep in touch," that he had talked to "Ed [Henry] 3 times today," and that "[t]his is going to be tsi round 2." When asked by McCullough, "how are you going to get past the paperwork we signed?"—referring to Puckett's restrictive covenants—Puckett replied: "Well I'm about to find out lol. I don't think they'll come after me."
Id.
Id.
Id.
40. Between March 19 and March 25, 2020, Puckett continued texting McCullough in an attempt to lure him to L30. Puckett texted a picture of his L30 truck and bragged that he "already got a new iPhoneX for [his] work phone" from Ed Henry. Puckett informed McCullough that McCullough's pay would "have to be worked out with Angela [McNulty]," the daughter of Defendant Ed Henry and the owner of L30. Continuing to brag about his truck, Puckett noted that his truck "may be a little much but it's a brand new diesel ... and everything [Angela McNulty] buys is diesel." Puckett further noted that "Angela's number 2 person makes over 100 grand a year," and told McCullough that he would "run [McCullough's compensation request] by Angela."
Id.
Id.
Id.
Id.
41. On April 7, Puckett called McCullough on his personal cellphone. Puckett stated that L30 was planning to open an office in Forest Park, Georgia.
ECF 1-4, ¶ 13.
Id.
III. CONCLUSIONS OF LAW
A. Applicable Substantive Law
As a federal court sitting in diversity, this Court must apply the substantive law of the state in which it sits, including the forum state's choice-of-law rules. Pinkerton & Laws, Inc. v. Royal Ins. Co. of Am. , 227 F. Supp. 2d 1348, 1353 n.3 (N.D. Ga. 2002) (citing Klaxon Co. v. Stentor Elec. Mfg. Co. , 313 U.S. 487, 496–97, 61 S.Ct. 1020, 85 L.Ed. 1477 (1941) ). Under Georgia law, "the law of the jurisdiction chosen by parties to a contract to govern their contractual rights will be enforced unless application of the chosen law would be contrary to the public policy or prejudicial to the interests of this state." CS-Lakeview at Gwinnett, Inc. v. Simon Prop. Grp., Inc. , 283 Ga. 426, 428, 659 S.E.2d 359 (2008). The public policy contravened, however, must be a "strong" public policy. Belt Power, LLC v. Reed , 354 Ga. App. 289, 295, 840 S.E.2d 765 (2020).
The Puckett Agreement states that it is governed by Ohio law. Puckett argues that application of Ohio law would contravene Georgia's strong public policy because the non-competition covenant violates the Georgia Restrictive Covenants Act, O.C.G.A. §§ 13-8-50 through 13-8-59. Specifically, Puckett states he is not the type of employee who may be subjected to a non-competition clause under § 13-8-53(a). Accordingly, Puckett asserts that Georgia law should apply and the non-competition covenant stricken as unreasonable.
The Court disagrees. Even if the Court were to equate Georgia public policy with strict compliance with the Georgia Restrictive Covenants Act, the non-competition covenant at issue does not violate the Act. The Act provides that:
[E]nforcement of contracts that restrict competition after the term of employment ... shall not be permitted against
any employee who does not, in the course of his or her employment:
(1) Customarily and regularly solicit for the employer customers or prospective customers;
(2) Customarily and regularly engage in making sales or obtaining orders or contracts for products or services to be performed by others;
(3) Perform the following duties:
(A) Have a primary duty of managing the enterprise in which the employee is employed or of a customarily recognized department or subdivision thereof;
(B) Customarily and regularly direct the work of two or more other employees; and
(C) Have the authority to hire or fire other employees or have particular weight given to suggestions and recommendations as to the hiring, firing, advancement, promotion, or any other change of status of other employees; or
(4) Perform the duties of a key employee or of a professional.
From the time of Puckett's promotion to Project Manager until his demotion to Project Lead, his employment satisfied the criteria of § 13-8-53(a)(1)–(3). Puckett "customarily and regularly solicited customers" for AWP by building strong relationships with them and the foremen charged with selecting traffic control services. Puckett "customarily and regularly engag[ed] in making sales or obtaining orders" by, among other actions, personally obtaining orders from customers with whom he worked. Puckett also managed a "department or subdivision," "direct[ed] the work of two or more employees," and had "particular weight given to suggestions" for terminating employees because he managed the field work subdivision of AWP's Atlanta Office, supervised 60–90 employees, and his suggestions concerning the termination of employees under his supervision were given particular weight by AWP.
ECF 90 (Hr'g Tr. Vol. 1), at 17:6-8, 19:6-15; 51:7-14, 115:2-10.
Id. at 11:14-13:20, 32:18-33:15, 50:23-51:10, 58:12-25, 94:22-96:22.
For the above stated reasons, the Court finds that the non-competition covenant does not violate Georgia public policy and that Ohio law therefore applies to the Puckett Agreement.
B. Preliminary Injunction Standard
A district court has broad discretion to grant injunctive relief if the movant shows the following: "(1) [a] substantial likelihood of success on the merits; (2) [that] irreparable injury will be suffered unless the injunction issues; (3) [that] the threatened injury to the movant outweighs whatever damage the proposed injunction may cause the opposing party; and (4) if issued, the injunction would not be adverse to the public interest." McDonald's Corp. v. Robertson , 147 F.3d 1301, 1306 (11th Cir. 1998) (citing All Care Nursing Service, Inc. v. Bethesda Mem. Hosp., Inc. , 887 F.2d 1535, 1537 (11th Cir. 1989) ).
i. There Is a Substantial Likelihood that AWP Will Succeed on the Merits.
To succeed on the merits of its breach of contract claim against Puckett, AWP must show that Puckett entered into the Puckett Agreement, that the Puckett Agreement contains an enforceable restrictive covenant, and that Puckett breached the Puckett Agreement. AWP has met its burden of persuasion on all three elements. 1. The Puckett Agreement Is a Valid Contract.
AWP asserts that the Puckett Agreement is a valid and enforceable contract. Puckett does not dispute that he signed the Puckett Agreement nor that it is a valid contract. He challenges only the enforcement of the non-competition covenant contained in the Puckett Agreement on grounds that it violates Georgia public policy. Based on the discussion above, the Court finds that the Puckett Agreement is a valid and enforceable contract.
2. The Non-Competition Covenant Is Enforceable.
Under Ohio law, a covenant not to compete is reasonable if the restraint: "(1) is required to protect the legitimate interest of the employer, (2) does not impose an undue hardship on the employee, and (3) is not injurious to the public." Try Hours, Inc. v. Douville , 985 N.E.2d 955, 961 (Ohio Ct. App. 2013) (citations omitted) (quotations omitted).
i. The Puckett Agreement Is Required to Protect a Legitimate Business Interest.
AWP has a legitimate business interest in preventing Puckett from using the relationships and skills he developed while employed at AWP to compete with AWP. UZ Engineered Prods. Co. v. Midwest Motor Supply Co. , 147 Ohio App.3d 382, 770 N.E. 2d 1068, 1080 (2001). Based on the evidence presented by the parties, the traffic safety industry is a highly competitive industry in which customer relationships are a key component of protecting existing business and generating new business. As a Project Manager and as a Project Lead, Puckett worked closely with customers and developed good relationships with numerous foremen, who are typically given authority to select the traffic control company with which they want to work. If Puckett were to work for a competitor in the Atlanta market, Puckett could readily use his relationships with these customers and foremen to steer business away from AWP.
AWP also has a legitimate business interest in deterring other employees from breaching their non-competition covenants. Life Line Screening of Am., Ltd. v. Calger , 145 Ohio Misc.2d 6, 881 N.E.2d 932, 941 (2006). AWP regularly requires employees to sign restrictive covenants, and multiple employees in positions similar to Puckett are currently bound by such agreements. These non-competition covenants are important to AWP's ability to retain good relationships with customers after employees leave AWP. Were other employees emboldened to breach their non-competition covenants, AWP could suffer significant injury.
ii. The Puckett Covenants Do Not Impose Undue Hardship on Puckett.
"A determination that a covenant is unduly harsh requires a much greater standard than determining whether the covenant is merely unfair" and "requires more than just some hardship." Robert W. Clark, M.D., Inc. v. Mt. Carmel Health , 124 Ohio App.3d 308, 706 N.E. 2d 336, 342 (1997).
Although the non-competition covenant certainly imposes some hardship on Puckett, it does not impose an undue hardship. With a duration of one year, and a 120-mile radius from Puckett's principal work area, the restrictive covenant is temporally and geographically limited. Puckett may also continue to work in the same industry and work for an AWP competitor immediately upon termination, provided only that he not compete with AWP within 120 miles of Atlanta, Georgia. Indeed, Puckett's own actions demonstrate that the restrictive covenant is not unduly harsh. Before AWP obtained a temporary restraining order, Puckett was working for competitor L30 in Trussville, Alabama—approximately 140 miles from AWP's Atlanta Office.
ECF 90 (Hr'g Tr. Vol. 1), at 126:8-18.
iii. The Enforcement of the Restrictive Covenants Is Not Injurious to the Public.
"The [injurious to the public prong] is primarily concerned with the public's interest in promoting fair business competition." UZ Engineered Prods. , 770 N.E. 2d at 1081. Courts use this factor to ensure that non-competition agreements are not engaged for the furtherance of a monopoly. Life Line Screening , 881 N.E. 2d at 942. Additionally, "[a]s a rule, Ohio law finds the enforcement of contractual obligations to be of itself an important social policy interest." Id. (citations omitted).
The Court finds that the Puckett Agreement is a valid contract, and it does not further a monopoly or interfere with promoting fair business competition. The traffic safety industry is highly competitive, and there is no evidence that AWP can exert monopolistic pressures on the market. Puckett can compete with AWP immediately provided he does so more than 120 miles outside of Atlanta, Georgia. He may also compete with AWP anywhere after a period of one year. Accordingly, the enforcement of the Puckett Agreement is not injurious to the public.
C. There Is Substantial Evidence that Kent Puckett Breached the Puckett Agreement.
The Puckett Agreement requires Puckett to refrain, during his employment with AWP and for one year following his employment with AWP, from (1) competing with AWP within 120 miles of Atlanta, Georgia or (2) soliciting AWP employees. Puckett admits that he worked for AWP competitor L30 in Fairburn, Georgia—less than 120 miles from AWP's Atlanta Office—immediately after leaving AWP. Puckett also admits that he solicited AWP employee Nick McCullough, and the text messages between McCullough and Puckett confirm this fact.
ECF 91 (Hr'g Tr. Vol. 2), at 184:5-10.
Furthermore, Puckett's text messages to McCullough show that he intentionally ignored his restrictive covenants and made a calculated decision to breach his restrictive covenant agreement:
McCullough: My thing is, how are you going to get past the paperwork we signed? That's why I never made a leap.
Puckett: Well I'm about to find out lol. I don't think they'll come after me.
ECF 1-4, at 7 (emphasis added).
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Accordingly, the Court finds that AWP has presented substantial evidence that Puckett breached the Puckett Agreement.
i. AWP Has Shown that It Will Likely Suffer Irreparable Injury Absent Preliminary Injunctive Relief.
"An injury is ‘irreparable’ only if it cannot be undone through monetary remedies." Ferrero v. Associated Materials, Inc. , 923 F.2d 1441, 1449 (11th Cir. 1991) (citation omitted) (internal quotation omitted). "[T]he loss of customers and goodwill is an ‘irreparable’ injury.’ " Id. (citing Spiegel v. City of Houston , 636 F.2d 997 (5th Cir. 1981) ). The loss of employees through solicitation is also an irreparable injury. Bijou Salon & Spa, LLC v. Kensington Enterp., Inc. , 283 Ga. App. 857, 857–61, 643 S.E.2d 531 (2007) (affirming preliminary injunction where defendants solicited employees); NCR Corp. v. Manno , No. 3:12-cv-121-TCB, 2012 WL 12888663, at *6 (N.D. Ga. Oct. 26, 2012) (finding irreparable harm due to "ongoing interference with [plaintiff's] relationship with its employees" supported preliminary injunction). Furthermore, when a restrictive covenant acknowledges that "a breach may cause irreparable injury," the restrictive covenant entitles the employer to preliminary injunctive relief. Michael's Finer Meats, LLC v. Alfery , 649 F. Supp. 2d 748, 757 (S.D. Ohio 2009).
AWP is engaged in a highly competitive industry in which relationships are a key component in obtaining business. Puckett has substantial relationships with AWP customers in the Atlanta market and left AWP to work for a competing company in that market. Puckett admitted to competing against AWP, in violation of his non-competition covenant, and also soliciting at least one AWP employee, Nick McCullough, in violation of his non-solicitation covenant. Puckett also acknowledged that any breach of his restrictive covenants would cause irreparable injury to AWP. Accordingly, absent a preliminary injunction, AWP will likely suffer irreparable injury.
ii. The Threatened Injury to AWP Outweighs Any Damage the Proposed Injunction May Cause Puckett.
In the Puckett Agreement, Puckett acknowledged that any violation of his restrictive covenants would cause AWP irreparable harm. Puckett freely entered into the Puckett Agreement upon his promotion to Project Manager, and the Puckett Agreement contains reasonable geographic and temporal limitations. Puckett may work, as soon as he wants, for any AWP competitor, including L30, provided he works more than 120 miles from AWP's Atlanta Office. Puckett, moreover, has already demonstrated a willingness to work outside the 120-mile restriction without regard to the enforcement of the restrictive covenant. Thus, any potential harm to Puckett is the result of enforcement of a covenant not to compete to which he agreed and is outweighed by potential harm to AWP if the injunction is not entered.
iii. The Preliminary Injunction Will Serve the Public Interest.
The public interest is served by upholding freely negotiated contracts. Compton v. IBM Corp. , No. 1:07-cv-2834-CAP, 2007 WL 9702340 (N.D.). See also Michael's Finer Meats , 649 F. Supp. 2d at 757 ("The public has a strong interest in the preservation of agreements and in preserving the orderly conduct of businesses."); Life Line Screening , 881 N.E. 2d at 941 ("[T]he public interest is served when contractual commitments are honored.").
AWP provided Puckett with a management position, a salary, and the ability to create valuable relationships with AWP customers. Puckett, in consideration for these benefits, agreed to the reasonable restrictive covenants in the Puckett Agreement. The public interest demands that both parties receive the benefit of their bargain. The public interest, therefore, weighs in favor of enforcing the Puckett Agreement and granting the Preliminary Injunction.
IV. CONCLUSION
The Court GRANTS AWP's Motion [ECF 51]. Puckett is PRELIMINARILY RESTRAINED AND ENJOINED from violating the restrictive covenants in the Puckett Agreement. Specifically, Puckett SHALL NOT (1) solicit AWP customers, employees, or independent contractors; (2) work—directly or indirectly—with Defendants L30, Angela McNulty, Ed Henry, Anita Henry, or Wesley Temple within a 120-mile radius of AWP's Atlanta Office, located at 218 14th Street NW, Atlanta, Georgia 30318; or (3) engage in any direct or indirect competition with AWP within a 120-mile radius of AWP's Atlanta Office, located at 218 14th Street NW, Atlanta, Georgia 30318. This preliminary injunction shall remain in effect until the earlier of either March 26, 2021 (one year from the date of Puckett's last breach) or further Order of this Court.
Pursuant to Federal Rule of Civil Procedure 65(c), AWP previously posted a bond in the amount of $10,000 after the Court entered the Temporary Restraining Order against Puckett. This bond shall remain posted with the Clerk of Court until further Order of this Court.
SO ORDERED this the 17th day of July 2020.