Opinion
J-A21042-16 No. 3385 EDA 2015 No. 227 EDA 2016
11-15-2016
MEYER-CHATFIELD CORP. v. BANK FINANCIAL SERVICES GROUP, STEVEN GOLDBERG, STEVEN GOLDBERG SOLE PROPRIETORSHIP, DAVID PAYNE, ARNOLD WINICK, WILLIAM BORCHERT AND DANIEL BARBAREE MEYER-CHATFIELD ADMINISTRATIVE SERVICES, LLC v. BANK FINANCIAL SERVICES GROUP, STEVEN GOLDBERG, STEVEN GOLDBERG SOLE PROPRIETORSHIP, DAVID PAYNE, ARNOLD WINICK, WILLIAM BORCHERT AND DANIEL BARBAREE APPEAL OF: BANK FINANCIAL SERVICES GROUP, STEVEN GOLDBERG, STEVEN GOLDBERG SOLE PROPRIETORSHIP, DAVID PAYNE, ARNOLD WINICK, WILLIAM BORCHERT, DANIEL BARBAREE (THE "BFS PARTIES") MEYER-CHATFIELD CORP. v. BANK FINANCIAL SERVICES GROUP, STEVEN GOLDBERG, AND DAVID PAYNE BANK FINANCIAL SERVICES GROUP, STEVEN GOLDBERG; STEVEN GOLDBERG SOLE PROPRIETORSHIP, DAVID PAYNE; AND ARNOLD WINICK v. MEYER-CHATFIELD CORP. APPEAL OF: BANK FINANCIAL SERVICES GROUP, STEVEN GOLDBERG, DAVID PAYNE, ARNOLD WINICK, WILLIAM BORCHERT, DANIEL BARBAREE, AND STEVEN GOLDBERG SOLE PROPRIETORSHIP
NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT I.O.P. 65.37
Appeal from the Order entered October 19, 2015 in the Court of Common Pleas of Montgomery County, Civil Division, No(s): 2013-29858, 2013-30326, 2014-11331, 2015-02972 Appeal from the Order entered December 10, 2015 in the Court of Common Pleas of Montgomery County, Civil Division, No(s): 2013-29858, 2013-30326 BEFORE: BENDER, P.J.E., DUBOW and MUSMANNO, JJ. MEMORANDUM BY MUSMANNO, J.:
Bank Financial Services Group, Steven Goldberg ("Goldberg"), Steven Goldberg Sole Proprietorship, David Payne, Arnold Winick, William Borchert and Daniel Barbaree (collectively "Defendants") appeal from (1) the October 19, 2015 Order granting a preliminary injunction in favor of Meyer-Chatfield Corporation ("Meyer-Chatfield"); and (2) the December 10, 2015 Order denying Defendants' Motion to Dissolve, Modify, and/or Clarify the Preliminary Injunction Order (the "Motion to Dissolve"). We dismiss the appeal as moot.
Defendants separately appealed the two Orders. We consolidated the two appeals pursuant to Pa.R.A.P. 513.
In its Opinion, the trial court set forth the relevant factual and procedural background, which we adopt for the purpose of this appeal. See Trial Court Opinion, 12/29/15, at 1-9. On October 28, 2015, Defendants filed a timely Notice of Appeal of the October 19, 2015 Order. On December 2, 2015, Defendants filed the Motion to Dissolve, which the trial court denied on December 10, 2015. Defendants thereafter filed a Notice of Appeal of the December 10, 2015 Order.
We note that this is an interlocutory appeal as of right from the grant, in part, of a preliminary injunction, pursuant to Pennsylvania Rule of Appellate Procedure 311(a)(4) (stating, "[a]n appeal may be taken as of right and without reference to Pa.R.A.P. 341(c) from ... [a]n order that grants or denies, modifies or refuses to modify, continues or refuses to continue, or dissolves or refuses to dissolve an injunction...[]").
On appeal, Defendants raise the following issues for our review:
1. Did the trial court commit legal error in issuing, and then refusing to dissolve, modify, or clarify, an [i]njunction to enforce restrictive covenants in an agreement, when the covenants are invalid because no consideration was given for any of the agreement's renewal terms?
2. Did the trial court commit legal error in enjoining, and then refusing to dissolve, modify, or clarify the [O]rder enjoining, competition in 13 states, when the agreement it purports to enforce limits competition in only two; the agreement was never amended in writing to add other states to the
restriction, as the contract requires; and [Meyer-Chatfield] gave no consideration to restrain competition in any additional states?
3. Did the trial court commit legal error in enjoining, and then refusing to dissolve, modify, or clarify the [O]rder enjoining, competition in servicing [bank-owned life insurance] policies, where [Meyer-Chatfield] does not provide such services and none of the [D]efendants had an employment relationship or non-compete agreement with Meyer-Chatfield Administrative Services, LLC [], the separate Meyer-Chatfield affiliate that provides such services?
4. Did the trial court commit legal error in issuing, and then refusing to dissolve, modify, or clarify, an [i]njunction that enjoins competition with all banks with which Meyer-Chatfield has ever done business, when the agreement it purports to enforce restricts competition only as to banks with which Meyer-Chatfield transacted [business] as of August 16, 2013?
5. Did the trial court commit legal error in enjoining, and then refusing to dissolve, modify, or clarify the [O]rder enjoining "anyone acting on [Goldberg's] behalf, including [the named Defendants]," from competing with Meyer-Chatfield, without clarifying that the other Defendants may compete independently of Goldberg, where Goldberg is the only Defendant bound by a restrictive covenant?
6. Did the trial court commit legal error in issuing, and then refusing to dissolve, modify, or clarify, an [i]njunction that enjoins competition from October 2015 to October 2016, where the one-year restrictive covenants had expired before the [i]njunction was issued and a prior [O]rder had already enjoined competition for seven months?
7. Did the trial court commit legal error in issuing, and then refusing to dissolve, modify, or clarify, an [i]njunction that does not definitely, clearly, and precisely set forth the banks (which] Defendants are prohibited from contacting[,] or the conduct from which they are prohibited?
8. Did the trial court commit legal error in enjoining, and then refusing to dissolve, modify, or clarify the [O]rder enjoining, the disclosure or use of "Confidential Information" without
adequately specifying the information or the conduct that is prohibited as to such information, and where the information is not protectable because it is publicly available and/or was disclosed by Meyer-Chatfield?Brief for Appellants at 4-7.
9. Did the trial court abuse its discretion in issuing the [i]njunction where there is not apparently reasonable ground for finding [that] it was needed to avoid irreparable harm, and no finding was made that the [i]njunction would not cause more harm than it intended to prevent?
10. Did the trial court err in requiring Meyer-Chatfield to post an injunction bond of only $1,000.00 and refusing to modify the [i]njunction to require a greater bond, when [D]efendants' likely damages from the improperly issued [i]njunction far exceed $1,000[.00]?
11. Did the trial court commit legal error when it found that the arguments in the [M]otion to dissolve, modify, and/or clarify the [i]njunction were waived or when it otherwise rejected them because it incorrectly treated the [M]otion as an untimely motion for reconsideration, when a motion to dissolve an injunction may be brought "at any time" and is governed by a different standard than one for reconsideration?
12. Did the trial court abuse its discretion and/or commit legal error when it held that the ends of justice would not be served by dissolving, modifying, or clarifying the [i]njunction, particularly when it provided no principled basis to conclude that it exercised its discretion properly in denying the Motion to Dissolve?
Appellate courts review the grant of a preliminary injunction for an abuse of discretion:
The standard of review applicable to preliminary injunction matters ... is highly deferential. This highly deferential standard of review states that in reviewing the grant or denial of a preliminary injunction, an appellate court is directed to examine
the record to determine if there were any apparently reasonable grounds for the action of the court below.Duquesne Light Co. v. Longue Vue Club , 63 A.3d 270, 275 (Pa. Super. 2013) (citation and internal quotation marks omitted).
Prior to addressing the merits of Defendants' appeal, we must first determine whether this appeal is moot.
As a general rule, an actual case or controversy must exist at all stages of the judicial process, or a case will be dismissed as moot. An issue can become moot during the pendency of an appeal due to an intervening change in the facts of the case or due to an intervening change in the applicable law. In that case, an opinion of this Court is rendered advisory in nature. An issue before a court is moot if in ruling upon the issue the court cannot enter an order that has any legal force or effect.In re L.Z., 91 A.3d 208, 212 (Pa. Super. 2014) (quoting In re D.A., 801 A.2d 614, 616 (Pa. Super. 2002) (en banc).
Here, the dispute centers on a preliminary injunction Order that prohibited Defendants from engaging in certain conduct for a one-year period extending from October 19, 2015, to October 19, 2016. See Preliminary Injunction Order, 10/19/15, at 2. That Order expired on October 19, 2016. Therefore, Meyer-Chatfield can no longer enforce the Order. Accordingly, an actual case or controversy no longer exists between Defendants and Meyer-Chatfield. Because the Defendants are no longer required to abide by the injunction, our review would be of no effect. See In re L.Z., 91 A.3d at 212. Accordingly, we dismiss the appeal as moot.
There are three exceptions to the mootness doctrine: "this Court will decide questions that otherwise have been rendered moot when one or more of the following exceptions to the mootness doctrine apply: (1) the case involves a question of great public importance, (2) the question presented is capable of repetition and apt to elude appellate review, or (3) a party to the controversy will suffer some detriment due to the decision of the trial court." In re D.A., 801 A.2d at 616. However, none of the exceptions to the mootness doctrine apply to the facts of this case, as (1) this matter involves an interpersonal dispute regarding a non-compete provision in the contract of a single former employee; (2) questions regarding the enforceability of the provision will not arise again as Meyer-Chatfield no longer employs Goldberg; and (3) Defendants will not suffer detriment without this Court's ruling, as the provision is no longer enforceable.
In a letter written to this Court following the close of briefing, Defendants assert that the appeal should not be dismissed as moot, on the basis that such a ruling would adversely affect Defendants' ability to recover lost profit damages if the injunction had been improvidently granted. However, even if the appeal was not moot, we would have determined that the injunction was properly granted for the reasons expressed by the trial court in its Opinion. See Trial Court Opinion, 12/29/15, at 10-15; see also Trial Court Opinion, 3/14/16, at 1-6. --------
Appeal dismissed. Judgment Entered. /s/_________
Joseph D. Seletyn, Esq.
Prothonotary Date: 11/15/2016
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