350 P.3d 460
Or. Ct. App.2015Background
- Employee (plaintiff) began work June 9, 2008, signed a Confidentiality Agreement and a Noncompetition/Nonsolicitation Agreement the day she started.
- Plaintiff left employer on Aug 3, 2011 and took a job with a competitor on Aug 8, 2011; employer contacted plaintiff and the competitor about her contractual obligations and later sent a letter.
- Plaintiff sued for intentional interference with economic relations, misrepresentation, and sought injunctive relief, claiming the noncompete was unenforceable under ORS 653.295 because she was not given two weeks’ written notice before hire.
- Defendant moved for summary judgment, producing testimony that it believed the noncompete was valid when it invoked it; trial court granted summary judgment for defendant.
- On appeal, the court found plaintiff’s declaration raised a triable issue that she received notice only on or after hire (so the agreement may have been voidable), but concluded she did not take steps to void it and thus it remained in effect when defendant invoked it.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether noncompetition agreement was unenforceable under ORS 653.295 for lack of 2‑week prehire written notice | The statute bars enforcement; plaintiff received notice on/after hire so agreement is unenforceable | The statute makes such agreements voidable (not automatically void); plaintiff produced no evidence she voided it | Court: Triable issue exists that agreement was voidable (plaintiff’s declaration), but not void; no evidence agreement was voided, so it remained enforceable when invoked |
| Whether employer’s invocation of the contract constituted “improper means” or “improper purpose” for intentional interference claim | Employer knowingly sought to enforce an unenforceable agreement, so invocation was improper | A party invoking express contractual rights has a legitimate purpose and cannot be liable for interference absent other improper means | Court: Because the agreement was valid and in effect when invoked, defendant’s conduct was not wrongful as a matter of law; summary judgment proper on interference claim |
| Whether plaintiff must void the voidable agreement before claiming interference or enforcement | Not necessary—statutory language “may not be enforced by a court” means employer cannot invoke it regardless of voiding steps | Statute’s use of “voidable” means the agreement remains presumptively valid unless employee affirmatively avoids it; “may not be enforced” ties to voiding | Court: Legislative change from “void” to “voidable” shows intent to leave agreement presumptively valid until avoided; plaintiff’s failure to void precludes interference claim |
| Availability of injunctive relief and misrepresentation claim | Plaintiff sought injunction and alleged misrepresentation | Defendant argued no ongoing threat and no misrepresentation | Court: Injunction moot because agreement’s time period expired; misrepresentation arguments rejected without written discussion |
Key Cases Cited
- Uptown Heights Associates v. Seafirst Corp., 320 Or 638 (party invoking express contractual remedy not liable for intentional interference)
- PGE v. Bureau of Labor and Industries, 317 Or 606 (statutory interpretation methodology; start with text and context)
- State v. Gaines, 346 Or 160 (refinement of statutory interpretation approach)
- Bates v. Motor Vehicles Div., 30 Or App 791 (injunctive relief requires probable or threatened conduct)