356 F. Supp. 3d 640
S.D. Tex.2018Background
- Six Dimensions (plaintiff) employed Lynn Brading under a 2014 Employment/Confidential Information and Invention Assignment Agreement (the 2014 Agreement); Brading resigned in June 2015 and executed a 2015 termination/certification agreement (the 2015 Agreement).
- After Brading joined Perficient (defendant), Six Dimensions sued Brading and Perficient alleging misappropriation of confidential information, solicitation of employees, copyright infringement, tortious interference, unfair competition, unjust enrichment, and trade-secret misappropriation.
- The 2014 Agreement contained a California choice-of-law clause and both no-solicit and no-hire language; the 2015 Agreement contained a 24‑month no-solicitation clause.
- Defendants moved for summary judgment on all claims; Six Dimensions moved for partial summary judgment (seeking breach rulings and on copyright).
- The district court held California law governs the 2014 Agreement, voided only the no-hire portion under Cal. Bus. & Prof. Code § 16600 but enforced no-solicitation, and found undisputed evidence Brading solicited Six Dimensions’ employees during the restricted periods under both agreements.
- The court granted Six Dimensions summary judgment on breach of both the 2014 and 2015 Agreements, granted defendants’ summary judgment on the California Unfair Competition Law claim (UCL) for lack of California-based injury, and denied defendants’ motion as to the other remaining claims (including copyright), leaving those for trial.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Choice of law for 2014 Agreement | 2014 Agreement should be governed by Texas law | 2014 Agreement contains an enforceable California choice-of-law clause | Court enforces the California choice-of-law clause; California law governs 2014 Agreement |
| Enforceability of 2014 restrictive provisions under governing law | The no-solicit and no-hire provisions are valid | California law voids restraints on hiring/trade and thus invalidates provisions | Under California law, no-hire provision void; no-solicitation provision is valid and enforceable |
| Breach of the 2014 and 2015 Agreements | Brading solicited Six Dimensions employees in the restricted periods, breaching both agreements | Defendants do not dispute the solicitation occurred | Summary judgment for Six Dimensions: breaches of both 2014 and 2015 Agreements established as undisputed |
| Applicability of California UCL claim | UCL can apply to defendants' conduct | Defendants: no misconduct or injury occurred in California, so UCL doesn't apply | Court grants summary judgment to defendants on UCL claim for lack of California-based misconduct/injury |
Key Cases Cited
- Celotex Corp. v. Catrett, 477 U.S. 317 (summary-judgment burden shifting principles)
- Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574 (summary-judgment standard and need for specific facts)
- Cardoni v. Prosperity Bank, 805 F.3d 573 (choice-of-law framework under Restatement § 187)
- Edwards v. Arthur Andersen LLP, 44 Cal.4th 937 (Cal. law: covenants restraining trade unenforceable under Bus. & Prof. Code § 16600)
- Oasis W. Realty, LLC v. Goldman, 51 Cal.4th 811 (elements of breach of contract under California law)