Vital Pharmaceuticals, Inc. v. Christopher Alfieri, 23 F.4th 1282

Background

Vital Pharmaceuticals (maker of BANG) hired four senior employees in 2019 who signed employment agreements with three restrictive covenants: one-year non‑compete, one‑year employee non‑solicitation, and an indefinite non‑disclosure clause.
Several employees left or were terminated and took positions at Elegance Brands (which sells beverages, including a CBD-caffeinated drink); Vital sued the employees and Elegance for breach, tortious interference, and sought injunctive relief and damages.
After a two‑day hearing the district court found the covenants enforceable under Florida law and granted a preliminary injunction in part: it enjoined Maros (and partially Alfieri and LaRocca) from working for competitors (time‑limited), soliciting employees (time‑limited), soliciting customers about whom they had Vital confidential information (no time limit), and from disclosing or using Vital confidential information (no time limit).
Vital posted bond; some challenged portions expired while appeals were pending. The panel granted supplementation of the record to consider expiration/mootness and the scope of remaining injunction provisions.
The Eleventh Circuit dismissed as moot all time‑limited injunction provisions (and Vital’s cross‑appeal), retained jurisdiction over the indefinite non‑disclosure/customer‑solicitation provisions, and vacated those unexpired provisions as to Maros for failure to prove entitlement to preliminary relief.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Mootness of time‑limited non‑compete and non‑solicit provisions	Vital argued bond and tolling/contractual entitlement could preserve review and that a post‑trial injunction could give it full contractual period	Maros argued those time‑limited provisions expired and are not capable of repetition; appeal is moot	Portions barring working for competitors and soliciting employees dismissed as moot because the 12‑month periods expired
Vital's cross‑appeal seeking injunctions against Alfieri and LaRocca	Vital argued it was entitled to preliminary relief and could obtain the full contractual period if successful	Elegance/defendants showed employment ended and record lacks evidence of continued violation; requested injunction period passed	Cross‑appeal dismissed as moot (no evidence tolled the covenants beyond Oct. 2020/2021)
Whether Vital proved a legitimate business interest in customer relationships without naming specific customers	Vital relied on district court’s conclusion that customer relationships supported enforcement	Defendants argued Florida statute requires identification of specific substantial customers and proof of substantial relationships	Court held Vital failed to plead/prove specific substantial customers; district court abused discretion in relying on customer‑relationship interest
Whether Florida's statutory presumption of irreparable harm applied to the non‑disclosure prohibitions and whether Vital proved imminent irreparable harm	Vital argued the presumption under Fla. Stat. §542.335(1)(j) applied and shifted the burden	Defendants argued no breach of non‑disclosure was alleged/proved and federal equitable standards may govern preliminary injunctions in diversity cases	Court held presumption did not apply (no showing Maros violated the non‑disclosure covenant); Vital failed to prove irreparable harm; injunction provisions re: customer solicitation and disclosure were vacated. Concurring opinion emphasized federal preliminary‑injunction standards (no state presumption)

Key Cases Cited

United States v. Amodeo, 916 F.3d 967 (11th Cir. 2019) (jurisdictional review principles for mootness)
Univ. of Tex. v. Camenisch, 451 U.S. 390 (1981) (preliminary‑injunction findings not binding at trial)
Sec'y, Fla. Dep't of Corr., 778 F.3d 1223 (11th Cir. 2015) (expired preliminary injunctions and mootness)
Brooks v. Ga. State Bd. of Elections, 59 F.3d 1114 (11th Cir. 1995) (appeal of preliminary injunction moot after expiration)
Tropicana Prods. Sales, Inc. v. Phillips Brokerage Co., 874 F.2d 1581 (11th Cir. 1989) (denial of preliminary injunction mooted by passing of requested end‑date)
Proudfoot Consulting Co. v. Gordon, 576 F.3d 1223 (11th Cir. 2009) (requirements for enforcing restrictive covenants under Florida law)
Winter v. Nat. Res. Def. Council, Inc., 555 U.S. 7 (2008) (federal standard: likelihood of irreparable harm required for preliminary injunction)
Ferrero v. Associated Materials Inc., 923 F.2d 1441 (11th Cir. 1991) (applying federal Rule 65 standards in diversity cases)
Guaranty Trust Co. v. York, 326 U.S. 99 (1945) (distinguishing substantive state rules from federal equitable powers)
Erie R.R. Co. v. Tompkins, 304 U.S. 64 (1938) (state law governs substantive issues in diversity cases)
Byrd v. Blue Ridge Rural Elec. Coop., 356 U.S. 525 (1958) (balancing federal interests against state rules in choice‑of‑law)
Shady Grove Orthopedic Assocs. v. Allstate Ins. Co., 559 U.S. 393 (2010) (interaction of Federal Rules and state law)
Grupo Mexicano de Desarrollo v. Alliance Bond Fund, 527 U.S. 308 (1999) (scope of equitable remedies in federal court)