313 Mass. 135 | Mass. | 1943
This is a bill in equity by which the plaintiff seeks to have the defendants Alan Smith and Helen Koss enjoined from violating restrictive covenants, contained in employment contracts which had been entered into by each of the defendants with the plaintiff, and other relief.
The case was referred to a master whose material findings may be summarized as follows: The plaintiff, a resident of Boston, is now and for a number of years has been engaged in teaching piano and conducting a school for that purpose under the name of “Phil Saltman Studios of Modern Music.” He specializes in the “teaching of so called modern music or 'jazz.’” He started teaching in the 1920’s at his home in Revere, and in 1930 he opened his first studio in Boston. Since 1938 his main and only studio in Boston has been located in a building at the corner of Commonwealth Avenue and Gloucester Street. He has established branch studios in Worcester, Wellesley, Lynn, Lowell, Haverhill and Springfield, and also in Providence, Rhode Island, and in Hartford, Connecticut. During the past ten years he has offered for sale instruction books bearing his name in the title. For a number of years he has broadcast weekly from a Boston station a program known as the “Piano Club of the Air.” His name has been featured in those broadcasts, as well as in others sponsored by business concerns in Boston. He has advertised his school from time to time in the Boston newspapers. From “an average of sixty-five pupils a week in 1934 he now has an average of three hundred fifty to four hundred pupils a week during the more active part of the school season.” Most of his pupils attended his studio in Boston. “Approximately fifteen per cent of the pupils studied voice and not piano.” In 1934, having determined to enlarge his school and to employ
“One of the provisions of each contract entered into by each of the defendants with the plaintiff provided that — ‘It is expressly agreed that, for a period of three years after the termination of this employment, for any cause whatsoever, the “Teacher” will not directly or indirectly, as employer, employee, or otherwise, engage in the business of the “Studios,” nor act in aid of the business of any rival, or competing person, firm, or corporation, in the same or a similar business within the City of Boston or within a five mile radius of said city or any cities where there are now or may be then established a place of business, permanent or temporary, of the “Studios”; and that the “Teacher” will not, at any time, disclose or furnish to any person, firm, or corporation, other than the “Studios,” the names or addresses of any of the customers or pupils of the “Studios”; and that the “Teacher” will not, at any time, solicit or canvass the patronage of the customers or pupils of the “Studios”.”’
Toward the end of 1940 the defendants became dissatisfied with their earnings, which were falling off. They
On the basis of the subsidiary findings made by the master, he made the following ultimate findings: “I find that each defendant voluntarily offered to quit the plaintiff’s employ, which offers the plaintiff duly accepted, and that thereafter when each defendant attempted to withdraw his and her offer to quit the plaintiff’s employ and called the plaintiff’s attention to the fact that by the terms of the written contracts of employment said contracts ran until October 24, 1941, the plaintiff offered to permit the defendants to remain in his employ pursuant to the provisions of said contracts until October 24, 1941, which offer of the plaintiff each of the defendants refused. I find therefore, so far as it is a question of fact, that the plaintiff fully performed and observed all of the terms and provisions of each contract of employment with each defendant on his part to be kept, performed and observed and that the plaintiff did not without just cause and wrongfully discharge the said defendants. I find further, so far as it is a question of fact, that neither defendant breached his or her contract with the plaintiff up to the time that their employment by the plaintiff ceased.”
The defendants brought in identical objections to the master’s report. The judge entered an interlocutory decree overruling the defendants’ exceptions to the report and confirming the report, and a final decree enjoining the defendants for the period of three years from September 2, 1941, from teaching or engaging in the business or profession of teaching piano or conducting a piano-teaching school directly or indirectly as employer or employee; from acting in aid of any person, firm or corporation in the same or similar business or profession within the following territories: “the cities (and town) of Boston, Wellesley, Lynn, Lowell and Haverhill . . . and the areas adjacent to such cities and town for a distance of five miles measured in all directions from the boundaries of the respective cities and towns above named”; from disclosing to others the names
The exceptions of each of the defendants to the master’s report are, in substance, that the master’s ultimate conclusion that the plaintiff had sustained the burden of proving that he did not wrongfully discharge the defendants, and his ultimate findings,with relation to the manner of the termination of their employment are so inconsistent with certain specified subsidiary findings of the master, that the ultimate findings cannot stand.
We think that the exceptions were overruled rightly. An analysis of all the subsidiary findings of the master discloses that in the conferences preceding the resignations of the defendants, none of the parties had made any reference to the fact that the contracts of the defendants had not then expired and would not expire prior to October 24, 1941. The conduct of the plaintiff when this was brought to his attention supports a conclusion that he did not intend to break his contract and discharge the defendants, but on the contrary that he was willing to permit each of the defendants to remain in his employ until the expiration of the term of the contracts, and expressly requested them to do so, but that they refused. It is a fair inference that, dissatisfied with the proposals made to them by the plaintiff for compensation by way of salary to take effect in October, the defendants, in order to protect themselves from the negative covenants by which they had bound themselves under the terms of the contracts, sought to create a situation under which they might contend that they had been discharged wrongfully, when the fact was otherwise. Since the master’s ultimate conclusions are based solely on his subsidiary findings, we are at liberty to draw our own
The defendants have argued that the judge was without authority to issue an injunction in the case at bar, since it was based on the findings of the master, asserting that the controversy is one involving or growing out of a labor dispute as defined by G. L. (Ter. Ed.) c. 149, § 20C (inserted by St. 1935, c. 407, § 1), and that under G. L. (Ter. Ed.) c. 214, § 9A (1), (5) (inserted by St. 1935, c. 407, § 4), no judge has jurisdiction to issue an injunction in such a case, except after hearing the testimony of witnesses in open court and after findings of fact as provided in § 9A (1) (a), (b), (c), (d) and (e), are made and filed by the judge in the record of the case prior to the issuance of the injunction.
General Laws (Ter. Ed.) c. 149, § 20C (c), defines a labor dispute thus: “The term 'labor dispute/ when used in the sections hereinbefore referred to, includes any controversy concerning terms or conditions of employment, or concerning the association or representation of persons in negotiating, fixing, maintaining, changing, or seeking to arrange, terms or conditions of employment.” We are of opinion that none of the elements thus defined as constituting a labor dispute is present in the instant case. The bill raises no issue as to the terms and conditions of employment of the defendants or any others by the plaintiff; no question concerning the association or representation of persons in negotiating, fixing, maintaining, changing, or seeking to arrange, terms or conditions of employment. The bill is merely one for specific performance of covenants restraining trade or competition, inserted in contracts for personal service, covenants of a character that have long been held enforceable in this Commonwealth in such cases as Sherman v. Pfefferkorn, 241 Mass. 468, Edgecomb v. Edmonston, 257 Mass. 12, Whiting Milk Co. v. O’Connell, 277 Mass. 570, Becker College of Business Administration & Secretarial Science v. Gross, 281 Mass. 355, Suburban Coat, Apron &
The remaining contentions of the defendants are (1) that the injunctive relief granted is beyond the scope of the bill, and (2) that the relief is too broad. In connection with their first contention they argue that it is clear that the “radius” mentioned in the covenants in question is to be determined from a point in Boston and in cities where “there are now or may be then established” places of business “of the studios,” and that the radius contemplated by the contracts is to be measured from the location of the respective studios as its central point, and not from the boundaries of the cities or town involved. There are cases in which it has been held that “radius” was to be taken in its geometric sense of a line drawn from the centre of a circle to its periphery. So in Johnson v. McIntyre, 309 Penn. St. 191, the defendant who had agreed not to practise medicine “within the radius of fifteen miles from the Borough of Boswell,” was enjoined from such practice at a place twelve and two-tenths miles distant from the plaintiff’s place of business although by the nearest travelled public road the defendant’s place of business was fifteen and four-tenths miles from the borough of Boswell. And in Cook v. Johnson, 47 Conn. 175, 177, it was said, “The construction suggested . . . [that a radius of ten miles from Litchfield be taken from the extreme boundaries of the town] is manifestly unnatural and unreasonable. The large extent and irregularity of the boundary lines of the town would extend the prohibited territory much further from the respondent’s place of business at certain points than at others, without any reason for it founded on the extent of the good will of the business in reference to which it is to be presumed the limits were prescribed. And besides, the term radius,’ which means a right line drawn or extending from the
We do not concur in the contention of the defendants that the relief granted by the decree appealed from was too broad, in support of which they assert that there was no finding by the master with reference to what territorial restriction was either reasonable or necessary for the protection of the plaintiff’s good will; that the judge heard no evidence and made no findings as to that subject matter; and that a finding of reasonableness of the prohibition fixed in the decree could not be implied from its mere entry. This argument overlooks the facts that the master did make findings concerning the scope of the plaintiff’s commercial
Interlocutory decree affirmed.
Final decree affirmed with costs.