304 Mass. 383 | Mass. | 1939
The plaintiff, in this bill in equity, seeks to have the defendant enjoined from soliciting the business of any of its known customers and to have determined its damages sustained by reason of the alleged wrongful conduct of the defendant. The case was referred to a master whose report was confirmed by interlocutory decree, and a final decree was entered permanently enjoining the defendant (1) from soliciting the business of customers whose names and ad
The master found that in 1925 or 1926 the defendant, who had had no previous experience in the laundry business, entered, as a solicitor, collector, and delivery man, the employ of the father of the present president and manager of the plaintiff, who was then conducting a laundry business. The defendant was furnished with a list of names and addresses of the customers of the father in a certain territory and was assigned to a route covering that territory. It was a part of his duty to solicit new customers. About eight or ten years before the bringing of this suit the father died and the plaintiff corporation was formed. It took over the laundry business as it had been conducted by the father, and the defendant “was taken over from the old business as one of its employees.” His duties remained the same. Since its organization, the plaintiff has maintained lists of the names and addresses of its customers and a collection and delivery service by means of its trucks. In 1936 the plaintiff acquired another laundry route, added it to the territory then being served by the defendant, and furnished him with the names and addresses of the route customers. In 1938 a “route man” of the plaintiff was discharged and his route was added to the territory of the defendant who was furnished by the plaintiff with the names and addresses of the customers upon that route. The names and addresses of its customers are essential to the success of the plaintiff’s business. The father, while he conducted the laundry business, and the plaintiff furnished
The question to be decided is whether the defendant is wrongfully making use of information in part originally acquired through lists furnished by his former employer but now apparently no longer needed by the defendant, inasmuch as he carries the names in his memory. If no lists were involved, we are of the opinion that the plaintiff could not prevail, and we think this follows from the decisions in Padover v. Axelson, 268 Mass. 148, May v. Angoff, 272 Mass. 317, DiAngeles v. Scauzillo, 287 Mass. 291. It is to be observed that the plaintiff is not attempting to restrain the defendant from violating any express term of a contract, compare Walker Coal & Ice Co. v. Westerman, 263 Mass. 235, and cases cited, Southern New England Ice Co. v. Ferrero, 295 Mass. 446, and cases cited; nor is it seeking to have the defendant enjoined from using any list, as such, or to require him to return any list or to divulge the names on such list to the plaintiff. See DiAngeles v. Scauzillo, 287 Mass. 291.
Out of the mere general relationship of employer and employee certain obligations arise, including that which precludes an employee from using, for his own advantage or that of a rival and to the harm of his employer, confidential information that he has gained in the course of his employment. Aronson v. Orlov, 228 Mass. 1, 5, and cases cited. “This rests upon the implied contract, growing out of the nature of the relation, that the employee will not after the termination of his service use information gained during the period of his employment to the detriment of his former employer.” Aronson v. Orlov, 228 Mass. 1, 5, and cases cited. Wireless Specialty Apparatus Co. v. Mica Condenser Co. Ltd. 239 Mass. 158. Padover v. Axelson, 268 Mass.
In the case at bar was the information that was furnished to the defendant by the plaintiff by way of the names and addresses of its customers confidential? The authorities do not appear to be in accord on this question. It has been held that, where a laundry driver is given á list of customers on his route and while so employed acquires knowledge of and access to all of these customers, he cannot be enjoined after leaving his employment from utilizing his knowledge and soliciting the patronage of the customers. Such a list was held not to be a trade secret. Fulton Grand Laundry Co. v. Johnson, 140 Md. 359. See City Ice & Cold Storage Co. v. Kinnee, 140 Wash. 381; El Dorado Laundry Co. v. Ford, 174 Ark. 104; Newark Cleaning & Dye Works, Inc. v. Gross, 97 N. J. Eq. 406; Lewitter v. Adler, 101 N. J. Eq. 74; Boosing v. Dorman, 148 App. Div. (N. Y.) 824, affirmed 210 N. Y. 529; S. W. Scott & Co. Inc. v. Scott, 186 App. Div. (N. Y.) 518; American Cleaners & Dyers v. Foreman, 252 Ill. App. 122; Grand Union Tea Co. v. Dodds, 164 Mich. 50; Jewel Tea Co. v. Grissom, 66 S. D. 146.
On the other hand, it has been held that where employees, upon entering their employment, were given the names of certain regular customers upon whom to make periodical calls for the solicitation and collection of laundry to be done by the employer, although the employees copied no list of customers but simply carried their names and addresses in their memories, there being no contract forbidding the employees to engage in the business, nevertheless they would be enjoined from soliciting the customers named after leaving their employment. Colonial Laundries, Inc. v. Henry, 48 R. I. 332. In that case it was conceded by the defendants that, if they had taken away a written list of customers or had surreptitiously procured the names, the injunction would have been proper, and the court said, at page 338: “We fail to see why complainant is entitled to less protection when the names on the list are carried off in the employees’ memories.” See Empire Steam Laundry v. Lozier, 165 Cal. 95; where; however, the employee’s
No effort has been made to collect all of the cases. It is worthy of note, however, that, in Witkop & Holmes Co. v. Boyce, 61 Misc. (N. Y.) 126, cited with approval in many of the cases that support the proposition that an employee may be enjoined from making use of the names of customers furnished him by his employer, although the court said (page 132) it was of the opinion that, “independently of any express contract between the parties,” equity will restrain the employee, nevertheless, in that case, there was a written agreement that the employee, after leaving his employment, would not engage in the same line or a similar line of business and would not furnish to others lists of customers or information of any kind or nature pertaining to his employer’s business. See Boosing v. Dorman, 148 App. Div. (N. Y.) 824, affirmed 210 N. Y. 529.
An examination of the authorities leads to the conclusion that no general and invariable rule can be laid down where an employee, after leaving his employment, has made use of the information obtained by him through lists furnished by his employer, and that the question turns upon whether in a given case the list was confidential, and, if so, whether that fact should be submerged in the interests of free competition. The questions to be determined in each case are whether the knowledge or information, the use of which the employer seeks to enjoin, is confidential, and whether, if it be confidential in whole or in part, its use ought to be prevented. We are of the opinion that, upon the facts disclosed in the case at bar, the information furnished the
The decree is reversed and a new final decree is to be entered dismissing the plaintiff’s bill with costs.
Ordered accordingly.