The Medical Sales Rep Who Took Three Accounts
Jacksonville-based MedLine Solutions sells surgical equipment. In 2022 it hired Priya as a territory manager and required her to sign an agreement with a two-year non-compete covering Florida, Georgia, and Alabama, plus a non-solicit of 'all customers with whom she had contact.' Priya received 40 hours of product training and access to MedLine's pricing matrix, renewal dates, and surgeon preferences. In 2024 MedLine failed to pay her final $18,000 in commissions for six weeks. Priya resigned and joined a competitor. Within a month she called on three hospitals she had serviced for MedLine and submitted a bid using MedLine's pricing structure. MedLine sues for a temporary injunction. Priya argues the non-compete is unenforceable because (1) MedLine breached by not paying commissions, (2) two years is too long, and (3) the territory is too broad. MedLine has 30 employees; Priya's territory generated $4.2 million in annual sales.
1. Under Florida law, what must MedLine show to obtain a temporary injunction?
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MedLine must show an enforceable restrictive covenant, a legitimate business interest, reasonableness in time, area, and line of business, irreparable harm, and that the balance of harms and public interest favor an injunction. Under Fla. Stat. § 542.335, a restrictive covenant must be in writing and signed, and it is enforceable only to protect a legitimate business interest such as trade secrets, confidential information, customer relationships, or extraordinary training. MedLine has credible interests in its pricing matrix, renewal dates, and surgeon preferences. The statute presumes irreparable injury once an enforceable covenant is violated. On time, six months or less is presumed reasonable, and more than two years is presumed unreasonable; two years falls in the middle and must be justified by the role and industry. The three-state area must correspond to Priya's actual territory or customer contacts.
2. Analyze each of Priya's defenses.
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Priya's defenses are mixed. First, the unpaid $18,000 in commissions may be a material breach, but Florida courts do not automatically void a restrictive covenant because of an employer breach. The court will consider materiality, causation, and whether MedLine is seeking equitable relief with clean hands; unpaid commissions can support a defense but are not a automatic winner. Second, two years is not presumed unreasonable under the statute, but a court may still find it overbroad for a sales role; 12 to 18 months is more likely to be upheld. Third, the three-state territory is vulnerable if her actual contacts were concentrated in a few Florida counties. Florida courts may modify or 'blue-pencil' an overbroad covenant and enforce it to the extent necessary to protect the legitimate interest. Her use of MedLine's pricing matrix and solicitation of three hospitals strengthens MedLine's trade-secret and non-solicit claims.
3. What is the likely outcome and what practical advice would you give each side?
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The likely outcome is a narrowed injunction, not a three-state, two-year ban. The court may enjoin solicitation of the three hospitals and use of confidential pricing for a reasonable period, possibly six to twelve months, and may refuse to bar Priya from all three states if the territory is overbroad. MedLine should pay the commissions immediately to reduce the clean-hands problem, document the confidential information, send a cease-and-desist, preserve texts and emails, and plead a Florida Uniform Trade Secrets Act claim. Priya should not use MedLine documents or pricing and should seek a court order limiting the scope. Both sides should consider mediation; restrictive-covenant litigation is expensive and the injunction hearing often becomes the practical merits.