Tag: noncompetition

July 24, 2023 Artificial Intelligence, Contracts

Generative AI executive who moved to competitor slapped with TRO

generative ai competitor

Generative AI is obviously a quickly growing segment, and competition among businesses in the space is fierce. As companies race to harness the transformative power of this technology, attracting and retaining top talent becomes a central battleground. Recent legal cases, like the newly-filed Kira v. Samman in Virginia, show just how intense the scramble for expertise has become. In the court’s opinion granting a temporary restraining order against a departing executive and the competitor to which he fled, we see some of the dynamics of non-competition clauses, and the lengths companies will go to in order to safeguard their intellectual property and strategic advantages, particularly in dealing with AI technology.

Kira and Samman Part Ways

Plaintiff Kira is a company that creates AI tools for law firms, while defendant DeepJudge AG offers comparable AI solutions to boost law firm efficiency.  Kira hired defendant Samman, who gained access to Kira’s confidential data. Samman had signed a Restrictive Covenants Agreement with Kira containing provisions that prohibited him from joining a competitor for 12 months post-termination. Samman resigned from Kira in June 2023, and Kira claimed he joined competitor DeepJudge after sending Kira’s proprietary data to his personal email.

The Dispute

Kira sued Samman and DeepJudge in federal court, alleging Samman breached his contractual obligations, and accusing DeepJudge of tortious interference with a contract. Kira also sought a temporary restraining order (TRO) to prevent Samman from working for DeepJudge and to mandate the return and deletion of Kira’s proprietary information in Samman’s possession.

Injunctive Relief Was Proper

The court observed that to obtain the sought-after injunction, Kira had to prove, among other things, a likelihood of success at trial. It found that Kira demonstrated this likelihood concerning Samman’s breach of the non-competition restrictive covenant. It determined the non-competition covenant Samman breached to be enforceable, given that it met specific requirements including advancing Kira’s economic interests. The court found that the evidence showed Samman, after leaving his role at Kira, joined a direct competitor, DeepJudge, in a role similar in function, thus likely violating the non-competition restrictive covenant.

The court found that Kira faced irreparable harm without the injunction, especially given the potential loss of clients due to Samman’s knowledge of confidential information. The court weighed the balance of equities in favor of Kira, emphasizing the protection of confidential business information and enforcement of valid contracts. It required Kira to post a bond of $15,000, to ensure coverage for potential losses Samman might face due to the injunction.

Kira (US) Inc. v. Samman, 2023 WL 4687189 (E.D. Va. July 21, 2023)

See also:

When can you use a competitor’s trademark in a domain name?

October 13, 2010 Contracts, Unfair Competition

Blog post violated nonsolicitation clause in Amway agreement

Amway Global v. Woodward, 2010 WL 3927661 (E.D.Mich. September 30, 2010)

Amway Global went after some of its former distributors in arbitration for, among other things, violating the “Rules of Conduct” which serve as an agreement as to how the distributors (formally known as Independent Business Owners or “IBOs”) operate. Amway claimed that the IBOs violated the Rules of Conduct by soliciting others to leave Amway and join competing enterprises.

The arbitrator found in Amway’s favor, and Amway filed a motion with the court to confirm the award. The court granted the motion.

One of the factual questions was whether one of the IBOs violated the rules against solicitation by blogging about his decision to leave Amway and join another company. One of his posts said “[i]f you knew what I knew, you would do what I do.”

The IBOs argued that this statement did not constitute actionable solicitation because the communication was passive and untargeted, and because there was no evidence that anyone responded to the solicitation by leaving Amway.

The court rejected these arguments. As to the “passive and untargeted” argument, the court observed that:

[C]ommon sense dictates that it is the substance of the message conveyed, and not the medium through which it is transmitted, that determines whether a communication qualifies as a solicitation. The [statement] is readily characterized as an invitation for the reader to follow his lead and join [Amway’s competitor], and this is true despite the diffuse and uncertain readership of the site.

As to the argument based on the fact that no one responded, the court found that the express language of the nonsolicitation clause which prohibited “encourag[ing], solicit[ing], or otherwise attempt[ing] to recruit or persuade any other IBO to compete with” Amway did not turn on the success of those prohibited efforts.

April 5, 2010 Employment

Nefarious LinkedIn use finally makes it to the courts

TEKsystems, Inc. v. Hammernick, No. 10-99819 (D. Minn., Filed 3/16/2010). [Link to Complaint (PDF)]

Here is an interesting lawsuit that is bound to convince some employers that social media is causing the sky to fall (to the extent they’re not thinking that already).

Minnesota, showing roads and major bodies of water
Image via Wikipedia

An IT headhunting company that does business in the Twin Cities area of Minnesota has filed suit against a former recruiter-employee for breach of her noncompetition agreement. The complaint says that she violated that agreement when she connected on LinkedIn with 20 of the candidates her old firm was working with.

One thing that’s missing from the allegations is when the defendant made these allegedly improper LinkedIn connections. Did she already have them as connections when she left the plaintiff’s employment or did she invite them to connect after she left? The distinction seems like it would be relevant.

No doubt this case should get some attention due to the novelty of the allegations, namely, that the defendant used a social networking site to break the law. But as thinking persons, we should be careful not to sensationalize these facts. When you stop and think about it, how does the fact that the defendant may have used LinkedIn really differentiate the case from one in which she would have used a more conventional form of communication to solicit?

[Thanks to Paul Cherner at the HR Counsel blog for alerting me to this case. More coverage at the Delaware Employment Law Blog and Portfolio.com]

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