Cook County Court Declines to Enforce Bosely’s Non-Compete Agreement


This blog has already discussed new litigation and recent cases regarding non-compete agreements. It may already be obvious that more and more of these cases are being decided in favor of the defendants. Another such case has recently had its time in court and, once again, the defendant came out on top.

In the lawsuit, Dr. William Yates went to work for Bosley Medical Group, a hair replacement clinic in Illinois’s Cook County. When he began working for them as an independent contractor in 2005, Dr. Yates had no apparent experience with hair restoration. According to his employment agreement, Bosley was to invest in teaching Dr. Yates the “highly specialized practice of hair restoration”. According to the complaint, Bosley invested more than $200,000 in Yates’s training. In 2012, Dr. Yates went to work for Ziering Medical, a rival hair replacement clinic located in DuPage County.

The crux of the case rested on the matter of geography. Apparently, as it is written, the non-compete agreement could have been interpreted two ways: 1) that the non-compete was limited to Cook County, or 2) that Dr. Yates could not work for a rival of Bosley’s anywhere in the United States, Canada, or Mexico. Paragraph 32 of the non-compete agreement states that, after termination of his employment with Bosley, “[F]or a period of two years thereafter, [Dr. Yates and WDY] shall not directly or indirectly compete with BMG or any of its affiliates … in hair restoration, including but not limited to hair transplantation and scalp reduction and related procedures, within the geographic marketing areas of [Bosley and its affiliates], namely any county (or counties, as defined below), in which [Bosley or its affiliates] then maintains an office.”

In their arguments, the attorneys for Bosley chose the interpretation which focused on counties. Although Dr. Yates was not technically worked in Cook County after he left Bosley, the plaintiffs argued that he was competing for clients in the Chicago area and that Ziering Medical advertises in Cook County. According to Bosley’s argument, advertising in Cook County was sufficient to violate the non-compete agreement. The Court rejected this argument, stating that

“Paragraph 32 of the Agreement does not prohibit Dr. Yates from providing hair restoration services in DuPage County. Bosley is located in Chicago. The Agreement is clear that this bars Dr. Yates from competing with Bosely in Cook County only. … Bosley’s allegation of breach of Paragraph 32 of the Agreement is based solely on advertising by Ziering in the Chicago Tribune and on its website. Such advertisements are not a breach of Paragraph 32.”

When Bosley pointed out that he should have the right to protect his investment in Yates’s training, the Court agreed with him, but only up to a point. In the end, it all came back to geography and the Court determined that the non-compete had not been violated. The Court stated in its Decision that “Bosley does not allege that Dr. Yates has directly or indirectly provided hair restoration services in Cook County. Bosley could have also barred competition in the counties surrounding Cook County as it did for other metropolitan areas where it maintains surgical offices, but did not do so. Bosley also could have barred marketing to prospective customers in Cook County by Dr. Yates, but did not do so by the language of Paragraph 32. Bosley is asking this court to construe Paragraph 32 liberally in favor of restraint but this court is required to construe Paragraph 32 narrowly in favor of natural rights.”

The Court granted the defendants’ motions to dismiss with prejudice.

You can view the full opinion of the court’s decision here

The business litigation attorneys at Lubin Austermuehle represent employees, executives, employers, business owners and professionals such as doctors, dentists, lawyers and accountants regarding non-competition agreements and other claims throughout the Chicagoland area, including Cook, DuPage, Lake, Kane, McHenry and Will Counties; and in the Mid-West region, including Indiana, Wisconsin and Iowa. We handle these types of cases in the federal court in Chicago and in the state courts in Wheaton, Joliet, Waukegan and Woodstock.

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