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United States District Court for the Southern District of New York
September 10, 2021, Decided; September 10, 2021, Filed
21 Civ. 2908 (ER)
OPINION AND ORDER
On April 5, 2021, Plaintiffs filed this suit against Joseph F. Walland, Jr. Doc. 1. Pending before the Court is Plaintiffs' motion for preliminary injunction, which seeks to require Walland to mediate and, if necessary, to arbitrate the dispute pursuant to resolution procedures in the employment and separation agreements he signed with Plaintiffs, as well as to enjoin Walland from performing activities allegedly prohibited by those agreements. Doc. 11.
For the reasons set forth [*2] below, Plaintiffs' motion for preliminary injunction is DENIED.
A. Factual Background
Medtronic, Inc. ("Medtronic")—along with its affiliates Medtronic Sofamor Danek, Inc.; Medtronic Sofamor Danek USA, Inc.; and Medicrea USA, Corp. ("Medicrea")—are global healthcare solutions companies. Doc. 12 ¶¶ 1-7. Headquartered in New York, Medicrea specifically has been a wholly owned indirect subsidiary of Medtronic since November 13, 2020, and specializes in the design, manufacturing, and distribution of spinal implants and related technology. See Docs. 13 ¶ 3 and 14 ¶ 2. In 2017, Medicrea hired Walland as its vice president of sales. See Doc. 28 ¶¶ 2. At that time, he resided in California. See id. ¶¶ 2-3. Walland was then promoted as the company's CEO in July 2018 and remained in that position until his voluntary departure in December 2020. See id. ¶¶ 2, 6-7.
Walland entered into an Employment Agreement when he was promoted as CEO of Medicrea. See Docs. 12-1 and 28. Walland alleges that he negotiated and executed this agreement while he lived in California. Doc. 28 ¶ 3. The Employment Agreement contains a non-disclosure provision, in which Walland agrees not to "disclose to any [*3] unauthorized Person or use for his own account any" information, observations, or data obtained "during the course of his performance of his duties" at Medicrea "concerning the business and affairs" of the company without its prior written consent, unless such information becomes publicly known. Doc. 12-1 § 7(b)(1). The Employment Agreement also contains a non-compete provision. Id. § 7(e). According to that provision, Walland agrees that he will not "engage in any Competitive Activity" during his employment and a period of twelve months afterwards. Id. § 7(e). "Competitive Activity" includes, directly or indirectly, the following:
(a) performing any services (whether as an employee . . . or otherwise) that are the same or similar to the services [Walland] performed in his role as CEO . . . in the manufacture, marketing and/or sale of spinal implants anywhere in the United States in which the Company Group manufactures, markets and/or sells spinal implants;
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2021 U.S. Dist. LEXIS 172235 *; 2021 WL 4131657
MEDTRONIC, INC., MEDTRONIC SOFAMOR DANEK, INC., MEDTRONIC SOFAMOR DANEK USA, INC., and MEDICREA USA, CORP., Plaintiffs, - against - JOSEPH F. WALLAND, JR., Defendant.
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