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Court of Appeals of Texas, Ninth District, Beaumont
January 10, 2013, Submitted; June 13, 2013, Opinion Delivered
[*893] In a suit against Dr. Nora C. Hart, the Sadler Clinic Association, P.A. sought to enforce a noncompetition covenant in an employment contract. See Tex. Bus. & Com. Code Ann. §§ 15.50-.52 (West 2011). Drs. Tawfiq G. Alam, Sanjaykumar Patel, Temitope Soares, and Benny Wang intervened in the suit with a declaratory judgment action to have the noncompetition covenant declared unenforceable. Sadler and the physicians filed motions for summary judgment. The trial court determined the contract does not include a reasonable buyout clause and is therefore unenforceable. The court also awarded the physicians attorney fees. Sadler Clinic appealed.
We conclude the trial court erred in its construction of the contract and in the court's application of the Covenants Not To Compete Act. The contract includes a buyout clause. If a party contends the buyout price is unreasonable, the party's remedy is to have a reasonable price determined by binding arbitration. We also hold that in this proceeding the physicians' entitlement [**2] to attorney fees is governed by the Covenants Not To Compete Act. Fees not recoverable under that Act in this proceeding are not recoverable under the Declaratory Judgments Act. The judgment of the trial court is reversed and the cause is remanded for further proceedings.
Summary Judgment Review
] In reviewing a summary judgment, a court determines whether the movant established that no genuine issue of material fact exists and that the movant was entitled to judgment as a matter of law. Tex. R. Civ. P. 166a(c); Mann Frankfort Stein & Lipp Advisors, Inc. v. Fielding, [*894] 289 S.W.3d 844, 848 (Tex. 2009). When the trial court grants one party's motion and denies the opponent's, the appellate court considers the summary judgment evidence and determines the questions presented. Valence Operating Co. v. Dorsett, 164 S.W.3d 656, 661 (Tex. 2005); Jones v. Strauss, 745 S.W.2d 898, 900 (Tex. 1988).
The Employment Contract
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403 S.W.3d 891 *; 2013 Tex. App. LEXIS 7183 **; 35 I.E.R. Cas. (BNA) 1580; 2013 WL 2631482
SADLER CLINIC ASSOCIATION, P.A., Appellant v. NORA C. HART, TAWFIQ GORDY ALAM, SANJAYKUMAR PATEL, TEMITOPE SOARES AND BENNY WANG, Appellees
Subsequent History: Petition for review denied by Sadler Clinic Ass'n v. Hart, 2013 Tex. LEXIS 743 (Tex., Sept. 6, 2013)
Prior History: [**1] On Appeal from the 9th District Court, Montgomery County, Texas. Trial Cause No. 12-02-01579-CV.
Sadler Clinic Ass'n, P.A. v. Hart, 2012 Tex. App. LEXIS 8152 (Tex. App. Beaumont, Sept. 27, 2012)
Disposition: REVERSED AND REMANDED.
covenant, buyout, Clinic, compete, trial court, arbitration, reasonable price, reformation, parties, attorney's fees, noncompete covenant, limitations, damages, ambiguous, tolling, argues, summary judgment, Declaratory, injunction, confidential information, unenforceable, equitable, expired, patient, employment agreement, liquidated damages, preceding, binding
Civil Procedure, Summary Judgment, Motions for Summary Judgment, Cross Motions, Appellate Review, Standards of Review, Entitlement as Matter of Law, General Overview, Labor & Employment Law, Conditions & Terms, Trade Secrets & Unfair Competition, Noncompetition & Nondisclosure Agreements, Trade Secrets Law, Employee Duties & Obligations, Right to Compete, Covenants Not to Compete, Healthcare Law, Business Administration & Organization, Covenants not to Compete, Employer & Physician Covenants, Appeals, Standards of Review, Questions of Fact & Law, Contracts Law, Contract Interpretation, Ambiguities & Contra Proferentem, Intent, Enforcement, Contract Conditions & Provisions, Remedies, Reformation