United States District Court, D. Massachusetts
L. Josephson, Sarah-Elizabeth Cloutier, Kotin, Crabtree &
Strong LLP, Boston, MA, for Plaintiff.
F. Welsh, III, Bello Welsh LLP, Boston, MA, for Defendant.
AND MEMORANDUM ON DEFENDANT'S MOTION TO DISMISS (Docket
Eaton ("Plaintiff") filed this action against
Veterans Inc. ("Defendant"), alleging defamation
and tortious interference with contractual or advantageous
business relations and seeking declaratory judgment
invalidating her non-competition and non-solicitation
agreement with Defendant. Defendant moves to dismiss her
claims on privilege and mootness grounds. (Docket No. 16).
For the following reasons, the Court
denies the motion.
earned her Master's Degree in Social Work from Boston
College Graduate School of Social Work in May
2014 and began working for Defendant as a
Grant Writer shortly thereafter. (Docket No. 13 at 2). On
Plaintiff's first day of work, Defendant required
Plaintiff to sign a non-competition and non-solicitation
agreement (the "Non-Compete Agreement") that
prevented her from "engag[ing] or assist[ing] others in
engaging in any business or enterprise ... that is
competitive with [Defendant's] business" in the two
years following the end of her employment with the company.
(Docket No. 13-1 at 2).
Grant Writer, Plaintiff's primary responsibilities
included researching, developing, and writing grant proposals
to secure funding for Defendant's programs and projects.
(Docket No. 13 at 2). Within months of her start date,
however, Defendant began to assign Plaintiff additional
responsibilities. (Docket No. 13 at 2, 4). Defendant, for
example, asked Plaintiff to coordinate the development and
licensure of a new inpatient treatment program; track and
monitor grant applications; and assume some of her
supervisor's duties. (Docket No. 13 at 5). To recognize
her new responsibilities, Defendant promoted Plaintiff to the
position of Program Development Coordinator on September 28,
2015. (Docket No. 13 at 5). It did not require Plaintiff to
sign a new non-competition and non-solicitation agreement as
a condition of her promotion. (Docket No. 13 at 5).
the course of the next year, Plaintiff "began to feel
increasingly uncomfortable with the working environment and
financial management of Veterans Inc." (Docket No. 13 at
6). She decided to leave and, in the fall of 2016, accepted a
job from Team Red, White and Blue ("Team RWB") as a
Grant Manager. (Docket No. 13 at 6). Her last day with
Defendant was October 5, 2016, and she began working at Team
RWB on October 17, 2016. (Docket No. 13 at 7).
a few days of starting at Team RWB, Plaintiff received a call
from Defendant asking if it was true that she had accepted a
position there. (Docket No. 13 at 7). Plaintiff confirmed
that she had, and Defendant stated that it "takes
non-compete agreements seriously." (Docket No. 13 at 7).
During this call, Defendant "made no effort to inquire
whether [Plaintiff] was in a position at [Team RWB] to use or
disclose [Defendant's] conditional and proprietary
information (if any), or to trade upon its good will."
(Docket No. 13 at 7). Nor did Defendant "identify any
legitimate business reason that would support the enforcement
of the non-compete agreement so as to preclude Ms. Eaton from
continuing her work at [Team RWB]." (Docket No. 13 at
an hour of calling Plaintiff, Defendant called Team RWB and
threatened to take legal action to enforce the Non-Compete
Agreement if Team RWB "did not sever its relationship
with her." (Docket No, 13 at 11). Plaintiff alleges that
Defendant made this communication knowing that it had no
legitimate business reason to enforce the Non-Compete
Agreement, knowing that the Non-Compete Agreement was
unenforceable, and "with the malicious intent of having
[Plaintiff] fired." (Docket No. 13 at 8-11, 12). As a
result of this call, Team RWB terminated Plaintiff's
employment on October 24, 2016. (Docket Nos. 13 ...