Apex Tool Group, LLC v. Wessels

119 F. Supp. 3d 599, 2015 U.S. Dist. LEXIS 101566, 2015 WL 4642856
CourtDistrict Court, E.D. Michigan
DecidedAugust 4, 2015
DocketCase No. 15-CV-10059
StatusPublished
Cited by12 cases

This text of 119 F. Supp. 3d 599 (Apex Tool Group, LLC v. Wessels) is published on Counsel Stack Legal Research, covering District Court, E.D. Michigan primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Apex Tool Group, LLC v. Wessels, 119 F. Supp. 3d 599, 2015 U.S. Dist. LEXIS 101566, 2015 WL 4642856 (E.D. Mich. 2015).

Opinion

OPINION AND ORDER DENYING PLAINTIFF’S MOTION FOR PRELIMINARY INJUNCTION (DOC. 2)

GEORGE CARAM STEEH, District Judge.

Plaintiff Apex Tool Group, LLC (“Apex” or “plaintiff”) filed this action alleging that defendant William Wessels (“Wessels” or “defendant”), plaintiffs former employee, breached his employment contract and misappropriated trade secrets in connection with his current employment for plaintiffs competitor, AMT-Alflng Corporation (“Alflng”). Now before the court is plaintiffs motion for a preliminary injunction (Doc. # 2). The court held a preliminary injunction bearing on July 15, 2015 taking plaintiffs motion under advisement. For the reasons that follow, plaintiffs motion will be denied. •

I. BACKGROUND

Plaintiff “is one of the largest manufacturers. of professional tools in the world, [602]*602serving the industrial, vehicle service and assembly, aerospace, electronics, construction and serious DIY markets.” (Compl. ¶8), From 2000 until 2003, and again from 2005 until his resignation in 2014, defendant worked as an account manager in the MVI division for plaintiff and its predecessor, Cooper Tools; (Id. ¶ 16). By 2011, defendant was promoted to the position of global key account manager for plaintiffs “key account,” Fiat Chrysler America (“FCA”). (Id. ¶19). He remained in this position until his resignation in late 2014.

In connection with his employment for plaintiff and its predecessor, defendant signed multiple employment agreements, including confidentiality agreements and non-solicitation agreements. When plaintiff learned that defendant was considering employment with its competitor, Alfíng, in September 2014, plaintiff offered defendant an increase of $10,000 in his base compensation to encourage him to' remain employed with plaintiff. In exchange, defendant reaffirmed his confidentiality and non-solicitation obligations. (Id. ¶ 23). Below are some of .the relevant terms defendant agreed’to as part of his employment with plaintiff:

6. Protection of Proprietary Interests.
(a) I agree that during my employment or relationship with the Company, and for a period of 12 months thereafter, I will not, directly or indirectly, on behalf of myself dr any other person, company or entity, solicit or participate in soliciting any person, company or entity to purchase or contract for products or services competitive with or similar to products or services offered by, developed by, designed by or distributed by the Company, if that person, company, or entity was a customer or potential customer of the Company for such- products or services and with which I had direct contact regarding such products or services at any time during the 24 months preceding the termination of my employment or relationship .with the Company.
(b) I agree that during my employment or relationship with the Company, and for a period of 12 months thereafter, I will not, directly or indirectly, on be1half of myself or any other person, company or entity, offer, provide or sell or participate in offering, providing or selling, products or services competitive with or similar to products or services offered by, developed by, designedly or distributed by the Company to any person, company or entity which was a customer or potential customer of the Company for such products or services and with which I had direct contact regarding such products or services-, at any time during the 24 months preceding the termination of my employment or relationship with the Company.
$ $
(e) I agree that during my employment or relationship with the Company, and for a period of 12 months thereafter, I will not, directly or indirectly, on behalf of myself or any other person, company or entity, utilize or reveal confidential contract or relationship terms with any vendor or customer used by or served by the Company at any time during the 24 months preceding the termination of my employment or relationship with the Company.
(f) I agree that during my employment or relationship with the Company, and for a period of 12 months thereafter, I will not, directly or indirectly, on behalf of myself or any other person, company or entity, interfere with or assist any third party in interfering with, the [603]*603relationship of the Company with any vendor utilized by the Company at any time during the 24 months preceding the termination of my employment or relationship with the Company.

Doc. # 1-3 at 3-4, Solicitation and Protection of Proprietary Interests Agreement.

Defendant also agreed:
At all times during and after the termination of my employment or relationship with the Company, I will not, without the Company’s prior written permission, directly or indirectly for any purpose other than performance , of my duties for the Company, utilize or disclose to anyone outside of the Company any Confidential Information, or any information received by the Company in confidence from or about third parties, as long as such matters remain trade secrets or confidential.

Id. at 2. Similarly, defendant signed a secrecy agreement agreeing not to reveal confidential or trade secret information including:

marketing data, including analyses and projections, strategies, business plans, product plans and competitive activity data; all financial and profit information not required by law to be published; purchasing or costs data; sales data including customer lists, booking reports, current sales information, pricing, billing and other information; information considered as proprietary by Employer; or any other information pertaining to Employer or made available to Employee by Employer and identified or treated as confidential or secret.

Doc. # 1-2, Secrecy Agreement.

Plaintiff filed this action alleging that defendant violated his post-employment restrictive covenants and used plaintiffs confidential information/trade secrets to improperly compete with plaintiff on behalf of defendant’s new employer, Alfing. The preliminary injunction hearing focused on actions taken by defendant that plaintiff believes violated defendant’s agreements and are likely to cause irreparable harm to plaintiff. These actions are discussed in more detail below.

A: Knowledge Of Confídential/Tradé Secret Information

. As an employee of plaintiff and its predecessor for.approximately 15 years, defendant had access to a range of information related to FCA including “operational procedures and strategic planning; cost structures and margins; sales histories and strategies; business opportunities; contractual details; and pricing information.” • (Pi’s. Preliminary Injunction Br. at 4, Proposed Finding Of Fact ¶ 15). Discovery to date has shown that defendant may have, upon his departure from Apex, remained in possession of Apex’s pricing information related to FCA on multiple removable disk drives, despite his contractual obligation to return such information to Apex upon termination of his employment. See (Doc. # 1 — 3 at 2).. The parties dispute whether pricing information is confidential and/or constitutes a trade secret. Forensic examination of defendants’ devices is ongoing.

B. Resignation From Apex

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Bluebook (online)
119 F. Supp. 3d 599, 2015 U.S. Dist. LEXIS 101566, 2015 WL 4642856, Counsel Stack Legal Research, https://law.counselstack.com/opinion/apex-tool-group-llc-v-wessels-mied-2015.