Hoover Transportation Services Inc. v. Frye

77 F. App'x 776
CourtCourt of Appeals for the Sixth Circuit
DecidedSeptember 12, 2003
DocketNo. 02-3940
StatusPublished
Cited by38 cases

This text of 77 F. App'x 776 (Hoover Transportation Services Inc. v. Frye) is published on Counsel Stack Legal Research, covering Court of Appeals for the Sixth Circuit primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Hoover Transportation Services Inc. v. Frye, 77 F. App'x 776 (6th Cir. 2003).

Opinion

PER CURIAM.

Tim A. Frye appeals the preliminary injunction issued in favor of Hoover Transportation Services, Inc., by the district court, enjoining him from operating his trucking business in Charlotte, North Carolina for one year. A motion to stay the injunction pending appeal was denied by the district court on December 4, 2002.

We affirm.

I

Hoover, based in Ohio, coordinates the interstate transportation of freight, using owner-operator truck drivers under lease with Hoover. Frye is the owner of FSI and a former employee and agent of Hoover. Prior to working for Hoover, Frye had operated a trucking business and had added a container/intermodal business to his operations in 1989.

Hoover hired Frye in 1995 to manage its Charlotte, North Carolina, facility, Frye asserts that Ken Hoover, the owner of Hoover, asked him to sign a non-compete agreement at that time but that he refused. While employed at Hoover, and with Hoover’s knowledge. Frye continued his container business. In November 1999, Mr. Hoover visited the Charlotte facility and asked Frye to focus on Hoover’s business rather than his own. Frye asserts he resigned after Mr. Hoover told him to double the income from the Charlotte facility using the same level of staff. Mr. Hoover then offered to sell the facility to Frye.

Instead, in January 2000, they entered into an agency contract that allowed Frye to work as an agent for Hoover under the FSI name. In order to run the Charlotte operation. FSI bought Hoover’s Charlotte property, equipment, and leasehold interest for $50,000. The contract stated that Frye would act as Hoover’s freight solicitor and dispatching representative in the Charlotte area. He was to maintain and operate the freight terminal, solicit freight for transportation by Hoover, and recruit drivers. The period of the contract was unspecified.

In August 2001, Frye told Mr. Hoover that he was going to turn the Charlotte operation back over to Hoover pursuant to Paragraph 10 of the agency contract (“If at any time Agent chooses to cease operations, Carrier will be offered the opportunity to assume the operation for the fair market value of all equipment necessary to continue the contract authority operation.”). Frye told Mr. Hoover that he would continue to operate the container yard and conduct other business such as buying and selling containers. Frye testified at the preliminary injunction hearing that he had planned to terminate his agency relationship with Hoover and that shortly thereafter begin an exclusive agency relationship with Five Star Transport, Inc., a competitor of Hoover’s, based in South Carolina. In October 2001, Frye [779]*779talked to Mr. Hoover about selling FSI’s business to Hoover, but, according to Frye. Mr. Hoover told him that he wanted Frye to continue as Hoover’s agent.

Frye claims that all of the customers he dealt with during his agency relationship with Hoover were FSI’s. He asserts that Hoover was merely responsible for paying liability insurance on the trucks, collecting money from FSI’s customers for the freight business, and paying the agreed fees to FSI. Frye also claims that problems arose with the contract because of Hoover’s actions. For instance, he claims that Hoover failed to pay commissions that were due to FSI under the contract. He also alleges that Hoover made demands of FSI that were not contemplated in the contract, nor made of any of Hoover’s other agents. Frye claims that Hoover was unable to keep up with the expanding business and that it would not cooperate with FSI and its employees. He also claims that Hoover did not comply with Department of Transportation requirements to provide safety and hazardous materials training for owner-operators, although it was its responsibility to do so.

Frye contends that because of his deteriorating relationship with Hoover, he began to negotiate with Five Star, and accepted a proposal to serve as its agent in October 2001. He claims that he solicited as new drivers only those who had not previously transported freight for Hoover. Frye promoted an employee of FSI, Frank Clotz, and had him handle all of FSI’s Five Star business.

Frye operated the Five Star terminal from the same address as that of the Hoover terminal. With only one exception, Frye did not notify any of the shippers that he was an agent with Five Star until December 19, 2001. On December 11, 2001, Frye and Mr. Hoover had a conversation in which Frye told Mr. Hoover he was going to terminate the agency contract. On December 11, 2001, Frye sent out a letter to all of the Hoover drivers, notifying them that they would be given the opportunity to change their leases to Five Star. In response, 16 drivers signed leases with Five Star. On December 18, 2001, Frye notified Hoover that he was terminating the contract with the required thirty-days notice. The next day, Hoover notified Frye that due to Frye’s breach of the agency contract, Hoover was terminating the relationship immediately.

Hoover then hired Frank Clontz to manage a new location for its Charlotte operation. Frye claims that Clontz provided Hoover with Frye’s trade secrets and other confidential information. The evidence presented at the preliminary injunction hearing showed that Frye continued to use the Hoover name in conjunction with his Five Star operations, and continued to use the name Hoover as his listing with directory assistance. Frye claims to have provided Hoover with the files of all of the drivers who had contracted to drive for Hoover. He also returned the computer system and software that FSI had purchased to operate the business. He claims Hoover never asked him to change his fax or phone number or refrain from hiring Hoover employees. He asserts he offered to sell Hoover the operation, pursuant to paragraph 10 of the agency contract, but that Hoover demanded he relinquish the business for no consideration.

Hoover claims that while still acting as an agent for Hoover, Frye diverted at least 81 loads of freight from Hoover to Five Star and encouraged and assisted 16 drivers who were under lease to Hoover to terminate their leases and sign with Five Star. Hoover claims that it maintains confidential and proprietary information, such as files containing names and addresses of shippers or customers of Hoover, corporate financial information, and price infor[780]*780mation. Hoover contends that these are trade secrets and claims to have taken steps to keep this information from becoming public. Hoover asserts that Frye had access to all of this information while acting as its agent. Hoover claims that Frye continues to use its trade secrets for the benefit of himself and Five Star. Frye denies that FSI possessed any of this information.

Hoover filed an action against Frye, and later added Five Star, in Ohio state court, for equitable relief and damages. Frye removed the case to federal district court. The amended complaint alleges misappropriation of trade secrets, breach of contract, unfair competition, breach of fiduciary duty, interference with contractual relations, deceptive trade practices, and fraud. Hoover sought preliminary and permanent injunctions enjoining Frye from misappropriating trade secrets and engaging in a competing business, an accounting of all wrongfully obtained remuneration, nine million dollars in compensatory damages, two million dollars in punitive damages, remuneration of commissions, a constructive trust for diverted revenues, and attorney fees.

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77 F. App'x 776, Counsel Stack Legal Research, https://law.counselstack.com/opinion/hoover-transportation-services-inc-v-frye-ca6-2003.