42 SIDELINES JULY 2012
FOR HORSE PEOPLE • ABOUT HORSE PEOPLE
Equine Law
Continued from page 17
Trial Court Decision
The trial court ruled in favor of FEVS fnding that the location of
Dr. Farmer’s actual offce was of no consequence, because the
real issue was where she administered veterinarian services. The
court stated that it did not believe it was the intent of the parties to
allow Dr. Farmer to treat FEVS’s clients within the restricted area.
As a result, the trial court granted a temporary injunction enjoining
Dr. Farmer from acting as a veterinarian within the 30 mile radius
of FEV’s location.
Dr. Farmer argued on appeal that the non-compete agreement
is unambiguous and should have been enforced as prohibiting her
from having a practice or working for a practice which is located
within a 30 mile radius of FEVS. She contended that it does not
prohibit her from practicing veterinary medicine anywhere within
the 30 mile radius.
Appeals Court Decision
Reviewing the facts and the law the Appellate court found that
Florida law specifcally provides that:
“A court shall construe a restrictive covenant (such as a non-
compete agreement) in favor of providing reasonable protection to
all legitimate business interests established by the person seeking
enforcement. A court shall not employ any rule of contract
construction that requires the court to construe a restrictive
covenant narrowly against the restraint or against the drafter of
the contract”.
The appeals court also reviewed the earlier decided appeals
case of Tam-Bay Realty, Inc. v. Ross, 534 So.2d 1200. The
Tam-Bay Realty, Inc. case had similar facts in which the former
employer, Ross, alleged that the former employee violated a
non-compete agreement prohibiting Ross from having an offce
in Pinellas County, Florida. Even though Ross advertised and
marketed homes that were located within Pinellas County, the
court held that Ross’ actions did not violate the covenant not to
compete because Ross did not have an offce within the prohibited
area.
In the Tam-Bay Reality Case the court held that Ross had
not breached the non-compete agreement because Ross had
complied with the literal meaning of the agreement when Ross
did not open a place of business or business offce in the area
prohibited by the non-compete agreement. The Court made its
decision in favor of Ross based on the fact that the real estate
agent had complied with the literal meaning of the agreement.
Basing its decision on both the Florida Statute and the decision
in the Tam-Bay Reality case, the appeals court in the Farmer
case held that the non-compete agreement did not prohibit the
veterinarian from providing equine veterinary services within the
30 mile radius of FEVS’s offce and lifted the temporary injunction
imposed by the lower court.
Conclusion
Whenever there is an ambiguity in the interpretation of a
contract, the contract will be interpreted by the courts in favor of
the party who did not draft the contract. This is not any different
in the case of non-compete agreements. In 2010, the Florida
legislature went even further by enacting a statute that requires
courts to construe restrictive covenants narrowly and against the
drafter. As a result it is imperative that one consults with an
attorney and makes sure that any non-compete agreement which
they are using to protect their business refects their needs and
complies with state laws and requirements.
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