United States District Court, N.D. Illinois, Eastern Division
OPINION AND ORDER
L.ELLIS United States District Judge.
Medix Staffing Solutions, Inc. (“Medix”) is
committed to ensuring that Defendant Daniel Dumrauf
(“Dumrauf”) does not do any work for his new
employer, non-party ProLink Staffing (“ProLink”),
within 50 miles of Medix's Scottsdale, Arizona, office
pursuant to a covenant not to compete (the
“Covenant”) Dumrauf signed while working for
Medix. Dumrauf has provided a sworn statement that he has
relocated to Ohio and that he does not work in Arizona, with
the exception of a few instances while he was relocating to
Ohio, but not performing any Arizona-related work. Medix is
not satisfied with these assurances and believes that Dumrauf
violated and continues to violate the Covenant. So this case
goes on, and Dumrauf now moves to dismiss it . Because
the Covenant, on its face, restricts Dumrauf from taking any
position with another company that engages in the same
business as Medix, without regard to whether that position is
similar to a position Dumrauf held at Medix or otherwise
competes with Medix, the Covenant is unenforceable and the
Court grants the motion to dismiss.
began working at Medix in Scottsdale, Arizona, on March 7,
2011 as Director of Business Operations. In January 2012,
Medix promoted him to West Coast Regional Director. In
January 2013, Dumrauf became the Director of Medix
Scientific. As Director of Medix Scientific, Dumrauf was
responsible for Medix's sales and recruiting strategy
within the pharmaceutical, biotechnology, and medical device
and Medix entered into an Employment At-Will,
Confidentiality, and Non-Compete Agreement on March 7, 2011.
On December 11, 2012, in consideration of his continued
employment, Dumrauf executed an Employee
Confidentiality/Non-Compete Agreement (the
“Agreement”). The Agreement included the
following Covenant Not to Compete:
2.3 Covenant Not to Compete. Medix and Employee agree that
the nature of Employee's employment with Medix will place
Employee in a close business and personal relationship with
the Customers of Medix. Therefore, both during Employee's
employment with Medix and for a period of eighteen (18)
months following the termination of Employee's employment
with Medix for any reason, Employee shall not, within a
radius of 50 miles from any Medix office(s) where the
Employee performed services as an employee of Medix, directly
or indirectly, own, manage, operate, control, be employed by,
participate in or be connected in any manner with the
ownership, management, operation or control of, any business
that either: (1) offers a product or services in actual
competition with Medix; or (ii) which may be engaged directly
or indirectly in the Business of Medix.
Doc. 23, Ex. A.
August 10, 2017, Dumrauf resigned from his position with
Medix. The same day, he sent an email to Medix V.P. of Sales
Jared Jarecki and Medix Director of People and Performance
Michael Ceretto informing them of his departure and his
acceptance of a position with ProLink overseeing its
Healthcare Division's operations. He stated that his new
role will involve some client interaction, though minimal.
Dumrauf noted in the email that ProLink is based in
Cincinnati, Ohio, and that 90% of his activity would be in
Ohio and Kentucky. He also noted that he would be relocating
away from the Scottsdale area by the end of 2017.
a direct competitor of Medix, has an office in Phoenix,
Arizona, which is less than fifty miles from Medix's
Scottsdale, Arizona, office. Since leaving Medix, Dumrauf has
periodically worked out of ProLink's Arizona office.
motion to dismiss under Rule 12(b)(6) challenges the
sufficiency of the complaint, not its merits. Fed.R.Civ.P.
12(b)(6); Gibson v. City of Chicago, 910 F.2d 1510,
1520 (7th Cir. 1990). In considering a Rule 12(b)(6) motion
to dismiss, the Court accepts as true all well-pleaded facts
in the plaintiff's complaint and draws all reasonable
inferences from those facts in the plaintiff's favor.
AnchorBank, FSB v. Hofer, 649 F.3d 610, 614 (7th
Cir. 2011). To survive a Rule 12(b)(6) motion, the complaint
must not only provide the defendant with fair notice of a
claim's basis but must also be facially plausible.
Ashcroft v. Iqbal, 556 U.S. 662, 678, 129 S.Ct.
1937, 173 L.Ed.2d 868 (2009); see also Bell Atl. Corp. v.
Twombly, 550 U.S. 544, 555, 127 S.Ct. 1955, 167 L.Ed.2d
929 (2007). “A claim has facial plausibility when the
plaintiff pleads factual content that allows the court to
draw the reasonable inference that the defendant is liable
for the misconduct alleged.” Iqbal, 556 U.S.
Enforceability of Covenant Not to Compete
moves to dismiss the complaint arguing that the Covenant is
overbroad and unenforceable. Dumrauf argues that the Covenant
is unenforceable because it is a blanket prohibition on
engaging in any activity for a competitor. He also argues
that the Covenant would result in an undue hardship on him
and that Medix has not shown a sufficient legitimate business
interest in enforcing the Covenant. Medix argues that the
Court cannot decide reasonableness of a covenant ...