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Cotten v. Cimline, Inc.

United States District Court, S.D. Mississippi, Northern Division

June 16, 2017

DAVID TODD COTTEN PLAINTIFF
v.
CIMLINE, INC.; PLYMOUTH INDUSTRIES, INC. DEFENDANTS

          ORDER

          Carlton W. Reeves UNITED STATES DISTRICT JUDGE

         Before the Court is the defendants' motion for summary judgment. The matter is fully briefed and ready for review.

         I. Factual and Procedural History

         In February 2016, David Todd Cotten was hired as a salesman for Cimline, Inc., a manufacturer and distributor of road-patching equipment. His sales territory included the southeastern United States. He signed a contract agreeing that if he ever left Cimline, he would not compete with its business for one year in the entire lower 48 states.

         Ten months later, Cotten was terminated. He was presented a separation agreement and given 21 days to consider it. Cotten then signed the separation agreement which, among other things, confirmed the non-compete, waived his rights to sue Cimline, and outlined approximately $20, 000 in compensation he would receive as part of his separation. About $18, 000 of that sum stemmed from commissions for his 2016 sales; the remainder was two weeks' salary.

         Cotten began working for one of Cimline's competitors in early 2017. Cimline wrote letters to him-and to the competitor-objecting to the employment.

         Aggrieved, Cotten sued Cimline and its parent company, Plymouth Industries, for declaratory and injunctive relief in the Chancery Court of Rankin County, Mississippi. He sought to invalidate the non-compete clause and work without interference.

         In April 2017, the defendants removed the matter to this Court pursuant to diversity jurisdiction. This motion followed. In it, the defendants argue that Cotten waived his right to bring this suit by signing the December 2016 separation agreement. Cotten contends that the separation agreement and the non-compete clause in it are void.

         II. Legal Standard

         Summary judgment is appropriate when “the movant shows that there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law.” Fed.R.Civ.P. 56(a). A party seeking to avoid summary judgment must identify admissible evidence in the record showing a fact dispute. Id. at 56(c)(1). “Once a summary judgment motion is made and properly supported, the nonmovant must go beyond the pleadings and designate specific facts in the record showing that there is a genuine issue for trial. Neither ‘conclusory allegations' nor ‘unsubstantiated assertions' will satisfy the nonmovant's burden.” Wallace v. Tex. Tech Univ., 80 F.3d 1042, 1047 (5th Cir. 1996) (quotation marks and citations omitted).

         The Court views the evidence and draws reasonable inferences in the light most favorable to the nonmovant. Maddox v. Townsend and Sons, Inc., 639 F.3d 214, 216 (5th Cir. 2011). But the Court will not, “in the absence of any proof, assume that the nonmoving party could or would prove the necessary facts.” McCallum Highlands, Ltd. v. Wash. Capital Dus, Inc., 66 F.3d 89, 92 (5th Cir. 1995), as revised on denial of reh'g, 70 F.3d 26 (5th Cir. 1995).

         III. Discussion

         A. Substantive Law

         Ordinarily, because this case is proceeding in diversity, the applicable substantive law would be that of the forum state. Capital City Ins. Co. v. Hurst, 632 F.3d 898, 902 (5th Cir. 2011). But here, in the separation agreement, the parties agreed that any dispute would be governed by Minnesota law.[1]See ...


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