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Settlement of Dispute Over Non-Compete Agreement

Omni Imaging, LLC (“Omni”), a Maryland limited liability company, filed its lawsuit against our clients, Blue Ridge X-Ray Co., Inc. (“Blue Ridge”) and Richard A. Wilson, in the U.S. District Court for the District of Maryland, on or about October 12, 2016, alleging breach of contract, tortious interference with contract and tortious interference with prospective business advantage.  Omni is an LLC in the business of selling and maintaining x-ray facilities and radiology products, accessories, supplies and services in Maryland, Virginia, Delaware, Pennsylvania and the District of Columbia.  Mr. Wilson was formerly employed by Omni prior to joining Blue Ridge X-Ray Co., Inc.  Blue Ridge is a North Carolina corporation and a national supplier of x-ray imaging equipment, service and supplies.  Omni sued our clients over a dispute concerning a non-compete agreement signed by Mr. Wilson prior to leaving his employ with Omni.  STSW was able to defend Blue Ridge and Mr. Wilson and reach a fair and reasonable settlement with the assistance of the Honorable Beth P. Gesner, U.S. Magistrate Judge for the U.S. District Court for the District of Maryland.

Omni hired Mr. Wilson in February 2010 to conduct sales and perform services on traditional and digital x-ray imaging equipment.  As a condition of his initial employment, Omni required that Mr. Wilson sign a non-compete agreement, as well as provide a list of accounts that Mr. Wilson could bring from Kane X-ray, his previous employer.  Mr. Wilson, under the encouragement of Omni and its president Bill Wills, compiled such a list and brought over several clients, with whom he had pre-existing longstanding personal relationships, from Kane X-ray to Omni.  Omni relied heavily on the business that Mr. Wilson brought with him, as the medical imaging industry is highly competitive.  And during the course of his employment with Omni, Mr. Wilson was dedicated to Omni’s business and maintained a strong work ethic.  While working for Omni, Mr. Wilson noticed that its main competitor had started providing biomedical services, which generated a significant profit.  Mr. Wilson thereafter began to research equipment sales and training programs pertaining to selling and servicing such equipment.  After conducting individualized research and independent training on his own time, Mr. Wilson approached Bill Wills with the idea of initiating sales and service of biomedical equipment through Omni.  As a precondition to receiving the training for implementing Mr. Wilson’s own idea, Bill Wills required that Mr. Wilson sign a second non-compete agreement.  On March 18, 2015, Mr. Wilson, without the benefit of independent counsel, signed the Employee Non-Compete Agreement.  That Agreement contained non-compete, non-solicitation, and confidentiality clauses.  The Non-Compete Agreement specified that it would “survive the termination” of Mr. Wilson’s employment.  In May of 2016, despite Mr. Wilson’s best efforts in his new sales region, Bill Wills informed Mr. Wilson that, unless he could meet a minimum threshold of $30,000.00 in quarterly sales, Omni would need either to reduce Mr. Wilson’s employment status to part-time, or to part ways with Mr. Wilson completely.  Out of concern for himself and his family’s well-being, and having grown increasingly dissatisfied with his experience working with Omni, Mr. Wilson initiated an interview with Bill Lee, president of Defendant Blue Ridge X-ray (“Blue Ridge”).  Blue Ridge hired Mr. Wilson, for a start in the month of July, 2016.

In its Complaint, Omni alleged that Mr. Wilson solicited Omni’s customers and employees in breach of the non-compete, non-solicitation, confidentiality and non-disparagement clauses in the Non-Compete Agreement.  While disputing liability in this matter, we were able to secure a release of all claims and an agreement concerning the future interaction between our clients and any Omni customers.  If you want more information, please feel free to contact William Sinclair at (410) 385-9116 or Anna Schultz Kelly at (443) 909-7505.