Session February 13, 2018
from the Chancery Court for Davidson County No. 15-1203-III,
Ellen Hobbs Lyle, Chancellor
case involves a claim for procurement of breach of contract.
The plaintiff and the defendants operate competing businesses
that provide carriage rides for hire in Nashville, Tennessee.
The plaintiff sued the defendants for violating Tenn. Code
Ann. § 47-50-109 by procuring one of its carriage
drivers to breach his noncompete agreement with the plaintiff
by driving a carriage for the defendants' business. The
trial court granted summary judgment in favor of the
defendants upon the determination that the plaintiff could
not prove an essential element of a procurement of breach of
contract claim, that the underlying contract was enforceable.
Agreeing with the determination that the noncompete agreement
was not enforceable, we affirm.
R. App. P. 3 Appeal as of Right; Judgment of the Chancery
Gary Blackburn and Bryant Kroll, Nashville, Tennessee, for
the Appellant, Sugar Creek Carriages.
L. Cooper, Nashville, Tennessee, for the Appellees, Hat Creek
Carriages, Elizabeth Luckey, and Samuel Lee Roberts.
G. Clement Jr., P.J., M.S. delivered the opinion of the
Court, in which Richard R. Dinkins and W. Neal McBrayer, JJ.,
G. CLEMENT JR., P.J., M.S.
Creek Carriages ("Plaintiff") is a business that
provides carriage rides for hire in downtown Nashville,
Tennessee. Hat Creek Carriages is a competing business, which
is owned by Samuel Roberts, and operated by Elizabeth Luckey
Blackwell ("Blackwell") was retained by Plaintiff
as a licensed carriage ride driver pursuant to an
"Independent Contractor, Non-competition,
Non-disclosure, and Confidentiality Agreement" (the
"Noncompete Agreement") at all times material to
this action. The Noncompete Agreement provided in pertinent
In consideration for the training being given by Sugar Creek
Carriages to the Independent Contractor in preparation of
becoming a professional horse-drawn carriage operator or
independent contractor of Sugar Creek Carriages, the
Independent Contractor agrees not to directly or indirectly
compete with Sugar Creek Carriages and its successors and
assigns for a period of one year following his or
her termination within the territorial jurisdiction of
Davison County, Tennessee. Indirect competition shall be
deemed to include the Independent Contractor's position
as a shareholder, partner, officer, agent, employee,
consultant or independent contractor of any competing
business. The parties agree that the actual cost of the
training provided by Sugar Creek Carriages to the Independent
Contractor is at least two thousand five hundred dollars ($2,
500.00). Independent Contractor will pay Sugar Creek
Carriages two thousand five hundred dollars ($2, 500.00),
plus attorney's fees, costs and expenses, should
Independent Contractor breach the covenant not to compete
contained in this agreement. This sum is agreed on as the
proper measure of liquidated damages that Sugar Creek
Carriages will sustain in the event Independent Contractor
breaches this Agreement.
(emphasis in original).
the restricted one-year period, Blackwell drove a carriage
"one or two times" for Hat Creek Carriages. Upon
learning of this fact, Plaintiff commenced this action
asserting separate claims against Blackwell and Defendants.
The claim against Blackwell was for breach of the Noncompete
Agreement. Plaintiff sought to have Blackwell "pony
up" the agreed upon liquidated damages of $2500. The
claim against Defendants was for procuring Blackwell's
breach of his Noncompete Agreement with Plaintiff in
violation of Tenn. Code Ann. § 47-50-109, for which
Plaintiff sought to recover treble compensatory damages along
with attorney's fees and expenses pursuant to the
statute. Plaintiff also sought an injunction against
after the action was commenced, Blackwell settled all claims
with Plaintiff. Blackwell was dismissed from the action, and
he is not a party to this appeal.
Defendants filed a motion for summary judgment on two
grounds: (1) the Noncompete Agreement between Plaintiff and
Blackwell was unenforceable and (2) the claims against
Defendants must be dismissed because Plaintiff could not
prove an essential element for recovery under Tenn. Code Ann.
§ 47-50-109 for procurement of breach, that the relevant
provision of the underlying contract was enforceable.
Plaintiff responded, arguing that the Noncompete Agreement
was enforceable because Plaintiff had a protectable business
interest in the specialized and unique training Plaintiff
provided to Blackwell.
trial court determined that the Noncompete Agreement was
unenforceable because Plaintiff's "training is also
sold to the public and there are no other factors, such as
trade secrets, confidential information or client relations,
present in this case weighing in favor of a protectable
business interest." Based on this determination and the
fact that the existence of an enforceable contract was an
essential element of a claim for procurement to breach a
contract, the trial court summarily dismissed the complaint.
This appeal followed.