DOCTOR WITH A NO COMPETE CONTRACT ISSUE.
Mel,
I am a chiropractor in Illinois who is an independent contractor within another chiro's office. (I own my patient base he provides space and staff for a 8900/mo fee)
Recently I became injured and have to sell my practice. My "partner" had first right of refusal and turned it down. Believing if I could not sell to an outside party he would by default assume my good-will patient base when my pain got too severe. The good will is the only value of my practice. When I brought in prospective buyers he was uncooperative and essentially drove them away. Additionally, one of the buyers, in the process of the due diligence, found my "partner" had been mis-allocating money from services I performed. (aprox 40K over 15months). Because of his actions, I want to move the practice down the street and sell it. However I have a (ridiculous) 25 mile no compete in my contract. Can I still move? I believe he is in breech of the contract by mis-allocating funds and interfering with the sale. Is this the case, and does it nullify the no compete? How hard is a case like this to fight in Illinois? I am concerned that if I move it Feb 1st, as planned, he will file some sort of injunction to stop it. Is there anything I can do to be proactive to whatever he may do?
Thank you for your attention.
Answers (1)
No responsible lawyer can give you advice on the contract portion of this without reviewing the document. Still, there are some general principles of law that are important here.
If your money was mishandled, you have some tort claims and some quasi-contract claims. Your "partner" has some fiduciary duties to you.
You have some really interesting tort claims if he scotched your sale after his "first refusal." These would include Intentional Interference with Prospective Business Advantage, Conversion and may even some civil RICO claims (depending on your history with him and his with others). This is not simple stuff, as you've already figured out.
Finally, you may have the equitable defense of "unclean" hands available to you which might completely negate your non-compete. Nobody can give you a reliable opinion about that without a consultation.
I am 320 miles from you, too far to be of any real help.
My concept for you is that you probably need a local attorney and an employment law practitioner working together.
If you don't have a family attorney, I can refer you to one in a very nearby town. There are some excellent MEL member in Chicago.
DO NOT TAKE ANY ACTION UNTIL YOU TALK TO A LAWYER IN PERSON WITH YOUR DOCUMENTS. I wouldn't try to adjust my own spine. Don't try to be your own advocate. The initial steps will be critical.
My Sympathy,
Anthony B. Cameron
Quincy
posted by Anthony Cameron | Jan 11, 2009 7:15 PM [EST]
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