Ever wondered about the seemingly daunting world of contracts: the myriad of pages and often boring mechanical reading, not to mention those terms and conditions written in legalese? For most of us, not really. That’s for sure. But sometimes contractual disputes can be interesting. Ever hear the saying don’t mix business with pleasure? Well in a recent case, the Louisiana Court of Appeal was called upon to rule upon the terms of a settlement agreement that prohibited the parties from making disparaging or negative comments about each other.
In 2006, Mary N. Boros and Mark Lobell, after having a four-month sexual fiasco entered into a Settlement Agreement. The Settlement Agreement contained the terms and conditions for the termination of their professional and personal relationship. A settlement agreement is a form of contract and just like any other contract its terms can be breached, or in other words dishonored by one or both of the parties who entered into the contract. The Settlement Agreement here contained, among other provisions, a provision where Mary and Mark agreed not to say or author anything that disparages, criticizes, defames or otherwise reflects negatively upon the name of the other (the “non-disparagement” clause).
From September 22, 2003, through October 6, 2006, Mary was employed by a Louisiana company, Performance Medical, Inc. The company owned by Mark. While Mary was employed by Performance Medical she engaged in a consensual sexual relationship with Mark, which lasted for approximately four months. The facts are up in the air as to the circumstances surrounding Mary’s eventual termination from Mark’s company, but after Mary threatened to file a sexual harassment lawsuit against Mark the parties entered into the Settlement Agreement. The controversy arose when Mary began a competing limited liability company named Specialized Diagnostics, L.L.C., and Mark allegedly infringed on her business by among other things making defamatory statements which included statements to the effect that Mary’s business practices were illegal. So, on December 18, 2007, Mary filed a petition for damages against Mark and his companies, alleging that he and/or members of his staff violated the non-disparagement clause of the Settlement Agreement.