HOLLAND INSURANCE GROUP, LLC et al.
SENIOR LIFE INSURANCE COMPANY
[Copyrighted Material Omitted]
Employment contract. Thomas Superior Court. Before Judge Altman.
Judgment affirmed in part and reversed in part.
Drew Eckl & Farnham, Joseph C. Chancey, Meredith R. Guerrero, for appellants.
Coleman Talley, Gregory T. Talley, Edward F. Preston, William E. Holland, for appellee.
RAY, Judge. Andrews, P. J., and McFadden, J., concur.
William Holland and Senior Life Insurance Company (" Senior Life" ) entered into an agreement (" Agreement" ) authorizing Holland [329 Ga.App. 835] to sell Senior Life's insurance products as an independent agent. Senior Life subsequently terminated the Agreement and notified Holland that it " suspended" payment of commissions to Holland pending an investigation of whether Holland had violated restrictive covenants contained in the Agreement. Holland then filed a complaint against Senior Life seeking injunctive relief and a declaratory judgment that the Agreement's restrictive covenants are overbroad and thus, unenforceable. Holland filed a motion for judgment on the pleadings, which the trial court denied. Senior Life then filed an amended counterclaim seeking enforcement of the forfeiture provisions of the agreement based on Holland's alleged violation of restrictive covenants. Senior Life then sought a preliminary injunction for the return of all confidential documents, including completed insurance applications and " Leads" (information regarding prospective clients). Senior Life also sought to enjoin Holland and his sub-agents from using and distributing such information after the termination of the Agreement. The trial court granted that motion. Holland appeals from both of the trial court's rulings. For the reasons below, we affirm in part and reverse in part.
1. Holland's motion for judgment on the pleadings sought a declaratory judgment that: " (1) the non-solicitation and confidentiality provisions of the [Agreement] are unenforceable as a matter of law; and (2) the liquidated damages of the [Agreement] are void[.]" The motion also sought " a permanent injunction preventing Senior Life from attempting to enforce such provisions" and asked the trial court to order Senior Life to pay Holland all commissions that he is owed under the Agreement. After a hearing, the trial court denied the motion in a single sentence.
On appeal, Holland argues that the trial court erred in denying the motion for judgment on the pleadings because the Agreement contains several restrictive covenants that are overbroad and, thus, unenforceable and invalid under A. L. Williams & Assocs. v. Faircloth, 259 Ga. 767 (386 S.E.2d 151) (1989). In A. L. Williams, our [329 Ga.App. 836] Supreme Court held that " [i]t would be paradoxical to strike down a covenant as invalid, and at the same time uphold a forfeiture that is conditioned upon a violation of that very covenant. Hence, a forfeiture provision that is conditioned expressly upon an invalid covenant must be invalid in se." Id. at 768 (1) (b).
A motion for judgment on the pleadings is proper
where the undisputed facts that appear from the pleadings establish that the movant is entitled to judgment as a matter of law. All well-pleaded facts are to be accepted as true. However, the trial court is not required to adopt a party's legal conclusions based on those facts. In other words, the granting of a motion for judgment on the pleadings under OCGA ...