Last week, the Cuyahoga County Court of Appeals affirmed a contempt order against a former employee who posted confidential and trade secret information of his employer on his website for pecuniary gain in violation of a prior non-disclosure agreement and in violation of an agreed/consent order entered by the trial court after a preliminary settlement conference. Combs v. Sherwin-Williams Co., 2026-Ohio-562. The plaintiff argued that his attorney did not have authority to agree to the terms of the consent order, but the court of appeals disagreed. Refusing to consider his substantive challenges to the order because the TRO and PI were not final orders at that time, the Court found that the employee had failed to show why he should not be held in contempt for violating the agreed/consent order.
According to the Court’s opinion, the plaintiff filed a
complaint against the employer alleging, among other things, breach of contract
and tortious interference. The employer
filed similar counterclaims as well as conversion, unjust enrichment, theft of
trade secrets and conversion. In particular, the employer alleged that the
plaintiff’s severance agreement contained non-disclosure terms that he violated
by posting its trade secrets and confidential information on a personal website
for personal monetary gain. After he
refused to remove the information, it filed for a temporary protective order,
which he opposed, largely on the grounds that the information was not confidential. The attorneys and court held a conference,
where an interim order was entered agreeing to at least temporarily remove the
employer’s information pending an evidentiary hearing on the merits, and scheduled settlement
conference.
However, the plaintiff refused to remove the information and,
after initially opposing the employer’s motion for contempt, his attorney withdrew representation. The plaintiff continued pro se. Another settlement conference was held (after
much drama) and the case again was not resolved. An evidentiary hearing was
held on the motion for contempt and TRO. The trial court found the plaintiff to be in
contempt of the order, granted both a TRO and preliminary injunction and the plaintiff
appealed. The Court of Appeals refused
the appeal of the TRO and PI because they were not final orders, but affirmed
on appeal the contempt order.
An “agreed order” or “consent
order” is based upon the agreements reached by the parties and is considered a
contract between those parties as well as an order of the court. . . . Moreover,
courts have held that “‘[i]t is beyond question that a duly authorized attorney
may enter into an agreed judgment entry[,] the terms of which will be binding
on his or her client.’”
In opposing the contempt motion, the plaintiff had focused
entirely on the merits of the allegations – challenging that the information
was confidential and trade secret – and not on whether he was bound by his former
attorney’s in-court agreement:
[Plaintiff] claims that he was
excluded from the status conference and his “coerced attorney[’s]” approval of
the order should not be akin to his consent. However — despite numerous filings
and the opportunity to offer testimony and present evidence at the show-cause
hearing — [he] presented no evidence that he was unaware of his counsel’s
strategy for the status conference or the May 1, 2025 order issued thereafter.
Nor did [he] offer any evidence to establish that he did not approve of or
agree to that strategy or the conditions set forth in the order. Without any
testimony or evidence indicating that his attorney was not authorized to enter
into such an agreement at the status conference or that [he] had no knowledge
of the May 1, 2025 order, we decline to find that [he] was not bound by its
terms. Since [he] did not challenge the allegation that he “blatantly
disregard[ed]” the terms of the May 1, 2025 order by failing to remove any
information from his website or otherwise rebut [the employer’s] initial
showing of contempt, the trial court did not abuse its discretion when it found
[him] in contempt of court.
NOTICE: This summary is designed merely to inform and alert
you of recent legal developments. It does not constitute legal advice and does
not apply to any particular situation because different facts could lead to
different results. Information here can change or be amended without notice.
Readers should not act upon this information without legal advice. If you have
any questions about anything you have read, you should consult with or retain
an employment attorney.
