NORTH AMERICAN SENIOR BENEFITS, LLC v. WIMMER

North American Senior Benefits (NASB), an insurance marketing company, sued two former employees, Ryan and Alisha Wimmer, claiming they broke a contract clause barring them from recruiting NASB employees for two years after leaving the company. That clause never described a specific geographic area where it applied. A specialized business court, and later the Court of Appeals of Georgia, said that omission made the clause automatically unenforceable under Georgia's Restrictive Covenants Act, which requires such agreements to be reasonable in geographic area, time, and scope. The Supreme Court of Georgia disagreed. It held that the law's text does not require an explicit geographic description, only that the restriction actually be reasonable, whether stated expressly or left implied. The court reversed the lower rulings and sent the case back so a court can decide, based on the facts, whether this particular clause's geographic reach was reasonable.

OCGA § 13-8-53 (a) requires that a restrictive covenant's geographic restriction be reasonable, but it does not require the covenant to state an express geographic term; an implied or omitted geographic scope can still satisfy the statute if it is reasonable under the facts and circumstances.

The ruling affects Georgia employers who use non-recruitment and non-compete agreements without spelling out geographic limits, especially in industries like insurance and remote work where employee territory is not tied to a fixed place. Courts must now evaluate reasonableness case by case rather than voiding such clauses automatically.

Reversed and remanded

1. The court read the plain text of OCGA § 13-8-53(a), which requires restrictive covenants to be reasonable in time, geographic area, and scope of prohibited activities, and found nothing requiring an explicit geographic description to satisfy the geographic-area requirement.
2. It examined the surrounding statutory context, noting that subsection (c) of the same law only requires a geographic description in certain situations, implying that in other situations no description is needed at all, contrary to the Court of Appeals' reasoning.
3. The court pointed to OCGA § 13-8-56, which presumes covenants reasonable in geographic scope if they list specific competitors or areas of business rather than stating a geographic boundary, showing that non-geographic descriptions can satisfy reasonableness.
4. It relied on prior Georgia case law, including W. R. Grace & Co. v. Mouyal, which recognized that requiring an express geographic description in every case does not fit modern business realities where an employee's territory has no fixed geographic limit.
5. Applying these principles, the court concluded that whether the non-recruitment provision here is enforceable depends on whether its actual geographic reach, even though unstated, was reasonable given the business interests and circumstances, a factual question for the trial court to resolve on remand.
6. Because the Court of Appeals had wrongly required an express geographic term and relied on the earlier CarpetCare decision reaching the same conclusion, the court disapproved that precedent to the extent it conflicts with this ruling.

• restrictive covenants
• non-compete agreements
• non-recruitment provisions
• Georgia Restrictive Covenants Act
• employment contracts