Delhi High Court - Orders
Cpc) Addverb Technologies Limited vs Neeraj Kumar & Ors on 1 March, 2023
Author: Yashwant Varma
Bench: Yashwant Varma
$~46
* IN THE HIGH COURT OF DELHI AT NEW DELHI
+ CS(OS) 675/2022, I.A. 17933/2022(U.O. XXXIX R. 1 & 2
CPC)
ADDVERB TECHNOLOGIES LIMITED ..... Plaintiff
Through: Ms. Ayshwarya Chandar and
Mr. Ketul Hansraj, Advs.
versus
NEERAJ KUMAR & ORS. ..... Defendants
Through: Ms. Padmapriya and Mr.
Rishabh Sancheti, Advs. for D-
1 with D-1 present in person.
Mr. Mukesh Kumar and Ms.
Meenakshi Sood, Advs. for D-2
& 3.
CORAM:
HON'BLE MR. JUSTICE YASHWANT VARMA
ORDER
% 01.03.2023 CS(OS) 675/2022 & I.A. 17933/2022(U.O. XXXIX R. 1 & 2 CPC), I.A. -------------- of 2023 (for taking on record the settlement agreement dt. 21.02.2023 & for disposal of Suit) to be numbered
1. The instant suit had been instituted seeking the following reliefs:-
"(i) Grant a decree of permanent injunction in favour of the Plaintiff and against the Defendant No.1, his agents, attorneys, assigns etc., thereby restraining him from sharing, disclosing or in any other manner imparting, all the data and documents of the Plaintiff known to and/or in the Defendant No.1's possession, whether in digital form or otherwise, to third parties and/or competitors of the Plaintiff, including but not limited to the Defendant Nos. 2 & 3 and their group entities, and/or from applying for Defendant No.l's personal use or benefit;
(ii) Grant a decree of mandatory injunction in favour of the Plaintiff and against the Defendant No. I, his agents, attorneys, assigns etc., thereby directing his to return all the properties and documents of the Plaintiff, including but not limited to, all files, information, data, whether in digital form or otherwise, to the Signature Not Verified Plaintiff; Digitally Signed By:NEHA Signing Date:02.03.2023 16:12:41
(iii) Grant a decree for permanent injunction in favour of the Plaintiff and against the Defendant Nos. 2 & 3 and their group entities, its directors, promoters, officers, servants, agents etc. from tortiously interfering with and/or inducing breach of the employment agreements and other policies between the Plaintiff and its existing employees;
(iv) Grant a decree for permanent injunction in favour of the Plaintiff and against the Defendant Nos. 2 & 3 and their group entities, their directors, promoters, officers, servants, agents etc. from tortiously interfering with and/or inducing breach of the employment and confidentiality agreements and other policies between the Plaintiff and its former employees;
(v) Grant a decree for permanent injunction in favour of the Plaintiff and against the Defendant Nos. 2 & 3 and their group entities, their directors, promoters, officers, servants, agents etc. from using or in any other manner utilizing the confidential information/trade secrets/technical know-how of the Plaintiff, including for manufacturing of products and sale of products to its customers and/or its customers or sharing the same with any other third parties;
(vi) Award costs of the proceedings in favour of the Plaintiff."
2. On 04 November 2022 and upon considering the submissions which were addressed by and on behalf of the Plaintiff, the Court had proceeded to pass a temporary injunction in the following terms:-
"27. Considering the aforesaid, defendant no. 1 is restrained from sharing and disclosing any information which he has obtained/collated while in employment with plaintiff company, especially the information as contained in emails which the defendant no. 1 has transferred to his personal email on last date or any other previous date of his employment.
28. Considering the submissions made before this Court, defendant no. 2 and 3 are also restrained from utilising the confidential information/trade secrets/technical know-how of the plaintiff and/or its customers, which defendant nos. 2 and 3 may have obtained from defendant no. 1."
3. Today, the Plaintiff has placed on the record the terms of a settlement which is stated to have been entered into between the Plaintiff and Defendant Nos. 2 and 3 on 21 February 2023. The material terms of that settlement agreement read as follows: -
"2. SETTLEMENT TERMS Signature Not Verified Digitally Signed 2.1 The events to be followed to give effect to the terms of this By:NEHA Signing Date:02.03.2023 16:12:41 Agreement are listed herein below:
2.2 Notwithstanding anything contained under this Agreement, the Parties hereby unconditionally agree and undertake the following:
(a) Neither Party ("Soliciting Party") shall, for a period of 2 (two) years from the Effective Date, directly or indirectly, whether by themselves or through any third party, solicit, induce or encourage any person, employed with the other Party to terminate or otherwise cease their employment with the other Party or become the employee of or directly or indirectly offer services in any form or memes to the Soliciting Party or any other person or body corporate including a competitive business of the other Party, nor will the Soliciting party, partner with or enter into any activity, for any purpose whatsoever, with any such person, employed by the other Party;
(b) The Parties shall not, for a period of 2 (two) years from the Effective Date, directly or indirectly, whether by themselves or through any third party, partner with or enter into any activity or hire or attempt to hire, solicit or attempt to solicit/influence, for any purpose whatsoever, any person who was an employee of the other Party during the last 12 (Twelve) months of his/her employment to become the employee of or directly or indirectly offer services in any form or manner to the Parties or any other person including a competitive business of the other Party:
(c) The Parties of the Second Part (defined below) shall not, directly or indirectly, utilize the Confidential Information of the First Party, its partners, vendors, and/or its customers, which the Parties of the Second Part may have obtained from the Receiving Parties.
For the purpose of this Agreement, "Confidential Information" means any and all oral, written, graphic or machine-readable information disclosed by the First Party to Neeraj, Taranjeet, Achin or any other ex-employee of the First Party ("Receiving Parties") during the course of their employment with the First Party or to which the Receiving Parties had access owing to employment with the First Party concerning the business, affairs and/or finances of the First Party, including, but not limited to, that which is not generally known to the public and/or relates to the category of products mentioned in clause 2.3 below, customer project Signature Not Verified details, product details, solution designs of the Digitally Signed By:NEHA Signing Date:02.03.2023 16:12:41 projects of the First Party, layout drawings drawn up by First Party, research, developments, inventions, processes, designs, engineering, formulae, software (including source and object code), trade secrets, technical know-how, hardware configuration, computer programs, algorithms, business plans, intellectual property of the First Party, agreements with third parties, services, customers, marketing or finances of the First Party:
whether this Confidential Information is designated in writing to be confidential or proprietary, or not, or if given orally, even if not reduced to writing, which the Receiving Parties reasonably should expect to be confidential or which, if disclosed, could provide a third party with any business advantage of any kind.
2.3 The Parties of the Second Part further voluntarily and unconditionally agree and undertake that they shall, for a period of 2 (two) years from the Effective Date, directly or indirectly, completely refrain from, whether by themselves or through any third party, manufacturing any ASRS products, including without limitation to the products mentioned below:
(a) Carton Shuttle;
(b) Pallet Shuttle;
(b) Mother Child Shuttle; and
(d) Stacker Crane.
For the avoidance of doubt and utmost clarity, nothing in this clause restricts the Parties of the Second Part to trade or sell as a channel partner, the aforementioned products which are independently manufactured by a third party. 2.4 In consideration of the Parties of the Second Part duly complying with the terms stated above, the Parties shall do the following:
(a) The Parties shall file a joint application under Order 23 Rule 3 for the disposal of the Civil Proceedings before the Hon'ble High Court of Delhi and vacation of the Injunction Order insofar as it is against the Parties of the Second Part, on account of the settlement arrived at as per this Agreement, within 14 (Fourteen) days from the Effective Date.
In such application, the Parties will request the Hon'ble Court to pass a consent decree by making the terms of the present Agreement a part of such consent decree. The Parties shall bear their respective costs for moving the joint application before the Hon'ble High Court of Delhi.
Signature Not Verified (b) The First Party shall duly inform P.S. Knowledge Digitally Signed By:NEHA Signing Date:02.03.2023 16:12:41Park-1, Greater Noida, Uttar Pradesh about the settlement arrived at between the Parties as per this Agreement, within 14 (Fourteen) days from the Effective Date and accordingly request the police authorities to close the Criminal Proceedings qua the Parties of the Second Part.
2.5 It is clarified that if any of the Parties fail to conform/comply with and/or breach any of the terms of this Agreement including as contemplated in Clauses 2.2 and 2.3 above, then the other Party shall be entitled to initiate appropriate legal proceedings (including criminal proceedings) for appropriate remedies against the breaching Party, notwithstanding anything contained in this Agreement.
2.6 The Parties of the Second Part hereby unconditionally agree that they shall undertake all actions necessary and as may be required or requested by the First Party, for completing each action as is contemplated under this Agreement, including Clause 2.4 above."
4. That only leaves the Court to consider the issue which remains and pertains to Defendant No.1. Learned counsel appearing for the said Defendant who is also present in person has, on instructions, stated that as averred in the written statement, no confidential information was divulged or disclosed to Defendant Nos.2 and 3 and that the said Defendant also undertakes to desist from doing so even in the future.
5. In view of the aforesaid, the terms of the temporary injunction and more particularly Para 27 thereof are made absolute. The suit shall stand decreed in the aforesaid terms.
6. All pending applications shall stand disposed of.
YASHWANT VARMA, J.
MARCH 01, 2023 bh Signature Not Verified Digitally Signed By:NEHA Signing Date:02.03.2023 16:12:41