## Facts

- Astro‑Med, Inc., a Rhode Island corporation, sold life‑sciences equipment and treated its customer, pricing, marketing, and cost information as confidential.
- Kevin Plant joined Astro‑Med in 2002 as a salesperson and signed an employment agreement containing non‑competition and non‑disclosure provisions, plus a forum-selection clause designating Rhode Island.
- Astro‑Med gave Plant access to confidential information and alleged trade secrets.
- Plant later worked a Florida sales territory for Astro‑Med.
- In October 2006, Nihon Kohden America, Inc., a California competitor, hired Plant to sell competing products in the same region, with knowledge of Plant’s agreement with Astro‑Med.
- Astro‑Med alleged Plant and Nihon Kohden used Astro‑Med’s confidential customer and pricing information, constituting breach of contract, trade-secret misappropriation, unfair competition, and tortious interference.
- Astro‑Med sued in Rhode Island state court; the case was removed to the U.S. District Court for the District of Rhode Island.
- A jury found Plant and Nihon Kohden liable and awarded $375,800; the district court later added exemplary damages, attorney’s fees and costs, and Rule 37 sanctions, producing a total judgment of $1,159,823.60.
- Plant and Nihon Kohden appealed, raising multiple challenges including personal jurisdiction, venue, enforceability of the non‑compete, sufficiency of trade-secret and damages proof, and alleged trial errors.

## Issues

1. Whether Rhode Island could exercise specific personal jurisdiction over Nihon Kohden consistent with due process.
2. Whether venue was proper in the District of Rhode Island under 28 U.S.C. § 1391 based on where a substantial part of the events occurred.
3. Whether Plant’s non‑competition agreement was enforceable and, if so, whether its scope (as narrowed by the district court) was reasonable.
4. Whether the evidence supported liability for trade-secret misappropriation, tortious interference, and unfair competition, and supported the compensatory and exemplary damages and fee awards.
5. Whether asserted trial and post-trial errors (including evidentiary rulings, jury instructions, alleged verdict inconsistency, and Rule 37 sanctions) required reversal.

## Decision

- The First Circuit affirmed the judgment in full.
- The court held that the district court properly exercised specific personal jurisdiction over Nihon Kohden.
- The court held that venue in Rhode Island was proper because a substantial part of the events giving rise to the claims occurred there.
- The court upheld enforcement of the non‑competition agreement as modified to a narrower geographic and customer scope.
- The court held the record supported the jury’s findings on breach of contract, trade-secret misappropriation, tortious interference, and unfair competition, and supported the damages and exemplary damages.
- The court rejected the remaining claims of error, including challenges to evidentiary and instructional rulings and post-trial sanctions.

## Legal Principles

- Specific personal jurisdiction may be exercised when the defendant’s forum-related conduct is sufficiently connected to the claims, reflects purposeful conduct directed at the forum, and is reasonable under due process.
- A defendant’s intentional decision to engage with a contractual relationship centered in the forum, with knowledge of restrictive covenants and foreseeable in-forum harm, can supply the necessary minimum contacts for specific jurisdiction.
- Venue is proper in any district where a substantial part of the events or omissions giving rise to the claim occurred; more than one district may satisfy this standard.
- In evaluating “substantial part,” courts consider the sequence of events leading to the dispute rather than isolating a single final triggering act.
- Restrictive covenants may be enforced when they protect legitimate business interests (including confidential customer and pricing information) and are reasonably limited in scope; courts may enforce a narrowed version to ensure reasonableness.
- Trade-secret and confidential-information misappropriation can be proven through evidence of access to protected information and use or disclosure connected to competition, and damages findings are sustained when supported by the trial record under deferential appellate review.

## Conclusion

The First Circuit upheld Rhode Island jurisdiction and venue and affirmed liability and damages where a competitor hired a salesperson it knew was bound by Rhode Island restrictive covenants, and the evidence supported findings that confidential customer and pricing information was used in competition, justifying compensatory and exemplary relief, fees, and sanctions.


Astro–Med, Inc. v. Nihon Kohden Am., Inc., 591 F.3d 1 (1st Cir. 2009)