Maine federal court enforces employer’s ‘do not darken my door’ clause

When employers and employees enter into settlement agreements, it’s common for the departing worker to agree to refrain from returning to work for the company. Larger employers likely will require the individual to promise not to work for any of its affiliates or subsidiaries. But what happens when the former employee now works for an organization the business later acquires? The federal court in Maine recently analyzed the issue, ruled in the employer’s favor, and dismissed the case.

Facts

Shannon Beers was an employee of Mentor ABI LLC, a healthcare company providing skilled nursing services. In 2019, she sued the company for whistleblower retaliation in federal court, and the case eventually settled.

As part of the settlement agreement, Beers conceded she had “no right to future employment” with Mentor or any of its affiliated companies, and she wouldn’t seek to be hired, rehired, or reinstated to Mentor, its subsidiaries, or the affiliate organizations. The clause is sometimes referred to as a “do not darken my door” provision.

When Beers entered into the settlement, she was employed by NeuroInternational, a healthcare facility in New Hampshire. Unbeknownst to her, Mentor was in the process of purchasing NeuroInternational.

Mentor acquired NeuroInternational in January 2020 and, a few weeks later, terminated Beers’ employment. It discharged her because of the settlement agreement, which prohibited her from working for the company or any of its affiliates. The employer also cited several alleged “misdeeds” during her previous employment with the company.