You Be the Judge Integra Optics, Inc. v. Messina and OSI Hardware, Inc. 2016 N.Y. Misc. LEXIS 2646, 2016 WL 3917764 Supreme Court, Albany County, New York, 2016 Facts: Integra Optics asked its sales executive Jonathan Messina to sign a non-compete agreement that prohibited him from working for competitors "anywhere in the world" for one year after leaving the company. For a year, Messina refused to sign, but the pressure mounted. His boss threatened to withhold over $100,000 of Messina's earned commissions and bonuses if he did not sign. Top company executives reassured him that the non-compete was "just a formality" and was probably even unenforceable. The COO also said, "things would have to be pretty bad" for Integra to enforce the non-compete. In the end, Messina felt he had no choice but to sign if he wanted to collect the money he had already earned. As you have probably guessed, Messina signed, but then things did get pretty bad. He left and Integra sued to prevent him from working for a competitor. Messina argued that the non-compete was unenforceable because it was the product of economic duress. You Be the Judge: Did Messina suffer from economic duress? Argument for Integra: Messina is a sophisticated businessman who willingly signed the non-compete after an entire year of negotiations. He could have easily left the company instead of signing. But he stayed and signed because he wanted to keep earning his hefty salary. Yes, people posture during negotiations. But that is different from making improper threats. Integra needs to protect itself from competition and did so with a legal, enforceable non-compete. Argument for Messina: A contract may be voided on the ground of economic duress if one party forces the other side to agree by making wrongful threats. What could be more improper than holding Messina's own money hostage? Messina felt the non-compete was an offer he could not refuse. Those threats cannot be the basis of an enforceable contract.