Dispute over a non-compete agreement; MCL 445.774a(1); St. Clair Med, PC v Borgiel; Standing; MCR 2.201(B); Effect of a failure to attach a relevant document to a complaint; MCR 2.113(C)(1); Liggett Rest Group, Inc v Pontiac; Leave to amend; MCR 2.118(A)(2); Futility; Effect of delay; VHS of MI, Inc v State Farm Mut Auto Ins Co; Prejudice; Wolfenbarger v Wright

The court held that the trial court did not err by denying plaintiffs-technology service providers’ (RCC and MIDS) claims against defendants (former employees), but should have allowed plaintiffs to amend their complaint. Plaintiffs sued defendants alleging various tort claims as well as breach of contract after defendants were terminated and formed their own company. The trial court dismissed the action. On appeal, the court rejected plaintiffs’ argument that the trial court erred by granting defendants summary disposition on the basis of standing, but agreed with them that the trial court erred by denying their request to amend the complaint. In the affidavits attached to defendants’ motion for partial summary disposition, they each attested “that they never used RCC’s confidential information or solicited any of” its customers. And they claimed on appeal “that in response to the motion for summary disposition, plaintiffs failed to produce evidence establishing a genuine issue of material fact that RCC had any reasonably competitive business interest to protect by enforcement of the Non-Compete Agreements.” The court noted that “in their response to the motion for partial summary disposition, plaintiffs asserted that while still employed with RCC,” one of the defendants provided a digital marketing proposal to a customer, and later sent that same proposal to the customer after leaving RCC. “But it is unclear from the attached proposals that defendants did as plaintiffs asserted.” As such, “plaintiffs failed to establish a genuine issue of material fact that RCC had standing to sue defendants.” As to MIDS’ standing, the court found that, “on the record presented, the trial court properly granted summary disposition of plaintiffs’ claims against MIDS.” However, it “abused its discretion by failing to allow plaintiffs to file an amended complaint along with the complete Assignment and Assumption and Purchase Agreements attached in accordance with its earlier grant of leave to amend on this basis.” Affirmed in part, reversed in part, and remanded.