CASE ASSIGNMENT

You are an associate in a Pasay-based law firm. This afternoon, you met with Dr. Fe Sy,
who is a dentist employed by the Lazaro Dental Clinic.
Seven years ago, right after she completed dental school, Lazaro Dental Clinic hired Dr.
Sy. At that time, she signed an employment contract that includes a restrictive covenant. The
covenant states that if Dr. Sy leaves the clinic, she agrees not to practice dentistry within a 160-
kilometer radius of Pasay City for five years. The contract does not specify what damages Dr. Sy
would owe the clinic if she were to breach the restrictive covenant. The contract also covers more
routine aspects of Dr. Sy’s employment, including sick leave, vacations, salary, and general duties.
Because she is tired of city living, Dr. Sy now wants to leave the Lazaro Dental Clinic and
open her own practice in San Pedro, Laguna, just 26 kilometers south of Pasay City. She wants to
know whether the dental clinic can enforce the restrictive covenant against her.
When you questioned Dr. Sy further about her work for the clinic, she gave you the
following information. Two years after she joined the clinic, Dr. Sy approached many of the health
maintenance organizations and employers in Pasay City about affiliating or contracting with the
dental clinic for dental care. As a result of her efforts, the clinic is now affiliated with one Laguna
HMO and four large Pasay City employers. Dr. Sy has strong connections with each of these
groups and handles most of the business interactions for the clinic. Most of her time, however,
is directly devoted to patient care.
The shareholders of the clinic do not yet know about Dr. Sy’s plans to set up a practice of
her own. She expects the clinic shareholders to object when she leaves the clinic and to sue her
for breaching the restrictive covenant. The shareholders will probably fear that Dr. Sy’s
withdrawal from the clinic may cost it the affiliation with the HMO and the contracts with the
large employers.
Dr. Sy believes, however, that most of the clinic’s patients will stay with the clinic and the
affiliation and contracts will not be affected if she opens her office in Laguna. On the contrary,
she is the one who will probably lose business because almost 60% of the clinic’s patients are
Pasay City residents who would find it inconvenient to travel to San Pedro. Most of the remaining
patients live in various parts of Laguna. Dr. Sy believes that her new practice in San Pedro would
not affect the clinic’s business, even though she is very popular with the patients. Therefore, she
hopes that the restrictive covenant is invalid. She is also concerned about the large area and
length of time of the restriction.

INSTRUCTIONS
1. Research the relevant provisions of law.
2. Research the relevant cases.
3. Quickly skim the relevant cases to get a general understanding of the law and its
historical development.
4. Carefully read the relevant cases to determine what parts of the opinions are
applicable to Dr. Sy’s situation.
5. Carefully reread the applicable parts of the opinions to determine how the law
applies to Dr. Sy’s situation.
6. Write an opinion letter to Dr. Sy, laying out the answers to her questions.
7. You may seek the help of your lawyer friend or acquaintance in this assignment
but please write the name of the lawyer in your assignment.