However, the claim against defendant 2 was filed on the grounds of the existence of a direct undertaking between him and the plaintiff, and not on the basis of Paragon's understanding or commitment to the plaintiff.
- To this will be added the fact that a review of the totality of the evidence submitted to this case shows that there is no justification for adopting the plaintiff's current interpretation of the provisions of section 23 of the partnership agreement, even because this interpretation is not reflected in later agreements between the parties, including the separation agreement between the plaintiff and Mr. Alfasi.
In this agreement for the sale of the shares in Shira, dated January 1, 2014, which was presented by the plaintiff (Exhibit 20 is shown in Appendix 12 to his affidavit), there is no mention of the issue of exclusivity or a stipulation dealing with the prohibition of competition on the part of the outgoing partner; and this is without even addressing the authenticity of the document and the circumstances of its alleged signature by Mr. Alfasi - issues that will be discussed below.
In relation to this, it is reasonable to assume that where the plaintiff sought to ensure that Mr. Alfasi would not purchase or market Paragon's products, he would anchor this agreement explicitly, before the consideration for the sale of the shares was transferred to Mr. Alfasi.
- In the margins of the discussion on this issue, and only so that the judgment will not be found to be lacking, I will add and briefly address the plaintiff's argument in his interrogation that there was no need to anchor the prohibition of competition with Mr. Alfasi "in vague contracts", since Paragon was the one that was supposed to protect him and ensure that Mr. Alfasi would not be able to purchase goods from it (see p. 44, paras. 6-21 of the minutes of the hearing of December 7, 2022). This claim of the plaintiff was not supported by the evidence, and in any case it was not clarified how Paragon could have known about the existence of a non-compete clause between the parties in relation to an agreement to which it itself was not a party, and its position on this issue was never requested.
- Taking into account all of this, I find it necessary to reject the plaintiff's claims regarding the breach of Mr. Alfasi's obligations to non-compete in the relationship between the plaintiff and him.
Other alleged violations of the agreement by Paragon