As employees of Palmer & Cay of Georgia, Inc. P&C, Douglas Hutcherson, John Varner, and Philip Holley Employees signed a covenant which provided that, for a two-year period after leaving their employment, they would not, in any way, directly or indirectly, except as an employee of the Company, solicit, divert, or take away, or attempt to solicit, divert or take away, the insurance or employee benefit plan business of any of the customers of the Company which were served by the Employee during the term of his employment with the Company, or any prospective customers of the Company which the Employee solicited for the Company within one year prior to his termination of employment, for the purpose of selling to or serving for any such customer or prospective customer any insurance or employee benefit product or service which was provided or offered by the Company during his employment . . . . After voluntarily leaving their employment with P&C and accepting positions with a competitor, Lockton Companies, Inc. Lockton, the Employees and Lockton Appellees filed a declaratory judgment action to determine the enforceability of the nonsolicitation covenant. The trial court found that the covenant was not enforceable. On appeal, the Court of Appeals affirmed that holding, concluding that the covenant is unenforceable because it “provides no time restriction on the Employees’ provision of services to P&C’s customers . . . .” Palmer & Cay of Ga. v. Lockton Cos. , 273 Ga. App. 511, 513 615 SE2d 752 2005. We granted certiorari to determine whether the Court of Appeals correctly held that the covenant was unenforceable due to the lack of any restriction placed on the period of time during which the Employees had served P&C’s customers.
1. The covenant does not broadly prohibit the solicitation of all of P&C’s customers. Its scope is narrowly limited to only those customers of P&C who were served by the Employees during their respective terms of employment. Previously, this Court has upheld such covenants prohibiting the post-termination solicitation of a former employer’s customers for a reasonable period, without regard to when the former employee may have had contact with those customers. See Wiley v. Royal Cup , 258 Ga. 357 370 SE2d 744 1988; Marcoin v. Waldron , 244 Ga. 169 259 SE2d 433 1979. As exemplified by those cases, the critical factor is whether the former employee ever served the customer, not the length of time since he or she may have done so. ” ‘A court will enforce an agreement prohibiting an employee from pirating his former employer’s customers served by the employee during the employment, at the employer’s direct or indirect expense. . . .’ Cit.” Wiley v. Royal Cup , supra at 359 1. The employer has a protectible interest in the customer relationships its former employee established and/or nurtured while employed by the employer cit., and is entitled to protect itself from the risk that a former employee might appropriate customers by taking unfair advantage of the contacts developed while working for the employer. Cits. W.R. Grace & Co. v. Mouyal , 262 Ga. 464, 466 2 422 SE2d 529 1992. The employer’s recognized interest in protecting its customers is not diminished by the length of time since the employee may have ceased to serve the customer, but depends instead on the fact that the customer relationship was either established or nurtured by the employee. This is true because the risk that a former employee may take unfair advantage of personal contacts developed in establishing or nurturing the customer relationship still exists even after such direct and immediate contacts have ended.
