Both parties supply temporary nurses to hospitals. Plaintiff entered into a contract with defendant to supply nurses when defendant couldn’t fill orders from its own supply of nurses. The contract contained a clause prohibiting plaintiff from soliciting defendant’s employee-nurses to work for plaintiff rather than defendant. This decision holds that the non-solicitation clause is an ancillary restraint to be analyzed under the rule of reason rather than a naked restraint which might be a per se violation of the Sherman Act. To be treated as an ancillary restraint the restraint must be (1) “subordinate and collateral to a separate, legitimate transaction,” and (2) “reasonably necessary” to achieving that transaction’s pro-competitive purpose. Here the non-solicitation clause was collateral to the overflow staffing contract and reasonably necessary to achieving that agreement’s goal. Plaintiff failed to show that the non-solicitation agreement was illegal under the rule of reason test since it offered no evidence to show that the non-solicitation clause caused the supra-competitive pricing it claimed existed in markets served by defendant.