A Florida Non-Compete Agreement is a contract by which one party (employee) agrees not to compete against another (employer) in Florida.
Typically, an employer uses a non-compete agreement in Florida to ensure that an employee (or independent contractor) leaving the company/business does not share intellectual property (or other valuable business insider information) with the competition—to the detriment of the original employer.
Reasonable Uses and Objections
- Enforceable when terminated without cause? – Undecided.
- Employee non-solicitation agreement permitted? – Yes.
- Customer non-solicitation agreements permitted? – Yes.
- Does continuing employment equal sufficient consideration? – Yes.
Legally Enforceable in Florida?
Florida Statutes § 542.335 notes that a non-compete agreement in Florida is legally enforceable if the written terms and intent comply with Florida law.
What’s Protected?
Florida’s non-compete agreements, which must be in writing and fully executed, may include provisions to protect the following business activities and assets –
- Trade Secrets (§ 688.002(4))
- Confidential or Valuable Business Information
- Significantly Established Customer Relationships
- Customer or Client Goodwill Associated With –
- Ongoing Professional Business/Practice
- A Defined Geographic or Marketing/Trade Area
- Extraordinary or Specialized Training
When Do Non-Compete Agreements Hold Up?
A non-compete agreement will meet the required legal threshold if the terms detailed in the written agreement meet legislative requirements regarding reasonability.
Reasonable Use and Exemptions
Florida non-compete agreements must:
- Be designed to protect a legitimate and authentic business interest.
- Reasonably limit the nature and scope of the restrictions.
Florida exempts mediators and physician specialists from the state’s non-compete agreement laws.
Time Limitations
Time limitations must reasonably limit the scope and nature of Florida’s non-compete agreement. Only those Florida non-compete agreements – with a reasonable range (i.e., not overly restrictive), are legally enforceable.
Note: however, that Florida’s Statute of Limitations is five years.
Geographical Limitations
A non-compete agreement must be reasonable concerning its geographic scope. Generally, Florida courts enforce geographic restrictions similar to the area where an employee worked. Florida’s non-compete laws do not explicitly address geographic limits based on a specific number of miles; however, case law supports the rule that a non-compete agreement cannot be in a region where the business does not operate.
Blue Penciling Allowed
According to § 542.335(1)(c), Florida allows blue-penciling for a non-compete agreement that is “is overbroad, overlong, or otherwise not reasonably necessary to protect the established legitimate business interest… a court shall modify the restraint and grant only the relief reasonably necessary to protect such interest or interests.”
The responsibility of proving that the agreement is overbroad falls to the person being restrained by the non-compete.
Sample
Below you can download a free Florida Non-Compete Agreement in PDF or Word format:
