All businesses, especially those that may become the target of a merger or acquisition, that want their successor entities or assignees to have the right to enforce non-compete agreements against their former employees should include a provision that allows third-parties to enforce the non-compete agreements. Unless a non-compete agreement expressly…
The Florida Supreme Court will soon release an opinion that settles whether unidentified prospective patients and referral physicians are protected legitimate business interests within the meaning of Florida’s Non-Compete Statute, § 542.335 Fla. Stat. On March 9, 2017, the Florida Supreme Court heard Oral Arguments in Americare Home Therapy, Inc.,…
As discussed in prior articles, Florida’s Non-Competition Covenant Statute, § 542.335, permits covenants restraining competition so long as the restrictive covenant meets certain statutory requirements. One of the statutory requirements is that the party seeking to enforce the restrictive covenant must “plead and prove the existence of one or more…
An employer can protect its relationships former clients by establishing that an ongoing business relationship exists with the past client, or by presenting competent and substantial evidence to prove the existence of a substantial relationship within the meaning of § 542.335, Florida Statutes. Under Florida law, the key issue is…
Florida statutes on non-competition covenants allow courts to modify overbroad non-competition covenants. For example, a non-competition covenant restricting an employee from competing against the employer in every county in Florida is likely overbroad if the employer conducts business only in Broward County. Florida statutes, however, allow the court to modify…
Florida law requires that courts read non-competition covenants in favor of providing reasonable protection to a company’s legitimate business interest and prohibits courts from reading the non-competition covenant narrowly against the restraint. Anarkali Boutique, Inc. v. Ortiz, 104 So. 3d 1202 (Fla. 4th DCA 2012) provides an example of just…
Generally, under Florida statutory law, restrictive covenants, e.g., non-competition covenants, must be signed by the person against whom the covenant will be enforced. A restrictive covenant cannot be enforced against an individual who did not sign the restrictive covenant. In Winn-Dixie Stores, Inc. v. Dolgencorp, Inc., 964 So. 2d 261…
Florida law tends to favor enforcement of non-competition covenants. Under Florida law, non-competition covenants are enforceable if they protect one or more legitimate business interests and if they are reasonable in time, area, and line of business. In fact, Florida law explicitly forbids courts from considering “any individualized economic or…
Under Florida law, non-competition covenants are generally enforceable if they protect one or more legitimate business interest. However, certain acts by the employer could defeat the enforceability of the non-competition covenant. Under contract law, a party’s material breach of a contract will render the entire contract unenforceable against the other…