It is critical that Florida employers carefully write their non-compete agreements to ensure they are enforceable and prevent employees from performing the types of activities that the employer needs. Non-compete law in Florida is nuanced and slight deviations in contract wording can sometimes mean the difference between success or failure. Peter Mavrick is a Miami non-compete attorney, and also advocates for clients in Fort Lauderdale, Boca Raton, and Palm Beach, Florida. The Mavrick Law Firm represents clients in business litigation, trade secret litigation, employment litigation, trademark litigation, and other legal disputes in federal and state courts and in arbitration.
While non-compete agreements are interpreted pursuant to principles of general contract law, non-compete law is often considered to be a niche area of law. Non-compete contracts are governed by Florida Statute § 542.335. This statute limits the enforcement of non-compete agreements in certain areas, inter alia, limiting enforcement in circumstances where the employer has a legitimate business reason for the non-compete agreement (§ 542.335(1)(b)), limiting the enforceable time period (§ 542.335(1)(d)(1)), and barring enforcement of contract terms limiting the court’s ability to enforce attorneys’ fees (§ 542.335(1)(k).
Particular terms in non-compete agreements often have particular meanings. For example, determining whether the term “solicitation” applies to certain conduct can be deceptively difficult. Generally, for an activity to qualify as solicitation under the common meaning of the word, there must be a communication coupled with an underlining intention behind that communication. Solicit, Merriam-Webster (available at: https://www.merriam-webster.com/) (“to approach with a request or plea” or “to urge (something, such as one’s cause) strongly”); Solicitation, Black’s Law Dictionary (11th ed. 2019) (“an attempt or effort to gain business”). Whether a non-compete agreement barring “solicitation” bars particular conduct is determined by the general rules of contract interpretation and cases.