Florida Non-Compete Agreement

Introduction

Key Things to Know

1. 1

   A non-compete keeps a former employee from competing with the business for a limited time and area. Florida enforces one under Statute Section 542.335 only when it is reasonable and supported by a legitimate business interest, and voids it otherwise.

2. 2

   Florida enforces non-competes under Statute Section 542.335: a covenant is valid if it is in a writing signed by the person against whom it is enforced, supported by a legitimate business interest, and reasonable in time, area, and line of business. A covenant with no legitimate business interest is void.

3. 3

   The ordinary Section 542.335 pathway has no salary or income threshold; any employee non-compete can be enforced if it is reasonable. The CHOICE Act (Section 542.43), effective July 1, 2025, adds a separate high-earner track for a covered employee earning more than twice the annual mean wage of the applicable Florida county.

4. 4

   Reasonableness is guided by rebuttable time presumptions in Section 542.335(1)(d) and (e): against a former employee, 6 months or less is presumed reasonable and more than 2 years unreasonable; for a sale of business, 3 years or less is reasonable and more than 7 unreasonable; for trade secrets, 5 years or less is reasonable and more than 10 unreasonable.

5. 5

   Section 542.335(1)(a) requires the covenant to be in a writing signed by the person against whom it is enforced. Florida courts generally treat continued at-will employment as adequate consideration. Under the CHOICE Act a covered employee must be advised in writing of the right to seek counsel and given the agreement at least 7 days before the offer expires.

6. 6

   Florida is a mandatory reformation (blue-pencil) state: if a restraint is overbroad or overlong, the court shall modify it and grant only the relief reasonably necessary (Section 542.335(1)(c)). The court shall not consider the employee's individualized hardship and shall not construe the covenant narrowly against the drafter. Health care practitioners are excluded from the CHOICE Act track.

7. 7

   Because non-competes must be reasonable and tied to a legitimate interest, many Florida employers also use a confidentiality or non-disclosure agreement under the Florida Uniform Trade Secrets Act (Chapter 688) to protect trade secrets and customer data without relying only on the non-compete.

Florida Requirements for Non-Compete Agreement

• Employee Non-Competes Are Enforceable

  In Florida a reasonable employee non-compete is enforceable. Florida Statutes Section 542.335 allows contracts that restrict competition during or after employment so long as they are reasonable in time, area, and line of business, notwithstanding the general restraint-of-trade rule in Section 542.18. Florida courts are among the most willing in the country to enforce a properly drafted covenant.

• Legitimate Business Interest Required

  Section 542.335(1)(b) requires the employer to plead and prove a legitimate business interest: trade secrets, valuable confidential information, substantial relationships with specific customers or clients, customer goodwill tied to a location or marketing area, or extraordinary or specialized training. A restrictive covenant that is not supported by a legitimate business interest is unlawful, void, and unenforceable in Florida.

• Reasonable Time, Area, and Line of Business

  The restraint must be reasonable in time, area, and line of business. Section 542.335(1)(d) and (e) set rebuttable presumptions: against a former employee, 6 months or less is presumed reasonable and more than 2 years unreasonable; for a sale of business, 3 years or less is reasonable and more than 7 unreasonable; for trade secrets, 5 years or less is reasonable and more than 10 unreasonable.

• Salary Threshold Only Under the CHOICE Act

  The ordinary Section 542.335 track has no wage or income threshold. The CHOICE Act (Section 542.43), effective July 1, 2025, adds a high-earner track: a covered employee is one earning more than twice the annual mean wage of the Florida county where the employer has its principal place of business, or where the employee resides if the employer is based out of state. This is a county-specific formula, not a fixed statewide figure. Do not substitute another state's dollar threshold.

• Courts Reform Overbroad Restraints

  Florida is a mandatory reformation (blue-pencil) state. Section 542.335(1)(c) directs that if a restraint is overbroad, overlong, or not reasonably necessary, a court shall modify it and grant only the relief reasonably necessary to protect the legitimate business interest, rather than voiding the covenant. An overbroad clause is narrowed, not automatically thrown out, in Florida.

• Pro-Enforcement Construction

  Florida law is deliberately employer-friendly. Section 542.335(1)(g)1 tells courts not to consider any individualized economic or other hardship to the employee, and Section 542.335(1)(h) bars any rule of construction that would narrow the covenant against the restraint or the drafter. A violation of an enforceable covenant also creates a presumption of irreparable injury supporting an injunction (Section 542.335(1)(j)).

• CHOICE Act High-Earner Track

  Under the CHOICE Act a covered non-compete for a high-earning employee may run up to 4 years and is fully enforceable per its terms if the employer advised the employee in writing of the right to seek counsel and provided the agreement at least 7 days before the offer expired, and the employee acknowledged in writing receipt of confidential information or customer relationships (Section 542.45). On breach a Florida court must preliminarily enjoin the employee. Health care practitioners are excluded from this track.

• Protect Trade Secrets With an NDA Too

  Because a non-compete must be reasonable and tied to a legitimate interest, many Florida employers also use a confidentiality or non-disclosure agreement under the Florida Uniform Trade Secrets Act (Chapter 688). Section 542.335(1)(b) references trade secrets as defined in Section 688.002(4). A confidentiality agreement protects trade secrets and customer data without having to satisfy the reasonableness presumptions that govern a non-compete, so the two tools are often used together.