Is the non-compete clause in the contract I signed valid and enforceable

I work form home in a full-time salaried position for a research company. They also hire some peers on a project basis. They are moving into an office late this year.
My husband moved out of state for a new job, and when I asked if I could work from there (given I work from home now), they said they needed the position to be in Cincinnati, and thus I couldn't continue to work for them if I relocate.
My employment agreement had the following clause:
Non-Competition. In order to protect the Employer's legitimate business interests, Employee covenants and agrees that, during the term of her employment with the Employer and for a period of eighteen (18) months after termination of employment for any reason whatsoever, regardless of whether termination was by the Employer or Employee or was voluntary or involuntary, Employee shall not directly or indirectly for her own benefit or for the benefit of any other person, firm, corporation or other entity, as representative, agent, employee, partner, joint venture, or in any other capacity whatsoever own, manage, operate, control, direct, be employed by, participate in, advise, consult, assist, or otherwise be connected in any manner or capacity with any business or other entity which is directly competitive with the Employer anywhere in the United States. Employee recognizes and acknowledges that the Employer does business and Employee's duties will require her to do business throughout the United States, and therefore, the provisions of this paragraph are reasonably necessary to protect the Employer’s legitimate business interests. Employee represents and warrants to Employer that following termination from the Employer, whether voluntary or involuntary, Employee could pursue an alternative occupation without either (a) engaging in activities or businesses that are in direct competition with the Employer or any of its affiliates; (b) utilizing in any fashion the Employer's Trade Secrets; or (c) establishing a new business that engages in direct competition with the Employer. Employee further agrees that if she violates this paragraph, then the duration of the restrictions shall be extended for an amount of time equal to the number of days that Employee violated this paragraph until the date the Employer obtains an Order enjoining Employee from this violation.
I want to know if I can look for a job with a competitor that will allow me to work from NC?

2 answers  |  asked Sep 23, 2011 09:38 AM [EST]  |  applies to Ohio

Answers (2)

Bruce Elfvin
Your question and non-compete clause raises the questions that Ohio Courts routinely look at in terms of wthether or not to enforce or modify a non-compete. The agreement will be reviewed with the following benchmarks: is it sufficiently tailored to protect the legitimate business interests of the employer or does it attempt to interfere with normal market forces. Courts in Ohio will look at the geographic scope, the time and the activity prescribed. In this instance 18 months may not be too long, but I cannot see a company being able to enforce a national ban. In order to keep your job you are supposed to go into the office in Cincinnati and you "can't work from home." If you relocate, I would ask for a release from the non-compete and disclose it to a new employer to make sure that you do not get and lose a new job. You should see an employment attorney in your area.
You can select one at

posted by Bruce Elfvin  |  Sep 23, 2011 3:13 PM [EST]
David Neel
First, I assume that Ohio law applies to this situation. It might not if the employer is headquartered in another or if your agreement contains a provision identifying the state that supplies the law.

In general, 18 months is considered a reasonable restriction by Ohio courts. The agreement clearly states that you cannot work for or assist a direct competitor, which appears to be what you want to be able to do. In that event, it is likely that the covenant not to compete will be upheld by Ohio courts.

To answer your precise question, there is nothing that prevents you from looking for an opportunity with a competitor. If you do so, you need to disclose the non-competition agreement.

posted by David Neel  |  Sep 23, 2011 10:26 AM [EST]

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