Merger/Buyout/Spin-Off: Is a non-compete transferable? Assignable?

I live in Philadelphia & work in a satellite office of my (New Jersey-based) employer. I signed a non-compete when I was hired. My company has 2 different divisions: market research and sales force effectiveness. Recently my company was sold (merger, buyout, not sure). The new company no market research presence - but it has great synergies with the sales force effectiveness division. The new company has no market research function and it does not appear to have any intentions towards the market research division it just bought. Perhaps there will be a spin-off.

Is my non-compete still valid? Is it transferable? Or assignable? Can I work for a market research competitor without repercussions? Am I bound by this agreement come hell or high water?????

1 answer  |  asked Nov 20, 2007 4:47 PM [EST]  |  applies to Pennsylvania

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Answers (1)

Christopher Ezold
Noncompetition agreements can be assignable, but only in certain circumstances.

Before I respond to your inquiry, I must state that we have not spoken, I have not reviewed the relevant documents and facts, and I do not represent you. Therefore, my discussion below is not a legal opinion, but is informational only. Finally, my discussion applies only to issues to which Pennsylvania or Federal law apply, unless otherwise specified.

That being said, noncompetition agreements can be assignable, but only in certain circumstances. There must be, at a minimum, a valid assignment clause in the agreement. Even if assignable, they may no longer be enforceable.

If you would like to discuss this matter further, please feel free to contact me at the below address(es) or number.

/Christopher E. Ezold/
Nancy O'Mara Ezold, P.C.
One Belmont Avenue,
Suite 501
Bala Cynwyd, PA 19004
(610) 660-5585

posted by Christopher Ezold  |  Nov 20, 2007 6:35 PM [EST]

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