Are non-compete agreements enforceable in Florida? As is often the case in law, the answer is “it depends,” but the reality is that Florida is one of, if not the most, friendly states for non-compete agreements in the United States. Whether they appear as a standalone non-compete agreement or as a non-compete restrictive covenant provision within an employment agreement, they are equally enforceable as long as they satisfy Florida’s statutory requirements.
What is a Non-Compete?
A non-compete – whether structured as a standalone agreement or as a specific restrictive covenant within an employment agreement – limits an individual’s professional activities after their employment concludes. It prohibits the individual from starting a competing business, or joining a competitor’s competing business, for a specific time frame after leaving the employer. The non-compete may also state that the individual may not work within a certain radius from where they were previously employed.
In Florida, non-compete agreements and non-compete restrictive covenants in employment agreements are governed by Florida Statute § 542.335, Valid Restraints of Trade or Commerce. For a non-compete provision or agreement to be legally enforceable in Florida, it must satisfy three (3) fundamental requirements:
- It must be in writing and signed by the person against whom enforcement is sought.
- There must be a legitimate business interest that justifies the non-compete.
- The employer must show that the non-compete is reasonably necessary to protect the legitimate business interest or interests justifying the restriction.
What is a “Legitimate Business Interest?”
Whether a restrictive covenant qualifies as a “legitimate business interest” is a fact-intensive inquiry that depends heavily on the specific industry and the context of the employment. Under Florida Statute § 542.335, the existence of a valid legitimate business interest is a mandatory prerequisite for enforcement; any non-compete agreement or non-compete restrictive covenant in an employment agreement not supported by one is deemed unlawful, void, and unenforceable. Florida law defines a legitimate business interest as including, but not limited to the following:
- Trade secrets, as defined in Florida Statute § 688.002(4).
- Valuable confidential business or professional information that otherwise does not qualify as trade secrets.
- Substantial relationships with specific prospective or existing customers, patients, or clients.
- Customer, patient, or client goodwill associated with:
- An ongoing business or professional practice, by way of trade name, trademark, service mark, or “trade dress”;
- A specific geographic location; or
- A specific marketing or trade area.
5. Extraordinary or specialized training.
Reasonably Necessary Duration
Under Florida Statute § 542.335(d), Florida courts determine the reasonableness of a non-compete agreement or non-compete restrictive covenant in an employment agreement duration not predicated upon the protection of trade secrets by applying specific rebuttable presumptions. These statutory guidelines help define enforceable timeframes based on the specific nature of the professional relationship and the interests being protected.
- For former employees, agents, or independent contractors who are not associated with business sales, courts presume that any restraint lasting six (6) months or less in duration is reasonable and any restraint more than two (2) years in duration is presumed to be unreasonable.
- For former distributors, dealers, franchisees, or licensees who are not associated with business sales, courts presume that any restraint that is one (1) year or less is reasonable and any restraint that is more than three (3) years is presumed to be unreasonable.
- For non-competes against sellers of business assets or equity interests, courts presume that any restraint that is three (3) years or less as reasonable and any restraint that is more than seven (7) years is presumed to be unreasonable.
- Under Florida Statute § 542.335(e), when the non-compete is predicated upon protection of trade secrets, courts presume any restraint of five (5) years or less as reasonable and any restraint of more than ten (10) years is presumed to be unreasonable.
The CHOICE Act
The Florida Contracts Honoring Opportunity, Investment, Confidentiality, and Economic Growth Act (“CHOICE Act”) was enacted in July 2025 to supplement the existing Florida laws. It establishes a presumption of enforceability for non-compete agreements and non-compete restrictive covenants in employment agreements if either (1) the covered employee’s “primary place of work” is in Florida or (2) an employer whose principal place of business in Florida and where the agreement is governed by Florida law.
}The CHOICE Act applies when an employee or independent contractor earns, or is reasonably expected to earn, a salary greater than twice the annual mean wage of the Florida county where the employer has its principal place of business, or if the employer’s principal place of business is not in Florida, then the Florida county in which the employee resides. The calculation is based on base salary and some benefits but specifically excludes bonuses and commissions.
Notably, the CHOICE Act permits non-compete agreements and non-compete restrictive covenants in an employment agreement to extend for a duration of up to four (4) years, which far exceeds the limits set by any other state statute governing non-competition agreements. The CHOICE Act also allows for a different type of non-compete, referred to as a “garden leave agreement,” whereby the employee receives salary and certain benefits throughout the “notice” or “garden leave” period but is prohibited from competing with the employer. The CHOICE Act also imposes certain procedural requirements for new agreements to be covered.
The CHOICE Act is effective for non-compete agreements or non-compete restrictive covenants in employment agreements signed on or after July 1, 2025, and does not apply to any pre-existing non-compete agreements. Importantly, the CHOICE Act does not repeal, place, or revise Florida’s current law governing non-competes and other restrictive covenants – Florida Statute § 542.335. If a new restrictive covenant agreement does not qualify as a “covered non-compete agreement” or “covered garden leave agreement” under the CHOICE Act, then it will not be afforded the enhanced employer provisions of the CHOICE Act and will instead be governed by the pre-existing Florida law.
Judicial Modification
Under Florida Statute § 542.335(c), Florida courts do not typically void an entire non-compete agreement simply because it is deemed overbroad or unreasonable in scope. Instead, if a Florida court finds a provision to be overly broad, it is statutorily required to modify the agreement to the extent necessary to protect the employer’s legitimate business interest.
Limitation on Judicial Discretion: Hardship vs. Public Policy
Florida law imposes strict constraints on how courts evaluate the impact of a non-compete. Under Florida Statute § 542.335(g), in determining the enforceability of a restrictive covenant, a court will not consider any individualized economic or other hardship that might be caused to the person against whom the enforcement is sought. Notwithstanding the prohibition on hardship balancing, Florida Statute § 542.335(i), allows a Florida court to refuse to enforce a non-compete agreement if it identifies an overriding public policy concern that substantially outweighs the need to protect the legitimate business interest or interests established by the person seeking enforcement of the restraint.
Physician Exception
Under Florida Statute § 542.336, a restrictive covenant entered into with a physician who is licensed under chapter 458 or chapter 459 and who practices a medical specialty in a county wherein one entity employs or contracts with, either directly or through related or affiliated entities, all physicians who practice such speciality in that county is not supported by a legitimate business interest, these are void and unenforceable as they may restrict patient access and increase costs.
Permissible Legal and Equitable Defenses
While personal hardship is excluded, a party challenging a non-compete may rely on other specific legal and equitable defenses under Florida Statute § 542.335(g). A Florida court may consider as a defense the fact that the person seeking enforcement no longer continues in business in the area or line of business that is subject to the action to enforce the restrictive covenant only if such discontinuance of business is not the result of a violation of the restriction. A Florida court will also consider all other pertinent legal and equitable defenses and the effect of enforcement upon the public health, safety, and welfare.
