Two common areas that work in your favor for a non-compete agreement in Ohio are the duration of the contract and the area it covers. If a non-compete obligation in Ohio is longer than two years or if the closed area is too wide, the court will generally find the contract inappropriate. If you`re in a niche industry or market, a non-compete clause in Ohio also restricts your employment opportunities and causes undue hardship. If you enter into a non-compete agreement in Ohio, it is always in your best interest to seek legal advice to ensure that your rights are protected. Dyer, Garofalo, Mann & Schultz has years of experience in representing employees in cases ranging from harassment, discrimination, non-compete obligations and more. Contact us today for a free consultation to see what we can do to help you. The burden of proof of the adequacy of the agreement rests with the employer. Therefore, be practical when assessing the restraint measure to be imposed on an employee. Consider any legitimate interests you may have as an employer – are there confidential information, trade secrets, customer lists or skills and training acquired during employment? Also, be aware of unreasonable harshness for the employee – although in Ohio, the difficulties must be excessively harsh. Not being able to work for a while is usually not enough.
Finally, consider the sophistication and position of the relevant employee or independent contractor. The courts will consider all of these factors. Even if the employee agrees to an excessively broad and aggressive non-compete agreement, he or she may subsequently challenge the validity of the agreement and a court may declare the agreement unenforceable in its entirety. Even if you can prove that the Company has not enforced a prior non-compete agreement in Ohio that it has signed with other employees, you are solely responsible for maintaining your own non-compete obligation. You must follow the points you have agreed to in a non-compete agreement in Ohio as long as they are deemed “reasonable.” In this case, it becomes clear how important it is both to include a fee transfer provision in such agreements and to have the right wording in those agreements. In addition, after a merger, non-compete obligations are transferred by law to a surviving company and can be performed by the surviving company as if it had followed in the footsteps of the original company. Willis Ohio Inc.c. Turney, P.C. No.
11 cv 15804, 2014 Ohio Misc. LEXIS 3935, at *7 (May 9, 2014), citing Acordia of Ohio, L.L.C. v. Fishel, 133 Ohio St.3d 356, 2012-Ohio-4648, 978 N.E.2d 823, ¶ 12. In addition, a non-compete obligation in a franchise agreement is enforceable if it is not prejudicial to the public, i.e. the clause does not restrict public access to businesses similar to franchises. ITS Fin., LLC v. Montgomery #25416, 25492, 2014-Ohio-2205, ¶ 27. If you sign a non-compete agreement, a company that enforces the non-compete clause in Ohio is not unknown. There are cases where the court may find that you used information from a company to gain an unfair competitive advantage over its competitors.
Overall, a non-compete clause really has little benefit to you or your customers. However, not all restrictions are enforceable. The restrictive provisions of the non-compete obligation must be proportionate and the courts will apply the non-compete obligations only to the extent necessary to protect the employer`s “legitimate business interests”. If this requires the court to reduce or modify or remove the terms of the non-compete agreement, it will do so. The first district after that rejected other factors in Castillo-Sang`s favor, including the fact that he would either have to live away from his family or move his family to work outside the restricted area, and that it could be harmful to the public to prevent him from performing mitral valve surgery, as he is one of the few surgeons in the country who can perform this procedure. The court also noted that the lower court had not reformed the agreement, “presumably finding that no restrictions were appropriate.” If Cardiovascular Associates had tightened the agreement and prevented Castillo-Sang from performing mitral valve surgery in a more limited area, the non-compete obligation could have been enforceable, based on the argument that patients are referred to Cardiovascular Associates specifically for the availability of mitral valve surgery, a legitimate and possibly marketed interest of Cardiovascular Associates. Patients travel long enough to undergo this surgery, due to the fact that few doctors perform mitral valve surgery. Thus, limiting the scope of the non-compete obligation could have avoided unreasonable harm to Castillo-Sang, even if the duration of the restrictive agreement was reasonable, since it gave the employer sufficient time to replace him. Most non-compete obligations prohibit a former employee of an organization from working with a direct competitor or with clients of the former employer for a certain period of time. Ohio courts use the suitability test to determine whether the limited period is appropriate and appropriate based on the specific facts of each case. In 1975, the Ohio Supreme Court established several factors for considering the suitability of a non-compete obligation, which remain the guiding factors to this day.
Raimonde, 42 Ohio St.2d to 25. Factors include the duration and geographic scope of the restrictive agreement, whether the employee is the sole contact with the client, whether the skills intended to be restricted by the agreement were developed during employment, whether an employee came into possession of confidential information or trade secrets during employment, and whether the agreement is intended to: protect against unfair competition as opposed to ordinary competition. Id. No factor is decisive. Determining whether a non-compete obligation is appropriate is a very factual undertaking. Ohio employees should also understand that an employer can generally require employees to sign non-compete agreements to keep their jobs. Ohio courts have ruled that an employer has nothing to offer its employees in exchange for signing a non-compete agreement, except for maintaining employment at will, which does not apply for a guaranteed period of time. Each non-compete obligation is different, and a thorough review of the specific facts is necessary to determine your obligations under the agreement and determine whether it would be enforceable in court.
If your employment is subject to a non-compete obligation and you have specific questions or concerns, or if you would like a thorough review of your non-compete obligation by one of our employment lawyers, please contact an experienced labour lawyer and Mansell Law. It is therefore important that undertakings wishing to enter into and enforce non-compete obligations understand that, while they are an effective instrument for mitigating harm and deterring unfair competition, they must be proportionate and supported by evidence, both to obtain an injunction and to amend such a remedy where circumstances permit. An employer is not obliged to do anything in exchange for signing a non-competition clause. All you have to do is provide a job without a fixed warranty. .