Non-compete clauses are found in most business contracts, and while they can benefit employers looking to protect their assets, they can also be vague and sometimes difficult to understand. As a New York business owner it’s essential to be aware of the limitations of non-compete clauses before entering into any agreement.

A non-compete clause is a provision that typically limits an employer’s ability or right to compete with the employee by requiring that they not work for a competing company or start their own business, for a specific period after the termination of the employment. This clause seeks to prohibit the employee from working in the same field or with a similar skill-set of the company they are leaving.

In this article, we will provide an introduction to non-compete clauses in New York, including the limitations and enforcement of such clauses, and outline some frequently asked questions (FAQs).

Introducing Non-Compete Clauses

A non-compete clause or agreement is an instrument that restricts employers from competing with their former employees. This type of agreement is generally used to protect the employer from potential economic losses and prevent the employee from working for a competitor.

Non-compete clauses are unenforceable in New York if they are unreasonable or not based on a legitimate business interest of the employer. For example, if an employer is in the business of selling pharmaceuticals, then a non-compete clause that limits the employee from engaging in the same activity for a year may be reasonable.

However, if the employer sells food items and the non-compete clause restricts the employee from working the same or similar activities for a three-year period, it may be considered an unreasonable restriction. Generally, any restriction that can be proven to be overly broad, unnecessary, or not related to a valid business interest can be found to be unenforceable.

FAQs About Non-Competition Clauses

Q: What are the main limits of non-compete clauses in New York?

A: Generally, the main limits of non-compete agreements in New York are related to the length of time, geographic scope, and the scope of activities that the agreement prohibits. They must be reasonable and based on a legitimate business interest.

In addition, there are certain activities in New York that do not fall under the protection of a non-compete agreement, such as engaging in activities related to protected rights such as religious or political belief or union activities.

Q: Who has the authority to enforce non-compete clauses in New York?

A: In New York, the courts have the ultimate authority to determine the legality and enforceability of a non-compete clause.

Q: What types of activities and interests are not protected under a non-compete agreement?

A: Certain activities and interests, such as the exercise of religious or political beliefs, cannot be restrained under a non-compete clause. Additionally, civil rights activities related to protected classes such as race, color, religion, gender, age, national origin, or disability are not subject to the terms of a non-compete agreement.

Q: Are severance agreements and non-compete agreements the same?

A: No, severance agreements and non-compete agreements are two distinct legal instruments. Generally, severance agreements provide specific financial compensation to employees in exchange for waiving their right to sue their employer. Non-compete agreements, on the other hand, limit the employee’s ability to engage in certain activities after their separation from the company.

Q: Are non-compete agreements enforceable in New York?

A: Yes, non-compete agreements are generally enforceable in New York as long as they meet certain reasonable criteria, such as being limited by the length of time and geographic scope. They must also be related to a valid business interest or activity of the employer.

Q: How do employers enforce non-compete agreements in New York?

A: Employers may bring an action in court to enforce a non-compete agreement against an employee who breaches its terms. If the court finds that the employee has violated the terms of the agreement, it may grant an injunction or award monetary damages to the employer.


Non-compete clauses are commonly used in business contracts and can serve to protect employers against potential economic losses caused by their former employees. In New York, non-compete clauses must be reasonable and based on a legitimate business interest. It is important for New York business owners to understand and comply with the limitations of non-compete clauses before signing or entering into any agreement that includes this type of clause.


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