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Massachusetts Laws About Noncompetition or Non-compete Agreements

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 Massachusetts Laws

The following laws prohibit noncompetition agreements for certain professions:

Selected Case Law

Boulanger v. Dunkin' Donuts, Inc., 442 Mass. 635 (2004) Under the circumstances, "covenants not to compete signed by the plaintiff as part of his franchise agreements with the defendant were enforceable."

Marine Contractors Co., Inc. v. Hurley, 365 Mass. 280 (1974) "Agreement not to compete with Marine was reasonable in time and space."

All Stainless, Inc. v. Colby, 364 Mass. 773 (1974) "A covenant not to compete contained in a contract for personal services will be enforced if it is reasonable, based on all the circumstances."

Richmond Brothers, Inc. v. Westinghouse Broadcasting Co., Inc., 357 Mass. 106 (1970) An employer is not entitled to protection against ordinary competition.

Novelty Bias Binding Co. v. Shevrin, 342 Mass. 714 (1961) "It has been long settled in this Commonwealth that a covenant inserted in a contract for personal service restricting trade or competition or freedom of employment is not invalid and may be enforced in equity provided it is necessary for the protection of the employer, is reasonably limited in time and space, and is consonant with the public interest. What is reasonable depends on the facts in each case."

New England Tree Expert Co., Inc. v. Russell, 306 Mass. 504 (1940) " It is settled in this Commonwealth that such contracts are divisible and will not be enforced as to any parts of the covenant that are not reasonably necessary for the protection of the good will of the employer's business.""What is reasonable depends upon the facts in each case"

Other Web Sources

Toomey Legal, Boston employment law firm with lawyers focusing on Massachusetts non-compete agreement, non-solicit agreement, non-disclosure agreement and trade secret disputes.

An Act to Prohibit Restrictive Employment Covenants, Caroline Huang in consultation with Rep. Will Brownsberger. Provides information on a proposed bill prohibiting noncompetes, and links to absolutely everything there is to find on the topic in Massachusetts. Great resource!

Critics blast bill banning non-compete agreements, by David E. Frank. Massachusetts Lawyers Weekly, January 26, 2009.

Economy likely to force changes to noncompete pacts, by Mary Pratt. Boston Business Journal, March 6, 2009.

Employee Noncompetition Agreements: Recent Developments and Trends, by Laurence H. Reese III, Massachusetts Law Review, 2003.

An Explanation on Covenants Not to Compete in Massachusetts, Mass. Secretary of the Commonwealth, Citizen Information Service.

Fair Competition Law, Beck Reed Riden LLP. The focus here is broader than just noncompetition, and includes trade secrets, privacy and security, intellectual property and unfair competition. It is also not specific to Massachusetts, but provides substantive resources on the topic, including 50-state surveys.

Break My Noncompete Blog, A blog with links and articles relating to noncompete agreements and focusing on ways to escape or break non-competition restrictions.

Massachusetts Noncompete Law Blog, Foley Hoag. "[F]ocuses on developments in Massachusetts in the areas of covenants not to compete, non-solicitation and non-disclosure agreements, trade secrets and the many related issues that arise when employees move between employers."

Non-Compete Agreements: A Proposal for Fairness and Predictability, Kevin G. Powers and Linda Evans. "This article criticizes non-compete agreements as overly-restrictive and their enforcement as unpredictable. The authors argue that non-competes should be presumptively invalid, thereby compelling judicial refinement of protectable information and synchronizing the law with economic developments."

Non-Compete Clause: Massachusetts, Wikipedia. This is wikipedia, so use with great caution and be sure to validate what you read by going directly to the cited references. Despite the disclaimer, we've included this because it provides a clear summary of Mass. law with extensive references to case law.

Non-compete clauses may be making us non-competitive, by Scott Kirsner, The Boston Globe, January 19, 2009.

Print Sources

Effective advocacy: severance and noncompete agreements: a practical demonstration of techniques that work, MCLE, 2004. Also available on Audio CD-ROM.

Making and breaking noncompete agreements, Mass. Bar Institute, 2006.

Negotiating, drafting, and enforcing noncompetition agreements and related restrictive covenants, MCLE, 2009.