Based on the language you have provided, the agreement both (1) prevents you from working for a competitor within the geographic region and (2) prevents you from soliciting the company's clients
If you are located within two miles of their offices, you are probably within the geographic region. And if you have launched your own business doing the same type of work, you area probably a direct competitor.
So, you may be violating the terms of the agreement. HOWEVER, the agreement is not necessarily enforceable as written. In Florida, a non-compete agreement is only enforceable when it is used to protect a legitimate business interest. Usually, this means confidential information and customer relationships. In a situation like this, if you are not soliciting their customers and their is no confidential information at issue, there may simply be no legitimate business interest. Absent a legitimate business interest, the agreement is unenforceable.
If you do very well and start landing a bunch of clients, your old employer might find out and might start harassing you. You can deal with that if and when it happens. In the meantime, just don't solicit any of their clients.
To read more about Florida non-compete agreements and recent cases, please see www.floridanoncompetelawyers.com.
My response to this question is a response to a hypothetical situation based on limited facts. I am not your attorney; you are not my client and we do not have an attorney-client relationship. If you need a lawyer, you should contact one in your area. If you would like to talk with me about your case, you can call my office.
If your non-compete agreement does not state any time restriction, it may be deemed unenforceable. The Florida statute on non-compete agreements sets out presumptively reasonable and unreasonable time restrictions for different types of restraints. This means that, in the case of a former employee, a restriction of less than 6 months is presumed reasonable by Florida courts and a restriction of more than 2 years is presumed unreasonable. Any restriction longer than 6 months or less than 2 years will be analyzed by the court, taking into account other factors surrounding the agreement. Regarding the reasonableness of the geographic region of a non-compete agreement, most courts would probably find that a radius of two miles from your former employer is a reasonable geographic region and this provision would most likely be enforceable (assuming the agreement has a reasonable time restriction and that you are considered a “direct competitor”).
I agree with my colleague. In addition, the wording of the non-compete is extremely poor. Technically, anyone is in the field is in direct competition. However, based on the clarifications, it appears that you can still practice as a therapist. You should have an employment attorney read the agreement in full to reassure you.
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I agree with my colleagues that the quoted language reflects a very poorly-worded contract. The inherent pitfall here has to do with contract interpretation. Ambiguous contracts are subject to parol evidence meaning that the court will consider extrinsic testimony to determine the intent of the contract. Arguably, the language provided above is ambiguous and this is the type of problem that could lead to litigation with an uncertain outcome.
That is not necessarily a good thing in this case. Fla. Stat. § 542.335(h) specifically says that a court cannot construe the provision against the drafter. As a result, it should not be assumed that the provision would be unenforceable.
At the end of the day, because this is a complicated issue and one that could lead to litigation, I would strongly suggest that the questioner contact an attorney for a formal consultation.
This response is meant for informational purposes and does not establish an attorney-client relationship. The questioner should consult with an attorney as soon as possible to obtain a formal legal opinion.
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