We then assess the prohibited activities, named competitors, covered customers, geographic reach, and restriction period. We check when the period begins, whether it can be extended during an alleged violation, and whether separate notice or garden-leave provisions delay your start elsewhere.

We assess consideration: what supported your agreement to the restriction. Continued at-will employment can support a restrictive covenant; the timing and actual exchange still matter. In Addison Hospitality, the court questioned enforcement where an employee was fired only days after signing. New York does not impose a general two-year continued-employment requirement.

We compare the proposed job with the agreement clause by clause. Relevant facts include the new employer’s products, the customers you would serve, your territory, and whether your duties overlap with the business your former employer seeks to protect.

The practical objective is to identify a workable path to the new role. Options to evaluate include excluding specific accounts, limiting responsibilities for a defined period, delaying a particular assignment, or obtaining written consent for the proposed employer and position.

We identify the provisions that interfere with your next move and propose specific changes. A negotiation may address a shorter duration, a defined list of competitors, a limited customer group, permission for a particular role, or compensation during the restricted period.

Any agreement should identify the restrictions being waived and the conduct being permitted. Where multiple contracts contain overlapping covenants, the waiver should address each relevant document and the entities entitled to enforce it.

While a client non-solicitation clause may prohibit initiating contact prospectively, a broader clause may also prohibit accepting or servicing business even when the customer contacts you first. The precise verbs matter; unsolicited business is not automatically exempt.

We assess covered customers, lookback periods, preexisting relationships, and the difference between solicitation and acceptance of business. For employee restrictions, we examine which colleagues are covered and whether the clause reaches general job advertisements, unsolicited applications, or people who already left the company.

A provision conditioning post-employment benefits on avoiding competition can operate differently from a covenant seeking to prohibit work. Under New York’s employee choice doctrine, a qualifying forfeiture provision can be enforced without ordinary reasonableness review when an employee voluntarily leaves an employer willing to continue employing them.

We review the award documents, vesting schedule, departure classification, and claimed forfeiture trigger together. The financial question is what joining the new employer could cost in addition to any threatened injunction.

Defeating a non-compete does not resolve every claim. An employer may separately allege misuse of confidential information, trade secret misappropriation, or unfair competition. Our review includes how employer information was handled before and after departure. Preserve relevant communications and records, and arrange the return of employer property without deleting evidence or circulating confidential materials to the new employer.