Business Litigation | Intellectual Property

Noncompete Agreement, Trade Secret and Unfair Competition Litigation

Renner Law has successfully represented and counseled Rhode Island and Massachusetts employees and businesses in connection with all types of unfair competition issues, including those involving non-compete, non-solicitation, and non-disclosure agreements, and trade secrets, and employee loyalty. To determine whether non-competition agreements will be enforced, employers and employees must understand how courts view such agreements. When asked to enforce restrictive covenants, courts often seek to strike a balance between protecting employers' legitimate interests and ensuring that the agreements do not present unnecessary obstacles to individuals searching for work.

What is a Non-Compete Agreement?

A non-compete agreement is a written legal contract between an employer and employee. A typical non-compete agreement provides that the employee agrees not to work for competitors, solicit business from current clients, or otherwise compete with an employer for some period of time upon employment termination.

In Rhode Island, non-compete agreements are enforceable only if they: (1) are ancillary to an otherwise valid transaction or business relationship; (2) are supported by consideration (something of value); (3) protect a legitimate business interest; and (4) are both temporally and geographically reasonable. Similarly, in Massachusetts, a covenant not to compete is enforceable only if it is: (1) necessary to protect a legitimate business interest; (2)reasonably limited in time and space; and (3) consonant with the public interest.

Although Rhode Island and Massachusetts courts recognize that employers should be able to protect their trade secrets and other business information from former employers who continue in the same line of business, it is not always clear which post-employment activities can be restricted before a covenant not to compete becomes overly broad and therefore unenforceable. Case law over the years has provided some guidelines, but there is no "one size fits all" answer as each case will turn on its particular set of facts.

Drafting Non-Compete Agreements

The key for employers in preventing unfair competition by a departing employee is to have a comprehensive and effective non-compete agreement for executive-level, sales and other employees with access to customers and/or confidential information. Depending on a client’s particular needs and goals, these agreements will often have provisions addressing all or some combination of the following: non-competition; non-solicitation of customers; confidentiality/non-disclosure; return of employer property; trade secrets protection; non-recruitment of employees; and ownership of intellectual property. The law governing these types of agreements is state-specific, so it is critical that employers have their non-compete agreements drafted by an attorney knowledgeable of the applicable law of the state where an agreement will need to be enforced.

Counseling on Non-Compete and Trade Secrets Issues

In addition to drafting non-compete agreements, Renner Law counsels clients on other ways to effectively protect valuable customer relationships and business information. Renner Law works with clients to understand the nuances of the business in order to help the client develop policies and procedures for better protecting its trade secrets and other confidential information.

Litigation and Alternative Dispute Resolution

Often, litigation simply cannot be avoided in a non-compete or trade secret dispute. In that event, Renner Law is prepared to move fast to determine the relevant facts, secure an injunction to protect the client’s customer relationships and confidential information, and move for a judgment and damages if necessary. Similarly, Renner Law is equally capable of defending against non-compete and trade secrets claims when the need arises, whether in litigation, mediation, arbitration or other alternative dispute resolution proceedings. Non-compete and trade secret disputes involve claims such as:

  • Breach of contract
  • Breach of fiduciary duty
  • Misappropriation
  • Conversion
  • Unjust enrichment
  • Unfair competition
  • Violation of the Computer Fraud and Abuse Act

Renner Law prides itself on resolving each dispute in the most cost-effective manner to ensure that the client achieves the best possible outcome for a reasonable fee. Renner Law serves trade secret, non-compete and unfair competition clients throughout Rhode Island and Massachusetts from its Providence, Rhode Island offices. Call (401) 404-5251 or contact Renner Law online today.