Non-Compete Agreements

Non-Compete Agreement Lawyer in Beverly, MA

Litigation-Ready Counsel for Employers & Employees Throughout Massachusetts

Non-compete disputes move fast. Whether you’re an employer watching a former employee walk out the door toward a direct competitor or an individual holding a cease-and-desist letter, the window to act is narrow. Gelb & Gelb LLP has handled restrictive covenant and non-compete agreement matters as part of its business litigation practice since 1987, representing both sides in state and federal court from our Beverly office.

Massachusetts non-compete law changed significantly in 2018 with the Massachusetts Noncompetition Agreement Act (M.G.L. c. 149, §24L), and courts apply close scrutiny to these agreements. We understand what makes a restriction enforceable and what creates grounds to challenge it.

If you’re facing a non-compete dispute in Massachusetts, contact Gelb & Gelb LLP at (877) 867-0034 to discuss your situation with a business litigation attorney who has tried cases involving these issues on both sides of the courtroom.

What We Handle in Non-Compete & Restrictive Covenant Matters

Our representation covers the full range of restrictive covenant and non-compete agreement disputes. We work with employers enforcing agreements and with individuals or businesses defending against enforcement actions, and we bring the perspective of both sides to every engagement.

Specific matters we handle include:

Agreement review and pre-signing counsel: Evaluating terms before an employer or employee signs, identifying unenforceable provisions or negotiation leverage
Cease-and-desist response: Advising on rights and options when a former employer sends a demand letter
Enforcement litigation: Seeking injunctive relief in Massachusetts Superior Court or federal court on behalf of employers
Defense against enforcement: Challenging the validity, scope, or procedural defects of an agreement on behalf of individuals or competing businesses
Corporate raiding and lift-out disputes: Representing employers when a competitor systematically recruits their employees, risking dissemination of trade secrets and proprietary institutional knowledge
Non-solicitation and confidentiality agreements: Addressing related restrictive covenants that protect client relationships, employee stability, and confidential business information
Business sale non-competes: Advising on restrictions agreed to in connection with a business acquisition or sale
American Arbitration Association proceedings: Representing clients when the agreement calls for arbitration rather than court litigation

Trade secret and unfair competition claims often accompany non-compete disputes. Our background in complex commercial litigation means we can address those related claims in the same matter rather than treating them as separate problems.

Why Clients in Beverly & Across Massachusetts Choose Gelb & Gelb LLP

Our attorneys have tried more than 150 cases combined and counseled clients across thousands of matters. That trial record matters in non-compete disputes, where the credible threat of litigation often affects whether a negotiated resolution is possible and on what terms. We’re not an advisory-only practice: we litigate, including in emergency injunction proceedings where the timeline can be measured in days.

The firm’s boutique structure means each client receives focused attention, not a hand-off to junior associates. We also bring proficiency in electronic discovery and established relationships with expert witnesses and litigation support professionals, which is critical in business disputes where evidence often lives in email archives, shared drives, and messaging platforms.

Our attorneys are recognized by Massachusetts Super Lawyers, New England Super Lawyers, and the Top 100 Lawyers in Massachusetts list. Additional recognitions include:

The Best Lawyers in America
Avvo Rating of 10.0 Superb
AV Rated by Martindale-Hubbell
America’s Top 100 Bet-The-Company Litigators
Fellow of the Litigation Counsel of America

Talk to a Non-Compete Attorney in Beverly Today

Non-compete matters can escalate to court proceedings within days of a dispute surfacing. Early counsel can give you a clearer picture of your position and more options for addressing it. Contact us at (877) 867-0034 or through our online contact form to arrange a consultation.

Massachusetts Non-Compete Law: Key Requirements Under the MNAA

The Massachusetts Noncompetition Agreement Act (M.G.L. c. 149, §24L), which took effect October 1, 2018, governs non-compete agreements entered into on or after that date. Agreements predating the MNAA are evaluated under prior common law reasonableness standards, which courts applied on a case-by-case basis without the statutory checklist the MNAA now provides.

Procedural Requirements

To be valid under the MNAA, a post-employment non-compete must be in writing and signed by both parties. It must expressly state the employee’s right to consult an attorney before signing. For new hires, the agreement must be provided by the earlier of a formal offer of employment or at least 10 business days before employment begins. Non-competes added during an existing employment relationship require fair and reasonable consideration beyond continued employment alone.

Duration, Geography & Garden Leave Pay

The restricted period cannot exceed 12 months. It may extend to 24 months only if the employee breached a fiduciary duty or misappropriated employer property. Geographic scope is generally limited to areas where the employee provided services or had material presence during the prior two years.

Employers must also provide garden leave pay during the restricted period. Garden leave pay is compensation paid to the departing employee in exchange for honoring the restriction: the MNAA requires at least 50% of the employee’s highest annualized base salary over the prior two years, or other mutually agreed-upon consideration. Without that payment obligation, the restriction may not be enforceable under the Act.

Who Cannot Be Bound by a Non-Compete

The MNAA doesn’t apply to employees who are non-exempt under federal overtime law (hourly or overtime-eligible workers), employees age 18 or younger, or employees laid off or terminated without cause. Massachusetts law also categorically prohibits non-compete agreements for physicians, nurses, psychologists, social workers, broadcasters, and lawyers, regardless of what a written agreement says.

Business Sale Non-Competes

Restrictions agreed to as part of a business sale or acquisition are treated differently. Because the seller is receiving value for the business rather than restricting their right to earn a living as an employee, courts apply less scrutiny to these provisions than to employment non-competes.

Federal Developments

The FTC issued a proposed rule in 2024 that would have banned most non-competes nationwide. A federal court blocked the rule before it took effect, and the FTC dismissed its appeal in September 2025. Massachusetts state law under the MNAA remains the controlling framework here, with federal enforcement limited to case-by-case action.

Non-Solicitation & Confidentiality Agreements Under Massachusetts Law

Non-compete clauses are one category of restrictive covenant. Two others appear frequently in the same employment agreements and disputes.

Non-Solicitation Agreements
A non-solicitation agreement restricts a former employee from soliciting the employer’s clients, prospects, or co-workers. Unlike non-competes, these agreements aren’t capped at 12 months under the MNAA, but they must still be reasonable in scope and protect a legitimate business interest. A 2025 Massachusetts appellate decision (Miele v. Foundation Medicine) clarified that non-solicitation clauses tied to forfeiture provisions in termination agreements aren’t governed by the MNAA and may be evaluated under traditional contract principles, which creates a distinct analytical path from employment non-competes.

Confidentiality & Non-Disclosure Agreements
A confidentiality or non-disclosure agreement protects trade secrets and proprietary information independently of any restriction on where the employee works next. An employee may be free to join a direct competitor and still remain bound by confidentiality obligations. Trade secret misappropriation claims frequently accompany non-compete and non-solicitation disputes and require separate analysis: whether the information qualifies as a trade secret and whether the departing employee took or used it improperly.

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Representing Both Sides of a Non-Compete Dispute in Massachusetts

Most non-compete disputes involve the same core facts viewed from opposite positions. An employer sees a former employee transferring hard-won client relationships and institutional knowledge to a competitor. That same employee sees a restriction that limits their ability to earn a living in the field they know. Which side has the stronger position depends on the specific agreement, how it was presented, and whether the employer can identify a legitimate protectable interest behind the restriction.

Gelb & Gelb LLP represents both employers seeking enforcement and individuals or businesses defending against it. That dual-sided experience shapes how we approach each matter: we know the arguments the other side may make because we’ve made them.

When Employers Seek Counsel

Employers typically come to us when a departing employee joins a competitor, begins soliciting their clients or colleagues, or takes confidential business information on the way out. The first question is whether the existing agreement is enforceable under the MNAA’s requirements. If it is, the next questions are what remedies are available, how quickly they can be pursued, and whether emergency court relief is warranted. We also handle corporate raiding situations where a competitor has systematically recruited multiple employees, triggering both non-compete and trade secret exposure simultaneously.

When Employees & Executives Seek Counsel

Individuals come to us at three distinct moments: before signing a non-compete presented as a condition of employment, before accepting a new position that may trigger an existing restriction, or after receiving a cease-and-desist letter demanding they stop working for a new employer. Courts evaluate whether a non-compete serves a legitimate business interest, such as protecting genuine trade secrets or proprietary client relationships, rather than functioning as a blanket anti-competitive restriction. Understanding where your agreement falls on that spectrum is the foundation of any sound response.

How a Massachusetts Non-Compete Dispute Proceeds

Non-compete litigation is unusual among civil disputes because it almost always begins under extreme time pressure. The employer wants to stop the competing activity now, not after a trial that could be years away. That urgency shapes the entire procedural sequence.

Cease-and-Desist Through Emergency Injunction

When an employer believes a non-compete has been violated, the first step is typically a cease-and-desist letter demanding that the former employee stop the competing activity immediately. This letter isn’t just a formality: it establishes notice, defines the alleged breach, and sets the clock for what comes next. The response window can be extremely short, sometimes 48 to 72 hours before the employer files for emergency court relief.

Under Massachusetts Rule of Civil Procedure 65, an employer can seek a temporary restraining order (a TRO, meaning an emergency court order to stop the competing activity immediately) on an ex parte basis, meaning without the employee present. If granted, the TRO may require the employee to immediately halt the competing activity and remains effective for no more than 10 days. The employer must then seek a preliminary injunction, at which point both sides argue their positions before a judge. A preliminary injunction, if granted, can halt competition for the duration of the litigation while the court evaluates the merits of the underlying claim.

Gelb & Gelb LLP litigates in both Massachusetts Superior Court and federal court and can represent clients in TRO and preliminary injunction proceedings from the moment a dispute surfaces.

Common Defenses to Enforcement

Not every non-compete survives a challenge. Common defenses include:

Procedural defects: The employer failed to provide the agreement by the earlier of a formal offer or 10 business days before the start date, or didn’t include the required attorney-consultation notice
Missing or inadequate garden leave pay: The agreement doesn’t provide at least 50% base salary during the restricted period, and no alternative consideration was agreed upon
Overbreadth: The restriction exceeds 12 months, covers geographic areas where the employee never worked, or bars activity unrelated to the employer’s legitimate interests
Lack of legitimate protectable interest: The employer can’t identify trade secrets, proprietary client relationships, or confidential business strategy actually at risk
Material job change: The employee’s role changed substantially after signing, making the original restriction inapplicable to the work they actually performed
No consideration for mid-employment addition: The agreement was added after hire without fair and reasonable consideration beyond continued employment

Negotiated Resolution

Full litigation isn’t always the outcome. Many non-compete disputes resolve through negotiated modifications: narrowing the geographic scope, shortening the restricted period, carving out specific clients or industries, or structuring a buyout of the restriction. Getting to a workable resolution quickly often depends on whether each side understands the strengths and weaknesses of its own position from the outset.

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