Unclean hands is an equitable defense akin to fraud. Cong. Park Off. Condos II, LLC v. First-Citizens Bank & Tr. Co., 105 So. 3d 602 (Fla. 4th DCA 2013). “It is a self-imposed ordinance that closes the doors of a court of equity to one tainted with inequitableness or bad faith relative to the matter…
Continue reading ›Businesses can face challenges when trying to enforce a non-compete agreement against a former employee or other similar actor because that former employee may be receiving assistance from a third-party who did not sign the non-compete agreement. Enforcing the non-compete against the former employee who is unlawfully competing will not by itself stop the third-party…
Continue reading ›Plaintiffs often seek injunctions against defendants to prohibit the defendants from taking some action adverse to the plaintiff. Litigants seeking an injunction must demonstrate the injunction serves the public interest among other factors. Wayne’s Aggregate & Materials, LLC v. Lopez, 391 So. 3d 633 (Fla. Dist. Ct. App. 2024) (“A party seeking a temporary injunction…
Continue reading ›The outcome of a lawsuit can be determined by the applicable law. Parties to a contract can choose which state’s laws apply to the execution of the contract by using a choice of law provision. Many contracts contain choice of law provisions, but few contracting parties think critically about the ramifications for selecting the application…
Continue reading ›Restrictive covenant non-compete agreements are typically associated with an employer/employee relationship. An employer usually requires its employees to execute restrictive covenant agreements to protect its trade secrets, customers, vendors, and goodwill. However, the employer/employee relationship is not the only context a restrictive covenant can be used. Non-compete agreements and similar restrictive covenant agreements can also…
Continue reading ›Tortious interference is a common business tort. The tort is comprised of four elements. A litigant must prove the existence of a business relationship or contractual relationship under which the plaintiff has legal rights; the defendant’s knowledge of the business relationship or contractual relationship; (3) an act of the defendant amounting to an intentional and…
Continue reading ›Restrictive covenant agreements like non-compete agreements and non-solicitation agreements must be in writing. Fla. Stat. § 542.335 (“A court shall not enforce a restrictive covenant unless it is set forth in a writing signed by the person against whom enforcement is sought.”). This means restrictive covenant agreements containing non-compete provisions or non-solicitation provisions are often…
Continue reading ›Florida’s Contracts Honoring Opportunity, Investment, Confidentiality, and Economic Growth Act, or CHOICE Act for short, went into effect on July 1, 2025. The Choice Act is a significant piece of legislation because it substantially broadens an employer’s ability to restrict employees and independent contractor from competing against the employer. The Act, applies to employees and…
Continue reading ›Florida statute § 542.335 allows one to enforce a contract “that restrict[s] or prohibit[s] competition during or after the term of restrictive covenants, so long as such [a] contract[ is] reasonable in time, area, and line of business.” Fla. Stat. § 542.335. The plain language of the statute suggests restrictive covenants cannot be enforced when…
Continue reading ›You may recall last week we discussed Florida’s Choice Act and the changes it may create to the non-compete landscape in Florida. The Choice Act establishes significantly more stringent non-compete restrictions on employees and independent contractors earning, or are reasonably expected to earn, a salary greater than twice the annual mean wage of the Florida…
Continue reading ›
