FORT LAUDERDALE NON-COMPETE AGREEMENTS: FLORIDA LAW REQUIREMENTS FOR INJUNCTIONS

Florida law sets forth the requirements for entry of a non-compete injunction, i.e., a court order barring competition under specified circumstances and duration. Relevant here, section 542.335(1)(j), Florida Statutes, provides that a court shall enforce a valid “restrictive covenant by any appropriate and effective remedy, including but not limited to, temporary and permanent injunctions.” Peter Mavrick is a Fort Lauderdale business litigation attorney, and represents clients in business litigation in Miami, Boca Raton, and Palm Beach. The Mavrick Law Firm represents businesses and their owners in breach of contract litigation and related claims of fraud, non-compete agreement litigation, trade secret litigation, trademark infringement litigation, employment litigation, and other legal disputes in federal and state courts and in arbitration.

To obtain a temporary injunction, a party must establish “(1) a substantial likelihood of success on the merits, (2) the unavailability of an adequate remedy of law, (3) irreparable harm absent entry of an injunction, and (4) that the injunction would serve the public interest.” Florida Department of Health v. Florigrown, LLC, 317 So.3d 1101 (Fla. 2021). Under Florida’s restrictive covenant statute, section 542.335(1)(a), to be enforceable a non-compete covenant must be reasonable as to “time, area, and line of business” and “set forth in a writing signed by the person against whom enforcement is sought. In addition, Florida law requires that a contractual provision restricting competition must involve a legitimate business interest as defined by statute to be enforceable. Section 542.335(1)(b), Florida Statutes, states that “[t]he person seeking enforcement of a restrictive covenant shall plead and prove the existence of one or more legitimate business interests justifying the restrictive covenant.” Florida’s non-compete covenant statute provides a non-exhaustive list of legitimate business interests. The Supreme Court of Florida has explained that “the determination of whether an activity qualifies as a protected legitimate business interest under the statute is inherently a factual inquiry, which is heavily industry and context specific.” White v. Mederi, 226 So.3d 774 (Fla. 2017). A party seeking a temporary injunction “must plead and prove that the contractually specified restrain is reasonably necessary to protect the legitimate business interest or interests justifying the restriction.” § 542.335(1)(c). Once a party establishes a prima facie case that the restriction is reasonably necessary, the statute explains that “the person opposing enforcement has the burden of establishing that the contractually specified restrain is overbroad, overlong, or otherwise not reasonably necessary to protect the established legitimate business interest or interests.” Importantly, Florida’s restrictive covenant statute, at section 542.335(1)(h), requires that courts construe restrictive covenants “in favor of providing reasonable protection to all legitimate business interests established by the person seeking enforcement,” and without application of “any rule of contract construction that requires the court to construe a restrictive covenant narrowly, against the restraint, or against the drafter of the contract.”

To issue an injunction, Florida courts are required to follow Florida Rule of Civil Procedure 1.610(c), setting forth the act or acts restrained by the injunction. In other words, the Judge must specify exactly what is prohibited by the injunction. Concerning the specificity of what conduct is prohibited by an injunction, Florida’s Fifth District Court of Appeal in Clark v. Allied Assocs., Inc., 477 so.2d 656 (Fla. 5^th DCA 1985), explained that, “[o]ne against whom an injunction is directed should not be left in doubt as to what he is required to do.” Rule 1.610(c) provides that an injunction “shall describe in reasonable detail the act or acts restrained without reference to a pleading or another document.” “A temporary injunction requires strict compliance with Florida Rule of Civil Procedure 1.610.” Coscia v. Old Fla. Plantation, Ltd., 828 So.2d 488 (Fla 2d DCA 2002).

Florida appellate courts have reversed trial court orders where they lack reasonable specifics as to exactly what is prohibited. For example, Dickerson v. Senior Home Care, Inc., 181 So.3d 1228 (Fla. 5th DCA 2015), reversed a temporary injunction as facially deficient and remanded for further proceedings where, among other things, “The trial court’s order does not comply with rule 1.610(c) because it simply enjoins Appellants ‘from violating their Non-Compete, Non-Disclosure, Non-Solicitation Agreements’.” Similarly, Angelino v. Santa Barbara Enters., LLC, 2 So.3d 1100 (Fla. 3d CA 2009), determined a temporary injunction is defective under rule 1.610(c) where the plaintiff was enjoined from “competing against [defendant]” and “usurping [defendant’s] business opportunities, customers, and suppliers.”

Peter Mavrick is a Fort Lauderdale business litigation lawyer, and represents clients in Miami, Boca Raton, and Palm Beach. This article does not serve as a substitute for legal advice tailored to a particular situation.