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What Are Non-Compete and Non-Solicitation Agreements Under New Jersey Law?

A non-compete agreement prohibits an employee from engaging in competing business activities after leaving a job. A non-solicitation agreement restricts an employee from soliciting their former employer's clients, customers or employees. Both are restrictive covenants, meaning agreements that limit where and for whom you can work.

These agreements are designed to protect an employer's trade secrets, confidential information, and client relationships. But they are often presented as standard paperwork without negotiation and can impose a significant burden on an employee's ability to earn a living, particularly for workers with little leverage.

New Jersey courts evaluate non-compete agreements on a case-by-case basis, weighing the employer's legitimate interest in protecting trade secrets or client relationships against the burden the restriction places on the employee. Courts can also blue-pencil an overbroad agreement, modifying its scope, geography, or duration rather than voiding it entirely, which means an unreasonable agreement may be narrowed rather than thrown out.

New Jersey common law on restrictive covenants

New Jersey evaluates each restrictive covenant individually. The state's public policy disfavors restraints on free trade and employment, and a non-compete will be enforced only if a court determines it is reasonable under all the circumstances.

Before You Sign — What You Need to Know

Non-compete and non-solicitation agreements can restrict your career for years after you leave a job. What you agree to now can be difficult to undo later.

Once you sign, your options narrow significantly. A case evaluation before you sign costs nothing and could change your position entirely.

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Check whether the restriction is reasonable

An agreement that covers your entire field, a broad geographic area, or an unusually long duration may be negotiable or unenforceable. Before you sign, have an attorney evaluate whether the scope is reasonable given your role and the employer's actual business interests.

Look for compensation in exchange for the restriction

New Jersey courts are more likely to find a non-compete enforceable if the employee received meaningful consideration beyond just continued employment in exchange for signing. If you're being asked to give up significant career flexibility, it's worth asking what you're getting in return.

Know that terms are often negotiable

Employers often present these agreements as standard and non-negotiable. Many are not. Geographic scope, duration, the range of restricted activities, and carve-outs for specific clients or industries can all be negotiated, particularly as part of an offer package.

Signs You May Need an Attorney for Your Non-Compete or Non-Solicitation Agreement

Scenario 01

You've been asked to sign a non-compete before starting a new job and aren't sure what you're agreeing to

Scenario 02

Your non-compete restricts you from working in your entire field or industry, not just for direct competitors

Scenario 03

Your former employer is threatening to enforce a non-compete against you after a layoff or termination

Scenario 04

You were asked to sign a non-compete mid-employment, without any additional compensation or benefit

Scenario 05

Your non-solicitation agreement would prevent you from working with clients who sought you out independently

Scenario 06

You want to start a competing business and aren't sure whether your agreement allows it

If any of these sound familiar, you may have a legal claim, even if you're not certain it qualifies. That is exactly what a case evaluation is for.
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What You Need to Show to Challenge a Non-Compete or Non-Solicitation Agreement

To challenge the enforceability of a restrictive covenant, you generally need to establish the following, but you don't need to have this all figured out before you call:

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The agreement lacks a legitimate business justification

The restriction does not protect a real employer interest. It is not about trade secrets, confidential information, or meaningful client relationships, but rather is designed simply to limit your ability to compete.

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The restriction is unreasonable in scope, geography, or duration

The agreement goes further than necessary to protect any legitimate interest the employer has, either in the type of work it restricts, the geographic area it covers, or how long it lasts.

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The agreement causes undue hardship

The restriction imposes a disproportionate burden on your ability to earn a living, particularly where you are a lower-wage employee with limited leverage and little to gain from signing.

How Non-Compete and Non-Solicitation Cases Work in New Jersey

Whether you are deciding whether to sign an agreement or challenging one being used against you, the process starts the same way.

1
Case Evaluation

An attorney reviews the specific language of your agreement, your employment situation, and your options. If you haven't signed yet, this is the time to call, before you sign, not after.

No commitment required
2
Review and Assessment

The firm evaluates the agreement against New Jersey's enforceability standard: the employer's claimed interest, the scope of the restriction, and the burden on you. For agreements already being enforced, the firm investigates the circumstances of your departure and the employer's actual business interests.

3
Negotiation

Many non-compete disputes are resolved through negotiation: narrowing the scope of the restriction, obtaining a carve-out for specific clients or industries, or reaching a settlement. An attorney can often secure better terms before or after signing.

4
Litigation if Needed

If a matter cannot be resolved through negotiation, Mark | Kleinfeldt is prepared to litigate. As Certified Civil Trial Attorneys, the firm negotiates from a position of strength.

5
Resolution

Outcomes vary depending on the type of matter: a renegotiated agreement, a court ruling on enforceability, an injunction, or damages for breach.

Results We've Secured in Employment Contract Cases

The firm has recovered significant results for New Jersey employees in disputes over executive contracts and employment agreements.

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$3.2M

Executive Contracts

A New Jersey executive in a dispute over the terms of an employment contract.

$482.2K

Executive Contract Buy-Out

A New Jersey executive in a contract buy-out matter

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Related Claims to Consider

Non-compete and non-solicitation disputes often overlap with other employment claims. If any of the following also describe your situation, you may have more than one claim worth pursuing.

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Termination and Severance Agreements

Non-competes are frequently included in severance agreements. If you were asked to sign both at the end of your employment, an attorney should review both documents together before you sign either.

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Wrongful Termination

Some courts have found that an employer who terminates an employee and then seeks to enforce a non-compete may face challenges to the agreement's enforceability, particularly where the termination was without cause.

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Frequently Asked Questions

More FAQs

An employer cannot physically force you to sign, but in New Jersey it is legal to require signing as a condition of employment. That said, non-competes are often negotiable, particularly as part of an offer package. An attorney can help you evaluate the terms and negotiate before you sign.

It depends on the specific agreement and circumstances. New Jersey evaluates non-competes on a case-by-case basis. An agreement that is overly broad in scope, geography, or duration, or that does not protect a legitimate business interest, may be unenforceable or subject to being narrowed by a court through blue penciling. An attorney can evaluate whether your specific agreement is likely to hold up.

Blue penciling is the practice of a court modifying an overbroad non-compete rather than voiding it entirely. A court could, for example, find that a restriction is appropriate in scope but too long in duration and rewrite its terms to apply for a shorter period. This means that even if your non-compete is unreasonable, it may not simply be thrown out. It may be narrowed instead.

Potentially, but a termination without cause may affect the enforceability analysis. Courts consider the circumstances of the departure, and some have found it inequitable to enforce a non-compete against an employee who was terminated rather than resigning. An attorney can evaluate whether the circumstances of your departure affect the agreement's enforceability.

Before You Sign — Or Before You Walk Away From an Opportunity — Talk to an Attorney.

Whether you're evaluating an agreement before signing or dealing with a former employer trying to enforce one against you, a case evaluation can tell you where you stand and what your options are.