Chapter 34 - CHAPTER 34 NONCOMPETITION, NON-SOLICIT, AND CONFIDENTIALITY AGREEMENTS

• Jurisdiction: Colorado

CHAPTER 34 NONCOMPETITION, NON-SOLICIT, AND CONFIDENTIALITY AGREEMENTS

Hon. J. Eric Elliff

SYNOPSIS

§ 34.1 THE LAW OF RESTRICTIVE EMPLOYMENT AGREEMENTS IN COLORADO

§ 34.1.1—Statutory Exceptions
§ 34.1.2—Law Specific to Non-solicit Agreements
§ 34.1.3—Law Specific to Confidentiality Agreements
§ 34.1.4—Transactional Context
§ 34.1.5—Remedies

§ 34.2 DRAFTING TIPS

§ 34.3 BEST PRACTICES FOR A CONTINUOUSLY ENFORCEABLE AGREEMENT

Agreements restricting competition, solicitation (typically of employees or customers), and the dissemination of information arise most often in the employment context. However, similar restrictions can also accompany commercial agreements where, for example, one company is considering the acquisition of technology from another. The law relating to the restrictions allowed in either context overlaps to a significant degree, though oftentimes greater protections can be placed on agreements relating to transactions. Colorado law places far more stringent limitations on agreements restricting "the right of a person to receive compensation for work performed for any employer." Mgmt. Recruiters of Boulder, Inc. v. Miller, 762 P.2d 763, 765 (Colo. App. 1988) (emphasis in original).

This chapter first will address restrictive covenants in the employment context. These points generally are applicable to transactional agreements. Issues specific to agreements not relating to employment will then be discussed, though as will be seen, the distinction between employment and other commercial agreements may be one...