Protection of Business Interests

• Author: John G. Browning
• Pages: 483-510

32-1

Chapter 32

PROTECTIONOFBUSINESSINTERESTS

By John G. Browning

32:1. COMPARISON OF STATUTORY AND COMMON LAW PROTECTIONS

32:2. STATUTORY PROTECTIONS—COVENANTS NOT TO COMPETE ACT

A. Development of Noncompete Act

B. Elements of Enforceable Noncompetition Agreement

1. Ancillary to Otherwise Enforceable Agreement When Made

2. Legitimate Business Interest

3. Scope of Activity Restrained

4. Geographic Scope

5. Duration

C. Supported by Adequate Consideration

D. Enforcement and Remedies

1. Burden of Proof on Employer

2. Injunctive Relief

3. Parties

4. Damages

5. Reformation

6. Attorneys’ Fees and Costs

7 Venue Considerations

8. The Role of Texas Rule 202

9. Arbitration

10. Discovery and the Use of Social Media Evidence

11. Special Considerations With Physicians’ Agreements

12. Nonsolicitation in the Digital Age

E. Alternatives to Non-Compete Agreements

32:3. COMMON LAW PROTECTION OF TRADE SECRETS AND GOODWILL

A. Confidential Information and Trade Secrets

1. Definitions

TEXAS EMPLOYMENT LAW32-2

2. Protecting Confidential Information and Trade Secrets

3. Remedies for Disclosure

B. Inventions and Creative Works

1. Protecting Inventions and Creative Works

2. Remedies for Unauthorized Use

C. The Duty of Loyalty and Employees’ Preparation for Post-Employment Business