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Non-Compete/Non-Disclosure Agreement for California

Generate a non-compete/non-disclosure agreement that complies with California law — with 1 mandatory clauses and 6 compliance checks built in.

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Key legal considerations

CRITICAL: Non-compete agreements are VOID and UNENFORCEABLE in California under Business & Professions Code § 16600. The California Supreme Court in Edwards v. Arthur Andersen LLP (2008) confirmed this is a near-absolute rule. As of January 1, 2024, SB 699 extends this ban to out-of-state non-competes applied to California workers, and AB 1076 requires employers to notify employees that prior non-competes are void. The ONLY exceptions are in connection with: (1) sale of business goodwill (§ 16601), (2) partnership dissolution (§ 16602), or (3) LLC dissolution (§ 16602.5). If the user is requesting a standard non-compete, you MUST warn them that it is unenforceable in California and suggest alternatives such as properly scoped NDAs and trade secret protections under CUTSA.

What's required

Mandatory clauses for a valid non-compete/non-disclosure agreement under California law.

  • Non-Compete Void Notice

    Cal. Bus. & Prof. Code § 16600; SB 699 (2023); AB 1076 (2023)

What's prohibited

Terms and provisions that are void or unenforceable under California law.

  • Non-compete covenant or agreement

    California Business and Professions Code § 16600 renders void any contract restraining a person from engaging in a lawful profession, trade, or business. As of 2024, SB 699 extends this prohibition to out-of-state agreements applied to California workers, and AB 1076 requires employers to notify employees that prior non-competes are void.

    Cal. Bus. & Prof. Code § 16600; Edwards v. Arthur Andersen LLP (2008) 44 Cal.4th 937; SB 699; AB 1076

  • Broad employee non-solicitation clause

    California courts have increasingly invalidated broad employee non-solicitation provisions as de facto non-competes under § 16600. While narrow customer non-solicitation clauses tied to trade secrets may survive, blanket employee non-solicitation is risky.

    Cal. Bus. & Prof. Code § 16600; AMN Healthcare, Inc. v. Aya Healthcare Services, Inc. (2018) 28 Cal.App.5th 923

Legal references

Key statutes and regulations that govern non-compete/non-disclosure agreements in California.

  • California Business & Professions Code § 16600

    Cal. Bus. & Prof. Code § 16600

    Foundational statute voiding contracts that restrain anyone from engaging in a lawful profession, trade, or business.

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  • SB 699 (2023) — Out-of-State Non-Compete Ban

    Cal. Bus. & Prof. Code § 16600.5

    Prohibits employers from enforcing non-competes against California-based employees, regardless of where the agreement was signed.

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  • AB 1076 (2023) — Non-Compete Notice Requirement

    Cal. Bus. & Prof. Code § 16600.1

    Requires employers to notify current and former employees (employed after Jan 1, 2022) that any non-compete clauses in their agreements are void.

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  • Edwards v. Arthur Andersen LLP

    Edwards v. Arthur Andersen LLP (2008) 44 Cal.4th 937

    California Supreme Court confirmed that § 16600 voids non-competes except in narrow statutory exceptions (sale of business, dissolution of partnership, dissolution of LLC).

Compliance checklist

Automated compliance checks for every California non-compete/non-disclosure agreement.

  • Non-compete is void under California law — user is warned

    critical
  • If applicable, does it fall under a statutory exception?

    critical
  • No disguised non-competes in other provisions

    critical
  • Employer has notified employees per AB 1076

    warning

+2 more compliance checks

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Frequently asked questions

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contract.diy is a document preparation service, not a law firm. Generated contracts are templates for informational purposes and do not constitute legal advice. We recommend having any contract reviewed by a qualified attorney before signing.