Pennsylvania Non-Compete Agreement

Pennsylvania courts enforce non-competes under strict common law rules. The covenant must: (1) be ancillary to employment or a business sale, (2) be supported by adequate consideration, (3) be reasonably limited in duration and geography, and (4) not impose undue hardship. Unlike some states, PA courts typically void overbroad covenants rather than modifying them.

Pennsylvania courts most commonly enforce non-competes of 1–2 years. Restrictions up to 2 years are frequently upheld when supported by legitimate business interests. Courts have enforced some 5-year restrictions for senior executives or in connection with business sales, but longer terms face greater scrutiny.

Generally no. Unlike Texas and some other states that 'blue pencil' non-competes, Pennsylvania courts typically refuse to modify an overbroad non-compete — they either enforce it as written or void it entirely. This makes precise drafting essential in Pennsylvania.

Courts look at this carefully. If the employer terminates the employee without cause, some Pennsylvania courts are reluctant to enforce a non-compete that would deprive the employee of their livelihood while the employer chose to end the relationship. This is not a bright-line rule, however.