A threat letter about a non-compete, non-solicitation clause, confidentiality agreement, or another post-employment restriction can feel personal fast. It can affect a new job, an offer in progress, client relationships, income, and even where someone feels comfortable working next. The good news is that an employer threat is not the same thing as a court order, and restrictive covenant disputes often turn on specific facts: the wording of the agreement, the state law involved, the employee’s role, the employer’s actual business interests, and what happened at separation.
In this post you’ll learn how these threats often unfold, what to look for in the agreement and the demand letter, which mistakes can make the situation harder, and how an attorney may help assess leverage before the dispute escalates. If you want broader background first, it may help to start with a plain-English overview of how these clauses work and why they can affect career moves.
<aside> 💡 Scroll to the bottom for every post in this series.
</aside>
Restrictive covenants come in several forms. A non-compete may limit work for a competitor for a period of time and in a defined geography. A non-solicitation clause may restrict outreach to customers, clients, or co-workers. A confidentiality or trade secret clause may focus on information rather than employment itself. In some workplaces, repayment provisions, training-cost agreements, or broad policy language can function like mobility restrictions too. The National Labor Relations Board has indicated that some provisions restricting worker mobility, including some non-competes and non-solicits, may interfere with protected employee rights depending on the facts and the workers involved (NLRB guidance).
These clauses are common. The FTC has estimated that roughly 30 million workers, or nearly one in five Americans, are subject to non-competes, although the legal landscape varies significantly by state and industry (FTC). Other research frequently cited in the policy debate has also found broad use of non-competes across income levels and occupations (American Bar Association discussion of survey evidence; U.S. Treasury report).
That matters because even a weak threat can disrupt a job transition. A former employer may send a cease-and-desist letter to the worker, the new employer, or both. Some employers ask the new company to rescind the offer, change the worker’s role, or wall the worker off from certain accounts. In more aggressive cases, the employer seeks a temporary restraining order or preliminary injunction.
The first response often sets the tone. Many people react by sending a fast email, making a phone call to “clear things up,” deleting files, or forwarding documents to themselves to “save proof.” Those moves can create avoidable problems.
In general terms, the better first step is to pause and gather information:
This is the stage where details matter. In Oregon, for example, state guidance says a valid noncompetition agreement generally requires advance written notice before employment starts or a bona fide advancement, along with other statutory conditions and compensation thresholds (Oregon BOLI). In Washington, enforceability depends in part on statutory earnings thresholds that are adjusted over time (Washington L&I). In California, non-compete agreements are generally void under state law, and the Attorney General has repeatedly reminded employers that California workers cannot lawfully be bound by those restraints in most ordinary employment settings (California Attorney General).
A lawyer evaluating a threat often wants the entire paper trail before offering a view on exposure.