---
jurisdiction: "Virginia"
slug: virginia
countryCode: US
snapshotAsOf: "2026-06-10"
lastReviewed: "2026-06-02"
canonicalUrl: https://openagreements.org/legal/non-compete/virginia
license: CC BY 4.0
stale: false
---

> [!IMPORTANT]
> **Informational only — not legal advice.** This is a snapshot of an OpenAgreements practice note,
> provided for general information. It is not legal advice, does not create an attorney-client
> relationship, and is not a substitute for a licensed attorney in the relevant jurisdiction.
> Laws change; verify against the canonical version before relying on it.
>
> **Canonical:** https://openagreements.org/legal/non-compete/virginia · **Snapshot as of:** 2026-06-10 · License: CC BY 4.0 · © UseJunior

# Non-Competes in Virginia[^about]

Virginia non-compete law combines Va. Code § 40.1-28.7:8, a common-law reasonableness test, no blue-pencil rule, low-wage and FLSA-non-exempt bans, July 1, 2026 changes, and trade-secret alternatives.


## At a glance

| Question | Virginia |
| --- | --- |
| **Are non-competes enforceable?** | Allowed above a pay level |
| **Bottom line** | Virginia bans non-competes outright for statutory low-wage and FLSA non-exempt employees, while higher-paid workers remain subject to a strict common-law reasonableness test with no judicial blue-penciling. |
| **Main law or case** | Va. Code § 40.1-28.7:8; common law (Omniplex World Servs. Corp. v. U.S. Investigations Servs., 270 Va. 246 (2005)) |
| **Main exceptions** | Low-wage/FLSA-non-exempt ban (commission/incentive-earner exclusion); health-care-professional ban and severance-or-disclosed-comp rule eff. July 1, 2026; NDAs/trade-secret preserved |
| **When the ban took effect** | Low-wage ban eff. July 1, 2020 (FLSA-non-exempt July 1, 2025; 2026 threshold under $1,507.01/week); health-care ban July 1, 2026 |
| **Can a court narrow it?** | No |
| **Applies to contractors?** | Yes |
| **Restriction extended during a breach?** | Not resolved — strict construction makes an extension clause an overbreadth risk |
| **Maximum length set by law** | No statutory limit |
| **Must the employer pay to enforce?** | Yes — severance or disclosed pay if fired without cause |

## Are employee non-compete agreements enforceable in Virginia? {#employee-noncompetes}

**Short answer.** Sometimes. Virginia remains a reasonableness state for workers outside the statutory ban, but Va. Code § 40.1-28.7:8 flatly prohibits employers from entering into, enforcing, or threatening to enforce non-competes with covered *low-wage employees* [^statutory-ban-baseline].

The result is a dual track. For covered workers, the statute controls first. For everyone else, the common-law test controls, and the employer must prove a restraint is narrowly drawn, not unduly burdensome on earning a living, and consistent with public policy [^omniplex-basic-test].

The statutory track is broad after the 2025 amendment. The Virginia Department of Workforce Development and Advancement calculates the 2026 wage threshold at less than $1,507.01 per week, and the protected class also includes FLSA non-exempt employees regardless of earnings [^doli-current-threshold].

> [!NOTE]
> **Practice note.**
>
> Do not treat Virginia as either a total-ban state or a simple reasonableness state. The first question is whether § 40.1-28.7:8 bars the covenant for the worker; only then does common-law reasonableness matter [^statutory-ban-baseline][^omniplex-basic-test].

## What makes a Virginia non-compete reasonable or enforceable? {#reasonableness-test}

**Short answer.** A Virginia employee non-compete must satisfy a three-part reasonableness test and must be evaluated through function, geography, and duration together [^omniplex-three-part-test][^preferred-elements-together].

The employer bears the burden. Virginia courts ask whether the restraint protects a legitimate business interest, whether it is unduly harsh in limiting the employee's livelihood, and whether it fits sound public policy [^omniplex-three-part-test]. They then examine the function, geographic scope, and duration as an integrated whole rather than isolated drafting boxes [^preferred-elements-together].

Function is often the trap. In *Home Paramount*, the Supreme Court of Virginia rejected a clause that barred pest-control work in any capacity because it was not confined to the employee's actual work or the employer's proved interest [^home-paramount-any-capacity]. In *Motion Control*, the court similarly rejected a restraint reaching a wide range of businesses unrelated to the employer's specialized business [^motion-control-similar-business].

"the clear overbreadth of the function here cannot be saved by narrow tailoring of geographic scope and duration."[^home-paramount-overbreadth]

Each case remains fact-specific. *Modern Environments* states that restrictive covenants are strictly construed, and the employer must produce the justification for the actual restraint it chose [^modern-environments-burden].

## Which Virginia employees cannot be bound by non-competes under the statutory ban? {#protected-workers}

**Short answer.** Virginia employers cannot use non-competes with statutory *low-wage employees*, a group that now includes workers below the 2026 weekly wage threshold and FLSA non-exempt employees regardless of pay [^statute-low-wage-threshold][^statute-low-wage-flsa][^doli-threshold][^doli-flsa].

For 2026, the wage threshold is less than $1,507.01 per week, or about $78,364.52 per year. The statute also covers interns, students, apprentices, trainees, and certain lower-paid independent contractors, while excluding employees whose earnings are derived in whole or predominant part from sales commissions, incentives, or bonuses [^doli-threshold][^statute-interns-trainees][^statute-independent-contractors][^statute-commission-exclusion].

The remedies have teeth. A covered worker may sue within the statutory limitations period; a court may void the covenant, enjoin conduct, award lost compensation, damages, liquidated damages, and attorney fees; DOLI may assess a $10,000 civil penalty for each violation; and employers must post the required notice [^statute-private-action-relief][^statute-fees][^statute-civil-penalty][^statute-posting].

> [!NOTE]
> **Practice note.**
>
> The FLSA-non-exempt expansion is independent of the dollar threshold. A highly paid non-exempt employee can still be protected by § 40.1-28.7:8 because the statute covers workers entitled to overtime regardless of average weekly earnings [^statute-low-wage-flsa][^doli-flsa].

## Will a Virginia court narrow or blue-pencil an overbroad non-compete? {#court-narrowing}

**Short answer.** No, not in the practical sense employers usually mean. Virginia courts strictly construe restrictive covenants, and a clear overbreadth problem can make the covenant unenforceable rather than narrowed by the court [^motion-control-strict-construction][^home-paramount-no-extrinsic-narrowing].

The strict approach matters because overbreadth in one element can sink the whole restraint. *Home Paramount* refused to save an overbroad function restriction with narrower geography and duration, and rejected the employer's attempt to narrow clear text through extrinsic evidence [^home-paramount-overbreadth-no-save][^home-paramount-no-extrinsic-narrowing].

That does not mean every enforceability question can be decided from the pleadings. In *Assurance Data*, the Supreme Court of Virginia warned that restraints are neither enforceable nor unenforceable in a factual vacuum; the court needs evidence before deciding whether the actual restraint is reasonable as a whole [^assurance-data-factual-vacuum].

> [!CAUTION]
> **Drafting note.**
>
> Do not rely on a savings clause to rescue broad language. Virginia's cases put the burden on the employer to defend the language it chose, and clear overbreadth cannot be cured by asking the court to read the covenant as if it were narrower [^home-paramount-no-extrinsic-narrowing][^motion-control-strict-construction].

## Does the restricted period toll or extend during breach or litigation in Virginia? {#tolling-extension}

**Short answer.** Virginia law does not squarely answer this in the staged authorities. No source in this corpus resolves whether a non-compete period tolls during breach or litigation, or whether an extension-on-breach clause is enforceable; the available cases only supply strict-construction and overbreadth background [^tolling-motion-control-strict][^tolling-home-paramount-overbreadth].

The risk-weighted answer is cautious. Virginia courts strictly construe non-competes as restraints of trade, and clear overbreadth can void a restraint rather than invite judicial narrowing [^tolling-motion-control-strict][^tolling-home-paramount-overbreadth]. That backdrop makes a clause that lengthens the restricted period a plausible overbreadth risk, especially if it creates an open-ended or litigation-driven restraint.

> [!NOTE]
> **Practice note.**
>
> Treat extension-on-breach drafting as unsettled Virginia law, not as an automatic equitable remedy. The available Virginia authorities support strict construction and no rescue for clear overbreadth, but they do not decide tolling or extension-on-breach clauses specifically [^tolling-motion-control-strict][^tolling-home-paramount-overbreadth].

## How do non-solicitation provisions fit in Virginia, especially for protected workers? {#non-solicitation}

**Short answer.** Customer non-solicits can fit differently from non-competes, but the line is narrow. Va. Code § 40.1-28.7:8 says a covenant not to compete cannot block a former employee from serving a customer if the employee did not initiate contact or solicit the customer [^statute-customer-service-carveout].

In unpublished *Sentry Force Security, LLC v. Barrera*, the Court of Appeals of Virginia read that sentence to permit a restriction against direct customer solicitation, even assuming the worker was low wage [^sentry-customer-solicitation]. The same opinion drew the opposite conclusion for customer-initiated business: if the customer approaches the former employee, the statute protects accepting that work [^sentry-passive-customer].

The opinion also treated employee solicitation differently from customer solicitation for protected workers. It held that § 40.1-28.7:8 prevented enforcement of a covenant barring the former worker from soliciting Sentry Force's other employees [^sentry-employee-solicitation].

> [!NOTE]
> **Practice note.**
>
> Use *Sentry Force* carefully. It is an unpublished Court of Appeals memorandum opinion, so it is useful Virginia-specific guidance but has limited precedential weight; draft customer provisions to target employee-initiated solicitation, not passive acceptance of customer-initiated work [^sentry-customer-solicitation][^sentry-passive-customer].

## What is changing in Virginia non-compete law on July 1, 2026? {#july-2026-changes}

**Short answer.** Two enacted changes take effect July 1, 2026: a severance-or-prior-disclosed-compensation rule for employees discharged without cause, and a health-care-professional non-compete ban [^gt-sb170-severance][^troutman-sb128-effective-healthcare].

For SB 170, commentary reports that Governor Abigail Spanberger signed the bill on April 13, 2026. For agreements entered, amended, or renewed on or after July 1, 2026, the new rule makes a non-compete unenforceable if the employer terminates the employee without cause and the employee does not receive severance pay or other prior disclosed monetary compensation [^gt-sb170-severance].

The SB 128 / HB 627 health-care change categorically bans non-competes for almost all health care professionals. Troutman Pepper Locke supports the July 1, 2026 effective-date status and the categorical health-care-professional ban; Ogletree remains useful for the covered-board scope, including professionals licensed, registered, or certified by the Boards of Medicine, Nursing, Counseling, Optometry, Psychology, or Social Work [^troutman-sb128-effective-healthcare][^ogletree-sb128-healthcare].

> [!NOTE]
> **Practice note.**
>
> The SB 170 change is prospective. Commentary says contracts, covenants, or agreements entered into, amended, or renewed before July 1, 2026, are not affected by SB 170 [^gt-sb170-prospective].

## What can Virginia employers use instead of a non-compete? {#alternatives}

**Short answer.** Virginia employers can still use properly tailored nondisclosure, confidentiality, and trade-secret protections. Section 40.1-28.7:8 expressly preserves nondisclosure agreements aimed at misappropriation and sharing of trade secrets, proprietary information, and confidential information [^statute-nda-preserved].

That alternative has its own limits. The Virginia Uniform Trade Secrets Act defines a trade secret as information with independent economic value from not being generally known and subject to reasonable secrecy efforts [^vutsa-trade-secret-definition]. It also permits injunctions for actual or threatened misappropriation, but those injunctions are tied to the trade-secret problem rather than a general ban on competition [^vutsa-injunctive-relief].

> [!CAUTION]
> **Drafting note.**
>
> Keep confidentiality and trade-secret covenants separate from a work ban. A clause labeled as confidentiality can still create non-compete risk if it restrains ordinary competition rather than protecting specific confidential, proprietary, or trade-secret information [^statute-nda-preserved][^vutsa-trade-secret-definition].

[^about]: By Steven Obiajulu, J.D. Published by [openagreements.org](https://openagreements.org) · Maintained by [UseJunior](https://usejunior.com). Last reviewed 2026-06-02. License: CC BY 4.0. Steven Obiajulu, J.D. is admitted in New York, not Virginia. This article synthesizes Virginia primary law and is not legal advice from a Virginia-admitted attorney. This article is for informational purposes only and does not create an attorney-client relationship.

[^statutory-ban-baseline]: **Va. Code § 40.1-28.7:8** — "No employer shall enter into, enforce, or threaten to enforce a covenant not to compete with any low-wage employee." *Va. Code Ann. § 40.1-28.7:8(B).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^omniplex-basic-test]: **Omniplex World Services Corp. v. U.S. Investigations Services, Inc.** — "These considerations form the basis of the three-part test we use to determine the validity of restrictive covenants: (1) Is the restraint, from the standpoint of the employer, reasonable in the sense that it is no greater than necessary to protect the employer in some legitimate business interest? (2) From the standpoint of the employee, is the restraint reasonable in the sense that it is not unduly harsh and oppressive in curtailing his legitimate efforts to earn a livelihood? (3) Is the restraint reasonable from the standpoint of a sound public policy?" *Omniplex World Servs. Corp. v. U.S. Investigations Servs., Inc., 270 Va. 246, 618 S.E.2d 340 (2005).* <https://www.courtlistener.com/opinion/1058921/omniplex-world-services-v-us-inv/#:~:text=These%20considerations%20form%20the%20basis,of%20a%20sound%20public%20policy%3F>

[^doli-current-threshold]: **Virginia DOLI Notice of the Average Weekly Wage for 2026** — "Effective July 1, 2025, a ‘low-wage employee’ also includes an employee who, regardless of average weekly earnings, is entitled to overtime compensation under the provisions of the Fair Labor Standards Act for any hours worked in excess of 40 hours in any one workweek." *Virginia Department of Workforce Development and Advancement, Notice of the Average Weekly Wage for 2026 (Jan. 6, 2026).* <https://doli.virginia.gov/2026/01/06/notice-of-the-average-weekly-wage-for-2026/>

[^omniplex-three-part-test]: **Omniplex World Services Corp. v. U.S. Investigations Services, Inc.** — "These considerations form the basis of the three-part test we use to determine the validity of restrictive covenants: (1) Is the restraint, from the standpoint of the employer, reasonable in the sense that it is no greater than necessary to protect the employer in some legitimate business interest? (2) From the standpoint of the employee, is the restraint reasonable in the sense that it is not unduly harsh and oppressive in curtailing his legitimate efforts to earn a livelihood? (3) Is the restraint reasonable from the standpoint of a sound public policy?" *Omniplex World Servs. Corp. v. U.S. Investigations Servs., Inc., 270 Va. 246, 618 S.E.2d 340 (2005).* <https://www.courtlistener.com/opinion/1058921/omniplex-world-services-v-us-inv/#:~:text=These%20considerations%20form%20the%20basis,of%20a%20sound%20public%20policy%3F>

[^preferred-elements-together]: **Preferred Systems Solutions, Inc. v. GP Consulting, LLC** — "We assess these elements together rather than as distinct inquiries." *Preferred Sys. Sols., Inc. v. GP Consulting, LLC, 284 Va. 382 (2012).* <https://www.courtlistener.com/opinion/1057833/preferred-systems-solutions-v-gp-consulting/#:~:text=We%20assess%20these%20elements%20together,rather%20than%20as%20distinct%20inquiries.>

[^home-paramount-any-capacity]: **Home Paramount Pest Control Cos. v. Shaffer** — "Because Home Paramount did not confine the function element of the Provision to those activities it actually engaged in, it bore the burden of proving a legitimate business interest in prohibiting Shaffer from engaging in all reasonably conceivable activities while employed by a competitor." *Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011).* <https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=Because%20Home%20Paramount%20did%20not,while%20employed%20by%20a%20competitor.>

[^motion-control-similar-business]: **Motion Control Systems, Inc. v. East** — "Accordingly, we conclude that the trial court did not err in holding that the covenant not to compete in this case imposed restraints that exceeded those necessary to protect the legitimate business interests of MCS and, therefore, was unenforceable." *Motion Control Sys., Inc. v. East, 262 Va. 33, 546 S.E.2d 424 (2001).* <https://www.courtlistener.com/opinion/1059467/motion-control-systems-inc-v-east/#:~:text=Accordingly%2C%20we%20conclude%20that%20the,MCS%20and%2C%20therefore%2C%20was%20unenforceable.>

[^home-paramount-overbreadth]: **Home Paramount Pest Control Cos. v. Shaffer** — "the clear overbreadth of the function here cannot be saved by narrow tailoring of geographic scope and duration." *Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011).* <https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=the%20clear%20overbreadth%20of%20the,of%20geographic%20scope%20and%20duration.>

[^modern-environments-burden]: **Modern Environments, Inc. v. Stinnett** — "Second, the employer bears the burden to show that the restraint is no greater than necessary to protect a legitimate business interest, is not unduly harsh or oppressive in curtailing an employee's ability to earn a livelihood, and is reasonable in light of sound public policy." *Modern Env'ts, Inc. v. Stinnett, 263 Va. 491, 561 S.E.2d 694 (2002).* <https://www.courtlistener.com/opinion/1059338/modern-environments-inc-v-stinnett/#:~:text=Second%2C%20the%20employer%20bears%20the,light%20of%20sound%20public%20policy.>

[^statute-low-wage-threshold]: **Va. Code § 40.1-28.7:8** — "means an employee (i) whose average weekly earnings, calculated by dividing the employee's earnings during the period of 52 weeks immediately preceding the date of termination of employment by 52, or if an employee worked fewer than 52 weeks, by the number of weeks that the employee was actually paid during the 52-week period, are less than the average weekly wage of the Commonwealth as determined pursuant to subsection B of § 65.2-500" *Va. Code Ann. § 40.1-28.7:8(A).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^statute-low-wage-flsa]: **Va. Code § 40.1-28.7:8** — "who, regardless of his average weekly earnings, is entitled to overtime compensation under the provisions of 29 U.S.C. § 207 for any hours worked in excess of 40 hours in any one workweek." *Va. Code Ann. § 40.1-28.7:8(A).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^doli-threshold]: **Virginia DOLI Notice of the Average Weekly Wage for 2026** — "Pursuant to Va. Code § 40.1-28.7:8, the term ‘low-wage employee’ as applied to covenants not to compete has been calculated by the Virginia Department of Workforce Development and Advancement to include all employees who earn an average of less than $1,507.01 per week." *Virginia Department of Workforce Development and Advancement, Notice of the Average Weekly Wage for 2026 (Jan. 6, 2026).* <https://doli.virginia.gov/2026/01/06/notice-of-the-average-weekly-wage-for-2026/>

[^doli-flsa]: **Virginia DOLI Notice of the Average Weekly Wage for 2026** — "Effective July 1, 2025, a ‘low-wage employee’ also includes an employee who, regardless of average weekly earnings, is entitled to overtime compensation under the provisions of the Fair Labor Standards Act for any hours worked in excess of 40 hours in any one workweek." *Virginia Department of Workforce Development and Advancement, Notice of the Average Weekly Wage for 2026 (Jan. 6, 2026).* <https://doli.virginia.gov/2026/01/06/notice-of-the-average-weekly-wage-for-2026/>

[^statute-interns-trainees]: **Va. Code § 40.1-28.7:8** — "includes interns, students, apprentices, or trainees employed, with or without pay, at a trade or occupation in order to gain work or educational experience." *Va. Code Ann. § 40.1-28.7:8(A).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^statute-independent-contractors]: **Va. Code § 40.1-28.7:8** — "also includes an individual who has independently contracted with another person to perform services independent of an employment relationship and who is compensated for such services by such person at an hourly rate that is less than the median hourly wage for the Commonwealth for all occupations as reported, for the preceding year, by the Bureau of Labor Statistics of the U.S. Department of Labor." *Va. Code Ann. § 40.1-28.7:8(A).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^statute-commission-exclusion]: **Va. Code § 40.1-28.7:8** — "shall not include any employee whose earnings are derived, in whole or in predominant part, from sales commissions, incentives, or bonuses paid to the employee by the employer." *Va. Code Ann. § 40.1-28.7:8(A).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^statute-private-action-relief]: **Va. Code § 40.1-28.7:8** — "A low-wage employee may bring a civil action in a court of competent jurisdiction against any former employer or other person that attempts to enforce a covenant not to compete against such employee in violation of this section. An action under this section shall be brought within two years of the latter of (i) the date the covenant not to compete was signed, (ii) the date the low-wage employee learns of the covenant not to compete, (iii) the date the employment relationship is terminated, or (iv) the date the employer takes any step to enforce the covenant not to compete. The court shall have jurisdiction to void any covenant not to compete with a low-wage employee and to order all appropriate relief, including enjoining the conduct of any person or employer, ordering payment of liquidated damages, and awarding lost compensation, damages, and reasonable attorney fees and costs." *Va. Code Ann. § 40.1-28.7:8(D).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^statute-fees]: **Va. Code § 40.1-28.7:8** — "If the court finds a violation of the provisions of this section, the plaintiff shall be entitled to recover reasonable costs, including costs and reasonable fees for expert witnesses, and attorney fees from the former employer or other person who attempts to enforce an unlawful covenant not to compete against such plaintiff." *Va. Code Ann. § 40.1-28.7:8(F).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^statute-civil-penalty]: **Va. Code § 40.1-28.7:8** — "Any employer that violates the provisions of subsection B as determined by the Commissioner shall be subject to a civil penalty of $10,000 for each violation." *Va. Code Ann. § 40.1-28.7:8(E).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^statute-posting]: **Va. Code § 40.1-28.7:8** — "Every employer shall post a copy of this section or a summary approved by the Department in the same location where other employee notices required by state or federal law are posted." *Va. Code Ann. § 40.1-28.7:8(G).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^motion-control-strict-construction]: **Motion Control Systems, Inc. v. East** — "As a restraint of trade, the covenant must be strictly construed and, if ambiguous, it must be construed in favor of the employee." *Motion Control Sys., Inc. v. East, 262 Va. 33, 546 S.E.2d 424 (2001).* <https://www.courtlistener.com/opinion/1059467/motion-control-systems-inc-v-east/#:~:text=As%20a%20restraint%20of%20trade%2C,in%20favor%20of%20the%20employee.>

[^home-paramount-no-extrinsic-narrowing]: **Home Paramount Pest Control Cos. v. Shaffer** — "Home Paramount thus was limited to adducing evidence to prove that the language it chose furthered its legitimate business interests, did not unduly burden Shaffer’s ability to earn a living, and was not contrary to public policy." *Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011).* <https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=Home%20Paramount%20thus%20was%20limited,not%20contrary%20to%20public%20policy.>

[^home-paramount-overbreadth-no-save]: **Home Paramount Pest Control Cos. v. Shaffer** — "the clear overbreadth of the function here cannot be saved by narrow tailoring of geographic scope and duration." *Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011).* <https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=the%20clear%20overbreadth%20of%20the,of%20geographic%20scope%20and%20duration.>

[^assurance-data-factual-vacuum]: **Assurance Data, Inc. v. Malyevac** — "The premise running through Simmons, Modern Environments, Home Paramount, and our other decisions is that restraints on competition are neither enforceable nor unenforceable in a factual vacuum." *Assurance Data, Inc. v. Malyevac, 286 Va. 137 (2013).* <https://www.courtlistener.com/opinion/1057728/assurance-data-inc-v-malyevac/#:~:text=The%20premise%20running%20through%20Simmons%2C,unenforceable%20in%20a%20factual%20vacuum.>

[^tolling-motion-control-strict]: **Motion Control Systems, Inc. v. East** — "As a restraint of trade, the covenant must be strictly construed and, if ambiguous, it must be construed in favor of the employee." *Motion Control Sys., Inc. v. East, 262 Va. 33, 546 S.E.2d 424 (2001).* <https://www.courtlistener.com/opinion/1059467/motion-control-systems-inc-v-east/#:~:text=As%20a%20restraint%20of%20trade%2C,in%20favor%20of%20the%20employee.>

[^tolling-home-paramount-overbreadth]: **Home Paramount Pest Control Cos. v. Shaffer** — "the clear overbreadth of the function here cannot be saved by narrow tailoring of geographic scope and duration." *Home Paramount Pest Control Cos. v. Shaffer, 282 Va. 412, 718 S.E.2d 762 (2011).* <https://www.courtlistener.com/opinion/1057978/home-paramount-pest-control-v-shaffer/#:~:text=the%20clear%20overbreadth%20of%20the,of%20geographic%20scope%20and%20duration.>

[^statute-customer-service-carveout]: **Va. Code § 40.1-28.7:8** — "shall not restrict an employee from providing a service to a customer or client of the employer if the employee does not initiate contact with or solicit the customer or client." *Va. Code Ann. § 40.1-28.7:8(A).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^sentry-customer-solicitation]: **Sentry Force Security, LLC v. Barrera** — "Thus, even assuming Barrera is a low-wage employee for the purposes of this interlocutory appeal (as the parties do), Barrera cannot solicit his former employer’s customers for his own company." *Sentry Force Sec., LLC v. Barrera, Record No. 1405-24-4, slip op. at 14 (Va. Ct. App. Jan. 27, 2026) (unpublished).* <https://www.vacourts.gov/opinions/opncavwp/1405244.pdf>

[^sentry-passive-customer]: **Sentry Force Security, LLC v. Barrera** — "In short, if the customer approaches the former employee with its business, the former employee is not restricted from accepting that customer’s business—and doing work for that customer of the former employer." *Sentry Force Sec., LLC v. Barrera, Record No. 1405-24-4, slip op. at 15 (Va. Ct. App. Jan. 27, 2026) (unpublished).* <https://www.vacourts.gov/opinions/opncavwp/1405244.pdf>

[^sentry-employee-solicitation]: **Sentry Force Security, LLC v. Barrera** — "However, we affirm the circuit court’s decision on Sentry Force’s second assignment of error because Code § 40.1-28.7:8 does prevent Sentry Force from enforcing a ‘covenant not to compete’ agreement against Barrera that stops Barrera (after he left Sentry Force) from soliciting Sentry Force’s other employees." *Sentry Force Sec., LLC v. Barrera, Record No. 1405-24-4, slip op. at 20 (Va. Ct. App. Jan. 27, 2026) (unpublished).* <https://www.vacourts.gov/opinions/opncavwp/1405244.pdf>

[^gt-sb170-severance]: **Greenberg Traurig, Virginia Governor Signs Senate Bill 170, Targeting Noncompete Agreements** — "Under the bill, a noncompete agreement will be unenforceable if an employer terminates an employee without cause and the employee does not receive severance pay or other prior disclosed monetary compensation." *Greenberg Traurig, Virginia Governor Signs Senate Bill 170, Targeting Noncompete Agreements (Apr. 2026).* <https://www.gtlaw.com/en/insights/2026/4/virginia-governor-signs-senate-bill-170-targeting-noncompete-agreements>

[^troutman-sb128-effective-healthcare]: **Virginia Enacts New Restrictions on the Use of Noncompetes** — "These obligations and several other new restrictions are part of Senate Bill 170 and House Bill 627 , landmark legislation recently passed by the General Assembly and slated to take effect on July 1, 2026. The new noncompete legislation applies to all employees and categorically bans noncompetes for almost all health care professionals, in sharp contrast to Virginia’s existing noncompete statutes, which currently cover only low-wage employees, including hourly employees." *Troutman Pepper Locke, Virginia Enacts New Restrictions on the Use of Noncompetes (2026).* <https://www.troutman.com/insights/virginia-enacts-new-restrictions-on-the-use-of-noncompetes/>

[^ogletree-sb128-healthcare]: **Ogletree Deakins, Virginia Further Limits Noncompete Agreements** — "Meanwhile, the Virginia General Assembly also passed SB 128 , which would ban noncompete covenants for healthcare professionals , including any person licensed, registered, or certified by the Board of Medicine, Nursing, Counseling, Optometry, Psychology, or Social Work." *Ogletree Deakins, Virginia Further Limits Noncompete Agreements (2026).* <https://ogletree.com/insights-resources/blog-posts/virginia-further-limits-noncompete-agreements/>

[^gt-sb170-prospective]: **Greenberg Traurig, Virginia Governor Signs Senate Bill 170, Targeting Noncompete Agreements** — "Contracts, covenants, or agreements entered into, amended, or renewed before July 1, 2026, are not affected by SB 170." *Greenberg Traurig, Virginia Governor Signs Senate Bill 170, Targeting Noncompete Agreements (Apr. 2026).* <https://www.gtlaw.com/en/insights/2026/4/virginia-governor-signs-senate-bill-170-targeting-noncompete-agreements>

[^statute-nda-preserved]: **Va. Code § 40.1-28.7:8** — "Nothing in this section shall serve to limit the creation or application of nondisclosure agreements intended to prohibit the taking, misappropriating, threatening to misappropriate, or sharing of certain information to which an employee has access, including trade secrets, as defined in § 59.1-336, and proprietary or confidential information." *Va. Code Ann. § 40.1-28.7:8(C).* <https://law.lis.virginia.gov/vacode/40.1-28.7:8/>

[^vutsa-trade-secret-definition]: **Va. Code § 59.1-336** — "Derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use, and 2. Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy." *Va. Code Ann. § 59.1-336.* <https://law.lis.virginia.gov/vacode/59.1-336/>

[^vutsa-injunctive-relief]: **Va. Code § 59.1-337** — "Actual or threatened misappropriation may be enjoined." *Va. Code Ann. § 59.1-337(A).* <https://law.lis.virginia.gov/vacode/59.1-337/>
