---
jurisdiction: "West Virginia"
slug: west-virginia
countryCode: US
snapshotAsOf: "2026-06-10"
lastReviewed: "2026-06-02"
canonicalUrl: https://openagreements.org/legal/non-compete/west-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/west-virginia · **Snapshot as of:** 2026-06-10 · License: CC BY 4.0 · © UseJunior

# Non-Competes in West Virginia[^about]

West Virginia uses the common-law Reddy reasonableness test for employee non-competes, a strict anti-blue-pencil rule, an independent-consideration requirement for mid-employment covenants, special treatment for non-piracy clauses, a physician statute, and more flexible review for sale-of-business covenants.


## At a glance

| Question | West Virginia |
| --- | --- |
| **Are non-competes enforceable?** | Allowed if reasonable |
| **Bottom line** | West Virginia enforces employee non-competes under the common-law Reddy reasonableness test, but a facially unreasonable covenant is void with no judicial narrowing, and a physician statute caps medical covenants at one year and thirty miles. |
| **Main law or case** | common law (Reddy v. Cmty. Health Found. of Man, 171 W. Va. 368 (1982)) |
| **Main exceptions** | Physician covenants capped at one year/30 road miles and void on employer termination (W. Va. Code § 47-11E); sale-of-business lesser scrutiny; non-piracy clauses less restrictive |
| **Can a court narrow it?** | No |
| **Applies to contractors?** | Unclear |
| **Restriction extended during a breach?** | Open question |
| **Maximum length set by law** | No general statutory limit; physician covenants capped at 1 year |

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

**Short answer.** Sometimes. West Virginia does not ban ordinary employee non-competes, but the employer must satisfy *Reddy* by showing a legitimate protectable interest and a restraint that is no greater than needed, does not impose undue hardship, and is not injurious to the public [^reddy-employee-rule-of-reason].

The threshold is not protection from ordinary competition. The employer must identify assets that justify restraint, such as trade secrets, customer lists, customer goodwill, or unusual employer-funded training. *Reddy* puts the burden on the employer to show the interest and explain how the former employee can injure it [^reddy-employer-burden].

General skills are not enough. In *Helms Boys*, the court refused to enforce a furniture-store manager covenant because supervisory, merchandising, purchasing, and advertising skills were general managerial skills rather than protectable employer interests [^helms-general-managerial-skills]. *Voorhees* applied the same point to public customer information and ordinary sales work [^voorhees-no-protectable-interest].

Recent application points the same way. In *Special Services Bureau*, the court affirmed denial of enforcement after the employer failed at the protectable-interest gate, so a separate reasonableness analysis was unnecessary [^special-services-protectable-interest-gate].

## Will West Virginia courts narrow an overbroad non-compete? {#court-narrowing}

**Short answer.** Only after the covenant passes the first screen. West Virginia's signature trap is that a covenant unreasonable on its face is void, and the court will not rescue it by rewriting or partially enforcing it [^reddy-facially-unreasonable-void].

*Reddy* allows tailoring only after a covenant is facially reasonable and the employer proves legitimate interests. If the restraint is facially excessive in time, territory, or apparent purpose, the covenant is out before the court reaches partial enforcement [^reddy-facially-unreasonable-void][^huntington-eye-no-partial-enforcement].

"An employee covenant not to compete is unreasonable on its face if its time or area limitations are excessively broad, or where the covenant appears designed to intimidate employees rather than to protect the employer’s business, and a court should hold any such covenant void and unenforceable, and not undertake even a partial enforcement of it, bearing in mind, however, that a standard of ‘unreasonable on its face’ is to be distinguished from the standard of ‘reasonableness’ used in inquiries adopted by other authorities to address the minor instances of overbreadth to which restrictive covenants are naturally prone."[^huntington-eye-no-partial-enforcement]

> [!CAUTION]
> **Drafting note.**
>
> Do not draft a grasping West Virginia covenant on the assumption that a judge will fix it. The safer approach is to write the narrow restraint the employer can defend at signing, because facial overbreadth can make the covenant void rather than merely editable [^reddy-facially-unreasonable-void][^huntington-eye-no-partial-enforcement].

## Does a West Virginia non-compete signed after employment starts need new consideration? {#mid-employment-consideration}

**Short answer.** Yes. If employment began without a non-compete, a later covenant needs new, independent consideration; continued at-will employment alone is not enough under West Virginia law [^environmental-products-new-consideration].

*Environmental Products* is the controlling West Virginia answer. The employee already had the same job, salary path, and generally available benefit plan when the covenant appeared, so the contract added limits without adding real employment benefits [^environmental-products-only-limitations].

*Pemco* supplied the predecessor rule and reasoning: once the employment relationship exists without a covenant, a later non-compete must be a new contract supported by new consideration [^pemco-new-contract-new-consideration].

> [!CAUTION]
> **Drafting note.**
>
> For a mid-employment West Virginia covenant, document the separate consideration in the agreement itself. A raise, bonus, promotion, equity grant, term extension, or other benefit must be real and covenant-linked; merely continuing the job is the fact pattern *Environmental Products* rejected [^environmental-products-new-consideration][^environmental-products-only-limitations].

## Are customer non-solicitation clauses enforceable in West Virginia? {#customer-nonsolicits}

**Short answer.** Yes, if they are true non-piracy provisions and not disguised non-competes. *Wood v. Acordia* treats customer non-solicits as less restrictive than non-competes because they restrict solicitation or use of confidential information while allowing general competition [^wood-nonpiracy-definition].

The practical distinction matters. A non-compete bars similar work in a time and territory; a non-piracy provision targets solicitation of the former employer's customers or use of confidential information. Because the restriction follows customers and information rather than a map, *Wood* says non-piracy clauses ordinarily do not include territorial limits [^wood-no-territorial-limits].

Validity still depends on a three-factor test: a protectable business interest, a provision that reasonably and fairly protects it, and no unjust restriction on the employee's chosen business activity. The employer bears the first two burdens, while the employee bears the unjust-restriction burden [^wood-three-factor-test].

## Does the restricted period toll or extend during a breach or lawsuit in West Virginia? {#tolling}

**Short answer.** This is an open West Virginia question. The staged West Virginia appellate corpus does not contain a decision squarely deciding whether a court may extend a non-compete period for time spent in breach or litigation, or whether an extension-on-breach clause is enforceable.

> [!NOTE]
> **Practice note.**
>
> Treat tolling as unresolved and draft cautiously. *Reddy* says a facially unreasonable covenant is void [^reddy-tolling-facially-unreasonable], and *Huntington Eye* restates that courts should not undertake even partial enforcement of facially unreasonable employee covenants [^huntington-eye-tolling-no-partial-enforcement]. Those rules do not decide tolling, but they make judicially lengthening an expired restraint risky: a court that refuses to rewrite a grasping covenant may also resist adding time the parties did not validly supply. An express extension-on-breach clause is likewise a longer restraint, so it should independently satisfy *Reddy* reasonableness rather than being treated as automatic [^reddy-tolling-reasonableness-test].

## What non-compete rules apply to West Virginia physicians? {#physician-rules}

**Short answer.** West Virginia has a physician-specific statute. A physician employment non-compete is capped at one year and thirty road miles from the physician's primary practice location, and it is void and unenforceable if the employer terminates the physician's employment [^wv-47-11e-2-physician-limits][^wv-47-11e-2-employer-termination].

The statute applies to written contracts between a physician and employer entered into, modified, renewed, or extended on or after July 1, 2017 [^wv-47-11e-5-applicability]. It defines covered covenants as restrictions on a physician's right to practice medicine in a West Virginia geographic area for a post-contract period or after employer termination [^wv-47-11e-1-definitions].

The physician article preserves important alternatives. Unless the contract says otherwise, it does not limit provisions about employer property and patient records, repayment obligations, nondisclosure terms for confidential information and trade secrets, patient and employee non-solicits, liquidated damages, or other lawful provisions [^wv-47-11e-3-preserved-provisions].

There are also statutory exemptions. The physician limits do not apply where the physician sold the practice or business to the employer, or to contracts between physicians who are shareholders, owners, partners, members, or directors of a health care practice, unless the contract provides otherwise [^wv-47-11e-4-exemptions].

## Are sale-of-business non-competes treated differently in West Virginia? {#sale-of-business}

**Short answer.** Yes. West Virginia applies reasonableness review to sale-of-business covenants, but with less scrutiny than employment covenants because the buyer is purchasing goodwill and the seller receives transaction value for the restraint [^weaver-lesser-scrutiny-sale][^weaver-sale-policy].

*Weaver v. Ritchie* upheld a fifteen-year, fifty-mile restraint ancillary to the sale of an optometric practice, applying a sale-specific three-part inquiry: protection of the buyer, hardship on the seller, and public injury [^weaver-affirmed-injunction][^weaver-sale-three-part-test].

The policy is different from employment. A sale covenant helps transfer goodwill and protect the price paid for the business; an employment covenant limits a person's ability to work after employment ends. That distinction is why West Virginia gives sale covenants more breathing room, but not unlimited enforcement [^weaver-sale-policy].

## Are low-wage workers protected from non-competes in West Virginia? {#low-wage-workers}

**Short answer.** There is no enacted West Virginia wage-threshold ban in the staged corpus. Low-wage protection instead comes through *Reddy*'s undue-hardship and public-interest prongs, plus the employer's burden to prove a legitimate protectable interest [^reddy-low-wage-undue-hardship].

That means income level is not a standalone statutory cutoff the way it is in some states. It still matters factually. A restraint that makes an employee unable to earn a livelihood, while doing little to protect trade secrets, customer goodwill, or employer-funded training, is vulnerable under the same common-law reasonableness framework that governs other West Virginia employee covenants [^reddy-low-wage-undue-hardship][^helms-low-wage-general-skills].

## Are trade-secret, NDA, and confidentiality tools available in West Virginia? {#trade-secrets-ndas}

**Short answer.** Yes. West Virginia's Uniform Trade Secrets Act provides trade-secret remedies, allows attorney's fees in specified bad-faith or willful-malicious cases, and preserves contractual remedies while displacing conflicting tort, restitutionary, and other civil law for trade-secret misappropriation [^wv-47-22-4-attorney-fees][^wv-47-22-7-preserved-contract-remedies].

For physicians, the non-compete statute expressly preserves nondisclosure provisions relating to confidential information and trade secrets, plus patient and employee non-solicits, unless the contract says otherwise [^wv-47-11e-3-nda-nonsolicit-preserved].

For non-physician employees, ordinary contract and trade-secret tools are often cleaner than a work ban. *Reddy* identifies trade secrets and customer lists as classic protectable interests, but a confidentiality covenant should still be tied to actual confidential information rather than used as a practical non-compete [^reddy-trade-secrets-customer-lists].

[^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 West Virginia. This article synthesizes West Virginia primary law and is not legal advice from a West Virginia-admitted attorney. This article is for informational purposes only and does not create an attorney-client relationship.

[^reddy-employee-rule-of-reason]: **Reddy v. Community Health Foundation of Man** — "The three-dimensional method of inquiry has been summarized in a leading article: ‘A restraint is reasonable only if it (1) is no greater than is required for the protection of the employer, (2) does not impose undue hardship on the employee, and (3) is not injurious to the public,’ H.M. Blake, ‘Employee Agreements Not to Compete,’ supra, at 648." *Reddy v. Cmty. Health Found. of Man, 171 W. Va. 368, 298 S.E.2d 906 (1982).* <https://www.courtlistener.com/opinion/1309110/reddy-v-community-health-foundation-of-man/#:~:text=The%20three%2Ddimensional%20method%20of%20inquiry,to%20Compete%2C%E2%80%9D%20supra%2C%20at%20648.>

[^reddy-employer-burden]: **Reddy v. Community Health Foundation of Man** — "The employer must first show that he has an interest requiring protection." *Reddy v. Cmty. Health Found. of Man, 171 W. Va. 368, 298 S.E.2d 906 (1982).* <https://www.courtlistener.com/opinion/1309110/reddy-v-community-health-foundation-of-man/#:~:text=The%20employer%20must%20first%20show,has%20an%20interest%20requiring%20protection.>

[^helms-general-managerial-skills]: **Helms Boys, Inc. v. Brady** — "When the skills and information acquired by a former employee are of a general managerial nature, such as supervisory, merchandising, purchasing and advertising skills and information, a restrictive covenant in an employment contract will not be enforced because such skills are not protectible employer interests." *Helms Boys, Inc. v. Brady, 171 W. Va. 66, 297 S.E.2d 840 (1982).* <https://www.courtlistener.com/opinion/1356394/helms-boys-inc-v-brady/#:~:text=When%20the%20skills%20and%20information,are%20not%20protectible%20employer%20interests.>

[^voorhees-no-protectable-interest]: **Voorhees v. Guyan Machinery Co.** — "In such circumstances, any information to which Mr. Voorhees was privy as a result of his position at Guyan Machinery was not subject to protection by the restrictive covenant." *Voorhees v. Guyan Mach. Co., 191 W. Va. 450, 446 S.E.2d 672 (1994).* <https://www.courtlistener.com/opinion/1347675/voorhees-v-guyan-machinery-co/#:~:text=In%20such%20circumstances%2C%20any%20information,protection%20by%20the%20restrictive%20covenant.>

[^special-services-protectable-interest-gate]: **Special Services Bureau, Inc. v. Friend** — "The circuit court’s consideration of the reasonableness of the covenant was not necessary after the court found that the covenant failed on other grounds." *Special Servs. Bureau, Inc. v. Friend, No. 18-0478 (W. Va. Sept. 9, 2019) (mem. decision).* <https://www.courtlistener.com/opinion/4659311/special-services-bureau-inc-v-stacey-elizabeth-friend/#:~:text=The%20circuit%20court%E2%80%99s%20consideration%20of,covenant%20failed%20on%20other%20grounds.>

[^reddy-facially-unreasonable-void]: **Reddy v. Community Health Foundation of Man** — "If the covenant is unreasonable on its face, then it is utterly void and unenforceable." *Reddy v. Cmty. Health Found. of Man, 171 W. Va. 368, 298 S.E.2d 906 (1982).* <https://www.courtlistener.com/opinion/1309110/reddy-v-community-health-foundation-of-man/#:~:text=If%20the%20covenant%20is%20unreasonable,is%20utterly%20void%20and%20unenforceable.>

[^huntington-eye-no-partial-enforcement]: **Huntington Eye Associates, Inc. v. LoCascio** — "An employee covenant not to compete is unreasonable on its face if its time or area limitations are excessively broad, or where the covenant appears designed to intimidate employees rather than to protect the employer’s business, and a court should hold any such covenant void and unenforceable, and not undertake even a partial enforcement of it, bearing in mind, however, that a standard of ‘unreasonable on its face’ is to be distinguished from the standard of ‘reasonableness’ used in inquiries adopted by other authorities to address the minor instances of overbreadth to which restrictive covenants are naturally prone." *Huntington Eye Assocs., Inc. v. LoCascio, 210 W. Va. 76, 553 S.E.2d 773 (2001).* <https://www.courtlistener.com/opinion/1298767/huntington-eye-associates-inc-v-locascio/#:~:text=An%20employee%20covenant%20not%20to,restrictive%20covenants%20are%20naturally%20prone.>

[^environmental-products-new-consideration]: **Environmental Products Co. v. Duncan** — "If a covenant not to compete is contracted after employment has been commenced without restriction, there must be new consideration to support it." *Env't Prods. Co. v. Duncan, 168 W. Va. 349, 285 S.E.2d 889 (1981).* <https://www.courtlistener.com/opinion/8217635/environmental-products-co-v-duncan/#:~:text=If%20a%20covenant%20not%20to,new%20consideration%20to%20support%20it.>

[^environmental-products-only-limitations]: **Environmental Products Co. v. Duncan** — "His contract, therefore, did not alter any benefits, conditions or terms of employment; it only imposed limitations." *Env't Prods. Co. v. Duncan, 168 W. Va. 349, 285 S.E.2d 889 (1981).* <https://www.courtlistener.com/opinion/8217635/environmental-products-co-v-duncan/#:~:text=His%20contract%2C%20therefore%2C%20did%20not,employment%3B%20it%20only%20imposed%20limitations.>

[^pemco-new-contract-new-consideration]: **Pemco Corp. v. Rose** — "We believe Virginia’s highest court would probably follow the holding in Kistler that when the relationship of employer and employee is established without a restrictive covenant not to compete, any agreement thereafter not to compete, must be in the nature of a new contract based upon a new consideration." *Pemco Corp. v. Rose, 163 W. Va. 420, 257 S.E.2d 885 (1979).* <https://www.courtlistener.com/opinion/8217515/pemco-corp-v-rose/#:~:text=We%20believe%20Virginia%E2%80%99s%20highest%20court,based%20upon%20a%20new%20consideration.>

[^wood-nonpiracy-definition]: **Wood v. Acordia of West Virginia, Inc.** — "Accordingly, this Court holds that whereas a covenant not to compete in an employment agreement between an employer and an employee restricts the employee from engaging in business similar to that of the employer within a designated time and territory after the employment should cease, a non-piracy provision, also known as a non-solicitation or hands-off provision, in an employment agreement, restricts the employee, should the employment cease, from soliciting the employer's customers or making use of the employer's confidential information." *Wood v. Acordia of W. Va., Inc., 217 W. Va. 406, 618 S.E.2d 415 (2005).* <https://www.courtlistener.com/opinion/1289040/wood-v-acordia-of-west-virginia-inc/#:~:text=Accordingly%2C%20this%20Court%20holds%20that,of%20the%20employer's%20confidential%20information.>

[^wood-no-territorial-limits]: **Wood v. Acordia of West Virginia, Inc.** — "Although both covenants not to compete and non-piracy provisions are utilized to safeguard an employer's protectable business interests, non-piracy provisions, which ordinarily do not include territorial limits, are less restrictive on the employee and the economic forces of the marketplace." *Wood v. Acordia of W. Va., Inc., 217 W. Va. 406, 618 S.E.2d 415 (2005).* <https://www.courtlistener.com/opinion/1289040/wood-v-acordia-of-west-virginia-inc/#:~:text=Although%20both%20covenants%20not%20to,economic%20forces%20of%20the%20marketplace.>

[^wood-three-factor-test]: **Wood v. Acordia of West Virginia, Inc.** — "In addition, we hold that although a non-piracy provision in an employment agreement may appear reasonable on its face when viewed within the four corners of the agreement, the ultimate validity of such a provision is dependent upon: (1) whether the employer has a protectable business interest to be safeguarded in relation to the employee, (2) the extent to which the non-piracy provision reasonably and fairly protects that interest and (3) whether the non-piracy provision unjustly restricts the employee from engaging in the business activity he or she seeks to pursue." *Wood v. Acordia of W. Va., Inc., 217 W. Va. 406, 618 S.E.2d 415 (2005).* <https://www.courtlistener.com/opinion/1289040/wood-v-acordia-of-west-virginia-inc/#:~:text=In%20addition%2C%20we%20hold%20that,or%20she%20seeks%20to%20pursue.>

[^reddy-tolling-facially-unreasonable]: **Reddy v. Community Health Foundation of Man** — "If the covenant is unreasonable on its face, then it is utterly void and unenforceable." *Reddy v. Cmty. Health Found. of Man, 171 W. Va. 368, 298 S.E.2d 906 (1982).* <https://www.courtlistener.com/opinion/1309110/reddy-v-community-health-foundation-of-man/#:~:text=If%20the%20covenant%20is%20unreasonable,is%20utterly%20void%20and%20unenforceable.>

[^huntington-eye-tolling-no-partial-enforcement]: **Huntington Eye Associates, Inc. v. LoCascio** — "An employee covenant not to compete is unreasonable on its face if its time or area limitations are excessively broad, or where the covenant appears designed to intimidate employees rather than to protect the employer’s business, and a court should hold any such covenant void and unenforceable, and not undertake even a partial enforcement of it, bearing in mind, however, that a standard of ‘unreasonable on its face’ is to be distinguished from the standard of ‘reasonableness’ used in inquiries adopted by other authorities to address the minor instances of overbreadth to which restrictive covenants are naturally prone." *Huntington Eye Assocs., Inc. v. LoCascio, 210 W. Va. 76, 553 S.E.2d 773 (2001).* <https://www.courtlistener.com/opinion/1298767/huntington-eye-associates-inc-v-locascio/#:~:text=An%20employee%20covenant%20not%20to,restrictive%20covenants%20are%20naturally%20prone.>

[^reddy-tolling-reasonableness-test]: **Reddy v. Community Health Foundation of Man** — "The three-dimensional method of inquiry has been summarized in a leading article: ‘A restraint is reasonable only if it (1) is no greater than is required for the protection of the employer, (2) does not impose undue hardship on the employee, and (3) is not injurious to the public,’ H.M. Blake, ‘Employee Agreements Not to Compete,’ supra, at 648." *Reddy v. Cmty. Health Found. of Man, 171 W. Va. 368, 298 S.E.2d 906 (1982).* <https://www.courtlistener.com/opinion/1309110/reddy-v-community-health-foundation-of-man/#:~:text=The%20three%2Ddimensional%20method%20of%20inquiry,to%20Compete%2C%E2%80%9D%20supra%2C%20at%20648.>

[^wv-47-11e-2-physician-limits]: **W. Va. Code § 47-11E-2** — "A covenant not to compete contained in a contract between a physician and an employer shall be limited to not more than: (1) One year in duration; and (2) Thirty road miles from the physician’s primary place of practice with the employer." *W. Va. Code § 47-11E-2.* <https://code.wvlegislature.gov/47-11E-2/>

[^wv-47-11e-2-employer-termination]: **W. Va. Code § 47-11E-2** — "A covenant not to compete shall be void and unenforceable upon the termination of the physician’s employment by the employer." *W. Va. Code § 47-11E-2.* <https://code.wvlegislature.gov/47-11E-2/>

[^wv-47-11e-5-applicability]: **W. Va. Code § 47-11E-5** — "This article applies to any contract between a physician and his or her employer entered into, modified, renewed or extended on or after July 1, 2017: Provided, That the provisions of this article do not otherwise apply to or abrogate any contract in effect on or before June 30, 2017." *W. Va. Code § 47-11E-5.* <https://code.wvlegislature.gov/47-11E-5/>

[^wv-47-11e-1-definitions]: **W. Va. Code § 47-11E-1** — "Covenant not to compete’ means any contract that restricts the right of a physician to practice medicine in any geographic area of the state for any period of time following the expiration of the physician’s contract with his or her employer, or upon the termination of the physician’s contract by the physician’s employer." *W. Va. Code § 47-11E-1.* <https://code.wvlegislature.gov/47-11E-1/>

[^wv-47-11e-3-preserved-provisions]: **W. Va. Code § 47-11E-3** — "Provided that the contract does not state otherwise, nothing in this article limits the enforceability of: (1) Provisions prohibiting a physician from taking any property, patient lists or records of the employer with him or her upon the termination or expiration of the contract; (2) Provisions requiring a physician to repay an employer all or a portion of: (A) A loan; (B) Relocation expenses; (C) A signing bonus; (D) Remuneration to induce the physician to relocate or establish a physician practice in a specific geographic area; or (E) Recruiting, education and training expenses; (3) A nondisclosure provision relating to confidential information and trade secrets; (4) A nonsolicitation provision with respect to patients and employees of the employer; (5) A provision for liquidated damages; or (6) Any other provision of a contract that is not in violation of law." *W. Va. Code § 47-11E-3.* <https://code.wvlegislature.gov/47-11E-3/>

[^wv-47-11e-4-exemptions]: **W. Va. Code § 47-11E-4** — "The limitations set forth in this article do not apply to any of the following unless the contract terms provide otherwise: (1) In the case where the physician has sold his or her business or practice in the form of a sale of assets, stock, membership interests or otherwise to his or her employer; or (2) To contracts between physicians who are shareholders, owners, partners, members or directors of a health care practice." *W. Va. Code § 47-11E-4.* <https://code.wvlegislature.gov/47-11E-4/>

[^weaver-lesser-scrutiny-sale]: **Weaver v. Ritchie** — "Because the motivation and purpose of the restrictive covenant embraced in a sales agreement are substantially different from a covenant in an employment agreement, the rule of reason is applied with a lesser scrutiny in a sales contract than the covenant ancillary to an employment agreement." *Weaver v. Ritchie, 197 W. Va. 690, 478 S.E.2d 363 (1996).* <https://www.courtlistener.com/opinion/1328666/weaver-v-ritchie/#:~:text=Because%20the%20motivation%20and%20purpose,ancillary%20to%20an%20employment%20agreement.>

[^weaver-sale-policy]: **Weaver v. Ritchie** — "A restriction imposed upon the seller of a business affords a person the freedom to sell something that has been acquired by virtue of their labor, skill or talent at the highest possible price." *Weaver v. Ritchie, 197 W. Va. 690, 478 S.E.2d 363 (1996).* <https://www.courtlistener.com/opinion/1328666/weaver-v-ritchie/#:~:text=A%20restriction%20imposed%20upon%20the,at%20the%20highest%20possible%20price.>

[^weaver-affirmed-injunction]: **Weaver v. Ritchie** — "After a bench trial of several days, the trial court made findings of fact and conclusions of law holding that the covenant was valid and enforceable and entered a permanent injunction enjoining the appellant from practicing optometry within an area measured by a radius of fifty (50) miles from Vienna, West Virginia, and for a period of fifteen (15) years after the date of the sale. We affirm." *Weaver v. Ritchie, 197 W. Va. 690, 478 S.E.2d 363 (1996).* <https://www.courtlistener.com/opinion/1328666/weaver-v-ritchie/#:~:text=After%20a%20bench%20trial%20of,of%20the%20sale.%20We%20affirm.>

[^weaver-sale-three-part-test]: **Weaver v. Ritchie** — "To determine if a covenant not to compete ancillary to a sale of a business is reasonable we use a three-part inquiry: A covenant not to compete is reasonable only if it (1) is no greater than is required for the protection of the buyer; (2) does not impose an undue hardship upon the seller, and (3) is not injurious to the public." *Weaver v. Ritchie, 197 W. Va. 690, 478 S.E.2d 363 (1996).* <https://www.courtlistener.com/opinion/1328666/weaver-v-ritchie/#:~:text=To%20determine%20if%20a%20covenant,not%20injurious%20to%20the%20public.>

[^reddy-low-wage-undue-hardship]: **Reddy v. Community Health Foundation of Man** — "The three-dimensional method of inquiry has been summarized in a leading article: ‘A restraint is reasonable only if it (1) is no greater than is required for the protection of the employer, (2) does not impose undue hardship on the employee, and (3) is not injurious to the public,’ H.M. Blake, ‘Employee Agreements Not to Compete,’ supra, at 648." *Reddy v. Cmty. Health Found. of Man, 171 W. Va. 368, 298 S.E.2d 906 (1982).* <https://www.courtlistener.com/opinion/1309110/reddy-v-community-health-foundation-of-man/#:~:text=The%20three%2Ddimensional%20method%20of%20inquiry,to%20Compete%2C%E2%80%9D%20supra%2C%20at%20648.>

[^helms-low-wage-general-skills]: **Helms Boys, Inc. v. Brady** — "When the skills and information acquired by a former employee are of a general managerial nature, such as supervisory, merchandising, purchasing and advertising skills and information, a restrictive covenant in an employment contract will not be enforced because such skills are not protectible employer interests." *Helms Boys, Inc. v. Brady, 171 W. Va. 66, 297 S.E.2d 840 (1982).* <https://www.courtlistener.com/opinion/1356394/helms-boys-inc-v-brady/#:~:text=When%20the%20skills%20and%20information,are%20not%20protectible%20employer%20interests.>

[^wv-47-22-4-attorney-fees]: **W. Va. Code § 47-22-4** — "If (a) a claim of misappropriation is made in bad faith, or (b) a motion to terminate an injunction is made or resisted in bad faith, or (c) willful and malicious misappropriation occurs, the court may award reasonable attorney's fees to the prevailing party." *W. Va. Code § 47-22-4.* <https://code.wvlegislature.gov/47-22-4/>

[^wv-47-22-7-preserved-contract-remedies]: **W. Va. Code § 47-22-7** — "Except as provided in subsection (b), of this section, this article displaces conflicting tort, restitutionary and other law of this state providing civil remedies for misappropriation of a trade secret. (b) This article does not affect: (1) Contractual remedies, whether or not based upon misappropriation of a trade secret; (2) Other civil remedies that are not based upon misappropriation of a trade secret; or (3) Criminal remedies, whether or not based upon misappropriation of a trade secret." *W. Va. Code § 47-22-7.* <https://code.wvlegislature.gov/47-22-7/>

[^wv-47-11e-3-nda-nonsolicit-preserved]: **W. Va. Code § 47-11E-3** — "Provided that the contract does not state otherwise, nothing in this article limits the enforceability of: (1) Provisions prohibiting a physician from taking any property, patient lists or records of the employer with him or her upon the termination or expiration of the contract; (2) Provisions requiring a physician to repay an employer all or a portion of: (A) A loan; (B) Relocation expenses; (C) A signing bonus; (D) Remuneration to induce the physician to relocate or establish a physician practice in a specific geographic area; or (E) Recruiting, education and training expenses; (3) A nondisclosure provision relating to confidential information and trade secrets; (4) A nonsolicitation provision with respect to patients and employees of the employer; (5) A provision for liquidated damages; or (6) Any other provision of a contract that is not in violation of law." *W. Va. Code § 47-11E-3.* <https://code.wvlegislature.gov/47-11E-3/>

[^reddy-trade-secrets-customer-lists]: **Reddy v. Community Health Foundation of Man** — "Trade secrets are very unlikely to have been paid for, and this is reflected by the reluctance of courts to permit their use by former employees in the competitive market. Customer lists, too, are seldom paid for, and courts are therefore reluctant to permit their competitive use." *Reddy v. Cmty. Health Found. of Man, 171 W. Va. 368, 298 S.E.2d 906 (1982).* <https://www.courtlistener.com/opinion/1309110/reddy-v-community-health-foundation-of-man/#:~:text=Trade%20secrets%20are%20very%20unlikely,to%20permit%20their%20competitive%20use.>
