Labor & Employment Law Daily Wrap Up, CONTRACT CLAIMS—M.D. La.: Non-compete and non-solicitation provisions with ‘North America’ as restricted territory were null and void under Louisiana law, (May 18, 2026)

By Nicholas Kaster, J.D.

Louisiana courts have refused to permit non-compete and non-solicit restrictive covenants where the contract provides for a geographic area defined at a level significantly broader than by parish or county.

An employment agreement that contained a non-compete provision defining the restricted territory as “North America” was held to be null and void as a matter of law by a federal district court in Louisiana. The employee worked at home in Louisiana. When he resigned, the employer sought to enforce the terms of the non-compete clause. The court found that the clause restricting the employee’s competition and solicitation in “all of North America”—an entire continent—clearly violated Louisiana law and was not subject to reformation (Fletcher v. MedVet Associates, LLC, No. 260101-SDD-RLB (M.D. La. May 15, 2026)).

MedVet employs more interns, residents, and ECMP veterinarians in Ohio than any other individual state. The plaintiff, a Louisiana resident, was employed by MedVet Associates LLC for several years until he resigned on January 30, 2026. The employer contends that a significant amount of the employee’s work was to develop relationships with veterinarian students and schools and recruit them to train at MedVet in Ohio.

Upon his hire, for which he had traveled to Ohio to interview, the employee was required to execute an Employment Agreement, which included an Ohio choice of law provision and choice of venue provision selecting “any state or federal court located in the State of Ohio” and “each state and federal court located in the county where any MedVet facility is located.”

Worked from Louisiana home. Additionally, the agreement contained non-compete and non-solicitation clauses that purported to restrict the employee’s post-termination activities. The non-compete provision defined the restricted territory as “North America.” The employee signed the Employment Agreement while he was a Louisiana resident, and for the entirety of his employment with MedVet, he worked from his home in East Baton Rouge Parish, Louisiana.

Resignation. When the employee gave MedVet advance notice of his resignation, it responded by presenting him with a new “Addendum to Offer Letter and Confidentiality, Non-Competition, Non-Disclosure and Non-Solicitation Agreement” to try to get him to agree to modifications to the Employment Agreement. The employee refused to sign the Proposed Addendum. After this refusal, the employee received a letter from MedVet’s attorneys advising him that the terms of the Employment Agreement remained in effect and essentially threatening litigation should he not comply with its terms.

Sought injunctive relief. The employee expressly rejected the choice of law/ jurisdiction provision set forth in the Employment Agreement. He brought suit by filing a Verified Complaint and a Motion for TRO/Preliminary Injunction and/or for Declaratory Relief, asking the court to enjoin MedVet from initiating litigation against him in Ohio pursuant to the Employment Agreement’s forum selection/jurisdiction provision and further to declare the Employment Agreement null and void under Louisiana law. Both parties filed cross-motions for summary judgment.

Choice of law. The Employment Agreement at issue provided an Ohio choice of law provision and choice of venue provision selecting “any state or federal court located in the State of Ohio” and “each state and federal court located in the county where any MedVet facility is located.” The threshold issue was which state law applied: Ohio or Louisiana.?

Ratification required. The Employment Agreement contained a choice of law clause dictating that Ohio law will govern any disputes arising out of the Agreement. However, in determining which state's law applies in a diversity case, a federal district court applies conflicts of law principles of the forum state: in this case, Louisiana. Louisiana law provides that a choice of law clause in an employee's contract is null and void unless ratified by the employee after the occurrence of an incident that is the subject of the dispute. Here, the employee did not ratify the forum selection clause in the Employment Agreement after this dispute arose. Accordingly, the court held that the forum selection clause was unenforceable under Louisiana law.

Public policy. Louisiana Civil Code Article 3537 states generally that an issue of conventional obligations is “governed by the law of the state whose policies would be most seriously impaired if its law were not applied to that issue.” The court found that Louisiana's statutory and jurisprudential law demonstrate a strong public policy against restrictions on the employee’s “common right” to work in Louisiana.

This strong public policy to protect employees from restrictive covenants on the employees' right to work is evidenced by Louisiana Revised Statute § 23:921(A)(2). Through this statute, said the court, the Louisiana legislature effectively determined that contracts for employment should be governed by the laws of the state whose policies “would be most severely impaired which, in most instances for employment contracts in Louisiana, will be Louisiana.”

Covenants disfavored. Indeed, the court noted, the Louisiana Supreme Court has remarked that “Louisiana has long had a strong public policy disfavoring” non-compete and non-solicit restrictive covenants like those in the Employment Agreement at issue here. The purpose of this strong public policy “is based upon an underlying state desire to prevent an individual from contractually depriving himself of the ability to support himself and consequently becoming a public burden.”

Louisiana connections. Here, the employee negotiated and executed the Employment Agreement while he was a Louisiana resident, and for the entirety of his employment with MedVet, he worked from his home in East Baton Rouge Parish, Louisiana. He never had an office at any MedVet Ohio locations, and MedVet paid Louisiana, not Ohio, payroll taxes in connection with his employment.

During his employment with MedVet, from 2020 through 2025, MedVet admitted it employed hundreds of Louisiana residents besides the employee. During his employment, MedVet operated two veterinary hospitals in New Orleans, Louisiana; open 24 hours a day, 7 days a week. The employee’s work supported MedVet’s hospitals and programs throughout the country, not limited to Ohio.

The employee’s primary supervisor was from Ohio; however, he was also supervised by MedVet employees in North Carolina and Michigan. It was undisputed that the substantial work performed by the employee on behalf of MedVet was from his home in Louisiana. Accordingly, the court found that Louisiana had far greater contacts with the employment transaction in this case than did Ohio.

Ohio would undermine Louisiana. The court determined that application of Ohio law would contravene the public policy of Louisiana. Ohio law permits employers to impose extraordinarily broader non-compete and non-solicit restrictions on employees, such as nationwide geographical limitations where reasonable, in direct contravention of Louisiana’s strong public policy. Thus, the court found that enforcing Ohio law here would undermine Louisiana’s strong public policy narrowly restricting non-compete agreements.

Compliant geographic region/reformation. The issue before the court was whether the geographic region specified in the Employment Agreement as “North America” complied with the strict requirements of Louisiana Revised Statute § 23:921(C), which provides as follows: “Any person... may agree with his employer to refrain from carrying on or engaging in a business similar to that of the employer and/or from soliciting customers of the employer within a specified parish or parishes, municipality or municipalities, or parts thereof, so long as the employer carries on a like business therein, not to exceed a period of two years from termination of employment.”

Clearly, said the court, Louisiana law requires an employment contract to contain a geographic region defined by specific parishes or municipalities. Further, the majority of Louisiana state and federal courts require strict compliance with the geographic specification requirement of La. R.S. 23:921. Indeed, this requirement places a higher burden on the employer to draft the employment agreement with geographic certainty as to the area the employee will be prohibited from competing with or soliciting the employer’s business and customers. This higher burden reflects the public policy of Louisiana. Under some circumstances, the court noted, Louisiana courts are permitted to reform non-compete restrictive covenants that fail to strictly conform to La. R.S. 23:921.

Rewriting possible? As explained by the Fifth Circuit, although a non-compete provision must strictly comply with the requirements of the statute, if the provision is geographically overbroad, the court may rely on a severability provision to reform the overbroad provision and “excise the offending language.” Thus, a noncompete provision is not invalid merely because it attempted to reach every Louisiana parish. If the provision fails to specify any valid geographical area, however, it cannot be reformed for that would involve rewriting a disfavored contract into compliance with a narrowly drawn statutory exception.

The Fifth Circuit and Louisiana state and federal courts have routinely upheld the reformation of overbroad geographic restrictions by striking those parishes in which the employer did not operate. On the other hand, Louisiana courts have refused to permit non-compete and non-solicit restrictive covenants where the contract provides for a geographic area defined at a level significantly broader than by parish or county.

Too broad for reform. The clause at issue here restricting the employee’s competition and solicitation in all of North America—an entire continent—is far broader than the nationwide and statewide clauses addressed in those cases, said the court. It clearly violates Louisiana law and is not subject to reformation, the court said. Accordingly, without a specific geographic limitation, the court held that the non-compete/non solicit clauses were null and void as a matter of law.

The employee’s motion for partial summary judgment was therefore granted and MedVet’s motion for summary judgment was denied.

Injunctive relief. Because the court granted partial summary judgment in favor of the employee on his requested declaratory relief, and the challenged provisions of the employment agreement were rendered null and void, injunctive relief was unnecessary as there were no valid clauses to enforce. Accordingly, the employee’s motion for TRO/Preliminary Injunction and/or for Declaratory Relief was denied as moot.

The case is No. 26-101-SDD-RLB.

Judge: Dick, S.

Attorneys: Scott D. Huffstetler (Kean Miller) for Jon M. Fletcher. Chad A. Sullivan (Keogh, Cox & Wilson) for MedVet Associates, LLC.

Companies: MedVet Associates, LLC

Cases: StateLawClaims ContractClaims LouisianaNews