Served with a non-compete lawsuit or cease-and-desist? You have more leverage than they’re showing you.
Non-compete defense in Michigan starts with the reasonableness test. Michigan courts will enforce a non-compete — but only if it’s reasonable in scope, duration, and geography, and only if the employer can show a protectable interest. Most aggressive letters sent to departing employees don’t meet that bar.
How Michigan actually treats non-competes.
Michigan is a reasonableness state. Non-compete agreements are enforceable under MCL 445.774a, but only to the extent they are reasonable as to duration, geographic area, and the type of work restricted — and only where the employer has a legitimate business interest to protect (trade secrets, confidential information, unique skills, customer relationships).
If any part of the restraint is broader than necessary to protect that interest, Michigan courts have discretion to blue-pencil the agreement — narrowing it to what’s reasonable rather than throwing it out entirely.
What this means in practice: the aggressive cease-and-desist letter your former employer’s lawyer sent is almost always written in broader terms than a court would actually enforce. The right defense is not panic — it’s a careful, specific analysis of what’s actually protectable, what’s actually reasonable, and where the employer’s position breaks.
Where non-compete claims typically get challenged
- Scope of activity: The restraint covers work the employee never performed, customers they never served, or a market segment the employer doesn’t actually compete in.
- Duration: Two years is often defensible; three or more is frequently over-broad absent unusual facts.
- Geography: Nationwide or statewide restrictions imposed on roles with local or regional customer bases.
- Legitimate interest: Employer must show a real protectable interest — generic ‘competitive concerns’ aren’t enough.
- Consideration: Was there adequate consideration when you signed? At-will employment alone is frequently not enough.
Two fights often run in parallel: enforceability and conduct.
Most non-compete disputes have two layers. Keeping them separate is the first step in building a defense.
Enforceability of the restraint
Is the non-compete itself valid and reasonable under Michigan law? This is mostly a legal question — the court analyzing scope, duration, geography, consideration, and protectable interest.
What actually happened post-employment
Even if the agreement is technically enforceable, did you actually do anything that violates it? Going to a competitor doesn’t violate a non-compete if you’re doing different work.
The 10-point non-compete defense evidence checklist.
Before our call, gather what you can from this list.
01 · The agreement itself
Full signed copy of the non-compete, non-solicit, or confidentiality agreement.
02 · When and how you signed it
At hiring? Mid-employment? What consideration did you receive?
03 · Job description and actual duties
Written JD if any, plus a few sentences on what you actually did day-to-day.
04 · Any confidential information you had
Customer lists, pricing, product roadmaps, source code — or none of the above.
05 · Your new role
New employer, title, customers, territory.
06 · The cease-and-desist / lawsuit
Full copy of whatever the former employer sent.
07 · Communications since leaving
Resignation letter, exit paperwork, texts from old boss, LinkedIn messages.
08 · Trade-secret practices
Were documents marked confidential? Did they require NDAs of third parties?
09 · Your compensation and benefits
Salary, bonus history — relevant to consideration analysis and damages.
10 · Timeline of events
Dates of signing, resignation, new-employer offer, cease-and-desist.
You’re defending a lawsuit, not collecting damages.
Unlike a plaintiff case, the goal is to defend against a lawsuit and, where possible, get affirmative relief.
Dismissal or narrowing
Court finds the agreement unenforceable or blue-pencils it to a scope that doesn’t actually restrict you.
Defeat of injunction
Employer moves for a preliminary injunction; court denies. Most non-compete cases effectively end here.
Narrowed settlement
Parties agree to a narrowed non-compete, sometimes with customers carved out, in exchange for dropping the litigation.
Non-compete questions clients ask most.
I’m about to leave and my old employer is threatening a lawsuit. What do I do first?
Don’t sign anything they send you, don’t agree to extensions of the restraint, and don’t delete anything. Get the agreement and their letter to a lawyer before you respond.
If I didn’t have a lawyer when I signed the non-compete, does that help me?
It’s relevant but not dispositive. Michigan courts generally enforce non-competes signed by sophisticated employees without counsel, but circumstances of signing — pressure, haste, lack of negotiation — can matter.
My new employer wants me to start now. Can I?
Talk to your new employer’s legal team first, and to us. Starting work before the enforceability question is resolved can expose both you and the new employer.
How much does a non-compete defense typically cost?
Depends on whether it’s pre-litigation, pre-injunction, or full litigation. Many cases resolve in the cease-and-desist stage with a short response and negotiated narrowing.
Got a non-compete letter or lawsuit? Let’s look at it today.
Free 15-minute call. Bring the agreement and whatever you’ve received from the former employer.