# Non-Competes in Kentucky[^about] Kentucky enforces non-competes only when the restraint is reasonable under common law and supported by valid consideration, with a narrow statutory ban for temporary health care staffing. ## Are employee non-compete agreements enforceable in Kentucky? {#employee-noncompetes} **Short answer.** Yes, sometimes. Kentucky is a reasonableness state, not a general ban state. A non-compete is enforceable only if it is supported by valid consideration and is reasonable — affording fair protection to a legitimate employer interest without being so broad as to harm the public or impose undue hardship on the employee [^kegel-reasonableness-test]. The common-law standard traces to *Ceresia v. Mitchell* and is restated in later cases such as *Kegel v. Tillotson*. In practice the recurring questions are duration, geography, the employer's protectable interest, the burden on the employee, and the effect on the public [^kegel-reasonableness-test]. Kentucky has not enacted a general non-compete statute for the ordinary workforce. The enforceability analysis is judge-made, with one narrow statutory exception for temporary health care staffing covered later in this note. > [!NOTE] > **Practice note.** > > Do not treat Kentucky as either a free-for-all or a ban state. Confirm there is valid consideration first, then test the restraint for reasonableness in time, territory, and scope before assuming a Kentucky covenant is enforceable [^kegel-reasonableness-test]. ## Is continued at-will employment enough consideration for a Kentucky non-compete? {#consideration} **Short answer.** No, not by itself, for an existing employee. Since *Charles T. Creech, Inc. v. Brown*, requiring a current employee to sign a non-compete without giving anything new — no raise, promotion, or other benefit — fails for lack of consideration [^creech-no-consideration][^creech-existing-employee-nothing]. In *Creech*, a sixteen-year employee was asked to sign a conflicts-of-interest agreement containing a non-compete and received nothing in exchange. The Kentucky Supreme Court held the covenant unenforceable because the employer gave up no legal right and the employee gained no new benefit, so there was no mutuality of obligation [^creech-no-consideration]. The practical rule that emerges is a split between new hires and incumbents. An offer of employment at the outset of the relationship is itself adequate consideration, but an employer that introduces a covenant mid-employment must provide independent, new consideration such as a bonus, a raise, a promotion, or specialized training [^creech-existing-employee-nothing]. > [!CAUTION] > **Drafting note.** > > Do not rely on continued at-will employment alone when an existing Kentucky employee signs a new covenant. Tie the signature to identifiable new consideration and document it, because a bare recital of consideration did not save the agreement in *Creech* [^creech-no-consideration][^creech-existing-employee-nothing]. ## What legitimate business interests can support a Kentucky non-compete? {#protectable-interests} **Short answer.** Trade secrets, confidential information, and customer goodwill are the core interests that can justify a tailored Kentucky restraint, and the Kentucky Uniform Trade Secrets Act supplies the statutory trade-secret overlay [^kutsa-trade-secret-definition]. A covenant cannot exist only to suppress ordinary competition. It must protect something the employer is entitled to guard, such as trade secrets, confidential business information, or customer goodwill, rather than a general wish to keep a former employee out of the market [^kutsa-trade-secret-definition]. The Kentucky Uniform Trade Secrets Act, codified at KRS 365.880 through 365.900, runs alongside contractual restraints. It defines a trade secret by the twin tests of independent economic value from secrecy and reasonable efforts to keep the information secret [^kutsa-trade-secret-definition]. A non-solicitation covenant is often easier to enforce than a trade-secret claim, because it requires proving contact with protected customers rather than meeting the statutory trade-secret threshold. > [!CAUTION] > **Drafting note.** > > Do not use a Kentucky non-compete to block competition disconnected from a protectable interest. Tie the restraint to specific confidential information, trade secrets, or customer goodwill, and keep trade-secret remedies in a separate confidentiality and KUTSA strategy [^kutsa-trade-secret-definition]. ## What duration and geographic scope are reasonable for a Kentucky non-compete? {#duration-geography} **Short answer.** There is no statutory cap. Kentucky courts weigh duration, geography, the employer's protectable interest, the burden on the employee, and the public effect as a whole, rather than applying fixed numbers [^q4-kegel-reasonableness]. During the *Creech* litigation, the Kentucky Court of Appeals proposed a six-factor reasonableness test — covering the nature of the industry, the employer's characteristics, the history of the employment relationship, the protectable interest, the hardship on the employee, and the effect on the public [^creech-six-factor-proposed]. Trial courts often look to that framework, but its status is limited: the Kentucky Supreme Court resolved *Creech* on consideration grounds alone and expressly addressed only that issue, so it never adopted the six-factor test [^creech-consideration-only-issue]. Because the standard is holistic, geography and duration are evaluated together against the employer's actual footprint. A restraint limited to the area where the employer does business and to a duration that matches the time needed to protect the relationship is far easier to defend than a long, open-ended, statewide ban [^q4-kegel-reasonableness]. > [!CAUTION] > **Drafting note.** > > Do not copy a fixed term or radius from another form. Match the duration and territory to the employee's role and the employer's real market, because a Kentucky court evaluates the restraint as a whole and there is no safe-harbor number [^q4-kegel-reasonableness][^creech-consideration-only-issue]. ## Will a Kentucky court blue-pencil or reform an overbroad non-compete? {#court-narrowing} **Short answer.** Often, yes. Kentucky is a reformation jurisdiction: its courts have a blue-pencil power to reform or amend overly broad restrictions, and in some cases to supply a missing reasonable limit, rather than voiding the covenant outright [^kegel-blue-pencil][^hodges-reformation-geography]. *Kegel v. Tillotson* states the rule directly: Kentucky courts are empowered to reform or amend restrictions in a non-compete clause when the initial terms are overly broad or burdensome [^kegel-blue-pencil]. *Hodges v. Todd* shows how far that power can reach — there, in the sale-of-a-business context, the court held that a trial court could enforce a covenant that omitted any geographic limit by establishing a reasonable one based on the parties' intent [^hodges-reformation-geography]. That equitable power is not a license to overreach. Reformation is discretionary, and an employer that drafts an abusively broad covenant cannot assume a court will simply rewrite it into something enforceable. For a clause-by-clause pass over a specific agreement against these drafting rules, the [Kentucky non-compete review checklist](/checklists/non-compete/us/kentucky) walks the full covenant suite item by item with each requirement's force level. > [!CAUTION] > **Drafting note.** > > Do not rely on Kentucky's blue-pencil power as a safety net for an aggressive covenant. Draft tiered, severable, reasonable restraints, because reformation is discretionary and a court may decline to rescue a covenant it views as overreaching [^kegel-blue-pencil][^hodges-reformation-geography]. ## Does a Kentucky non-compete toll or extend during breach or litigation? {#tolling-extension} **Short answer.** This is an open Kentucky question. No staged Kentucky statute or appellate decision squarely endorses automatically tolling or extending the restricted period while the former employee is in breach or while litigation is pending [^q6-kegel-reasonableness-backdrop][^q6-kegel-blue-pencil]. Kentucky law gives two signals rather than a rule. First, any clause that extends the restricted period must still satisfy the ordinary reasonableness standard, so an extension that turns a fixed covenant into an open-ended restraint risks being found unreasonable [^q6-kegel-reasonableness-backdrop]. Second, Kentucky courts reform restraints toward reasonableness rather than mechanically enlarging them, which cuts against assuming a court will tack on extra time for a breach [^q6-kegel-blue-pencil]. A contractual extension-on-breach clause is therefore unsettled and fact-dependent in Kentucky. It is most defensible when it is tied to the duration of an actual breach and a legitimate interest, rather than written as an automatic, indefinite extension. > [!NOTE] > **Practice note.** > > Open question: Kentucky law is unsettled on whether an extension-on-breach or tolling clause is enforceable after the original restricted period expires. Draft any such clause as a separate, reasonable restraint tied to the breach, and do not assume a Kentucky court will automatically extend an expired covenant [^q6-kegel-reasonableness-backdrop][^q6-kegel-blue-pencil]. ## Which Kentucky workers have special non-compete limits? {#industry-specific-limits} **Short answer.** Kentucky's one categorical statutory ban targets temporary health care staffing. KRS 216.724 voids non-compete and contract buy-out provisions between a health care services agency and its temporary direct care staff [^krs-216-724-healthcare-ban][^krs-216-724-void]. The statute bars a health care services agency from restricting the employment opportunities of temporary direct care staff, including through non-compete or buy-out clauses [^krs-216-724-healthcare-ban]. A contract that violates the rule is treated as an unfair trade practice and is void [^krs-216-724-void]. A 2023 amendment narrowed the ban so it does not reach the placement of permanent direct care staff. Outside that carve-out, Kentucky has no broad occupational exemptions for non-competes. Ordinary employees — including most professionals — fall back on the common-law reasonableness and consideration analysis described above rather than an industry-specific statute. > [!NOTE] > **Practice note.** > > Do not use ordinary reasonableness analysis to rescue a covenant that KRS 216.724 voids. For a temporary direct care staffer at a health care services agency, the statutory ban controls and the covenant is void regardless of how reasonable it looks [^krs-216-724-healthcare-ban][^krs-216-724-void]. ## Will a choice-of-law clause selecting Kentucky law be enforced? {#choice-of-law} **Short answer.** Often, yes. Kentucky's moderate reformation approach makes Kentucky law a common pick for multi-state covenants, and courts — even in states that reject blue-penciling — have applied a contractual Kentucky choice-of-law clause and found Kentucky's rule not contrary to the forum's public policy [^senture-applies-kentucky-law][^edwards-public-policy-not-repugnant]. In *Senture, LLC v. Dietrich*, a Virginia federal court applied Kentucky law to a non-compete pursuant to the agreement's choice-of-law and forum-selection clause [^senture-applies-kentucky-law]. In *Edwards Moving & Rigging, Inc. v. W.O. Grubb Steel Erection, Inc.*, another Virginia federal court enforced a Kentucky choice-of-law clause and held that applying Kentucky law — which allows blue-penciling, unlike Virginia — was not repugnant enough to Virginia public policy to override the parties' choice [^edwards-public-policy-not-repugnant]. The limit is public policy. A court applies the chosen law only when doing so does not offend the forum's own public policy, and both decisions are federal trial-court rulings rather than binding Kentucky Supreme Court authority. > [!NOTE] > **Practice note.** > > Do not treat a Kentucky choice-of-law clause as automatically dispositive. It is strongest when paired with a real connection to Kentucky and a covenant that is reasonable on its own terms, because a forum court will still test the clause against its own public policy before applying Kentucky law [^senture-applies-kentucky-law][^edwards-public-policy-not-repugnant]. ## Did the FTC's federal non-compete rule change Kentucky non-compete law? {#federal-ftc-overlay} **Short answer.** No. The FTC's 2024 nationwide Non-Compete Rule was set aside by a federal court before it took effect, so Kentucky non-competes remain governed by Kentucky common law and the state's narrow statutory carve-out [^ryan-ftc-rule-set-aside]. *Ryan LLC v. FTC* held that the FTC lacked statutory authority to issue the rule and that the rule was arbitrary and capricious [^ryan-ftc-unlawful]. The court set the rule aside with nationwide effect so that it would not be enforced or take effect [^ryan-ftc-rule-set-aside]. That outcome does not make every Kentucky covenant enforceable. It simply removes the FTC rule as a nationwide overlay and leaves Kentucky's reasonableness and consideration requirements in control. "The Non-Compete Rule, 16 C.F.R. § 910.1–.6, is hereby SET ASIDE and shall not be enforced or otherwise take effect on September 4, 2024, or thereafter."[^ryan-ftc-rule-set-aside] ## What recent Kentucky non-compete reform efforts should employers watch? {#pending-reform} **Short answer.** None is currently law. Kentucky's most recent reform efforts, House Bill 690 and Senate Bill 234 in the 2025 session, would have restricted non-competes for lower-wage and other workers, but both died without enactment [^hb690-wage-threshold]. House Bill 690 would have barred non-competes against a *covered employee* — defined as a worker earning less than two thousand dollars per week — and let affected workers sue [^hb690-wage-threshold]. A broader companion proposal, Senate Bill 234, also failed that session. Neither bill passed before the 2025 session adjourned, and the 2026 session likewise ended without enacting a general non-compete restriction. The enacted baseline therefore remains common-law reasonableness and consideration, plus the narrow health care staffing ban. These bills matter as a signal of likely future direction, not as current law. > [!NOTE] > **Practice note.** > > Treat House Bill 690 and Senate Bill 234 as monitoring items, not present Kentucky law. Recheck the Kentucky General Assembly bill status each session before changing forms or telling workers that Kentucky has enacted a wage-threshold or general non-compete ban [^hb690-wage-threshold]. [^about]: By Steven Obiajulu, J.D. Published by [openagreements.org](https://openagreements.org). Last reviewed 2026-06-03. License: CC BY 4.0. Steven Obiajulu, J.D. is admitted in New York, not Kentucky. This article synthesizes Kentucky primary law and is not legal advice from a Kentucky-admitted attorney. This article is for informational purposes only and does not create an attorney-client relationship. [^kegel-reasonableness-test]: **Kegel v. Tillotson** — "agreements on restraint of trade are reasonable if, ‘on consideration of the subject, nature of the business, situation of the parties and circumstances of the particular case, the restriction is such only as to afford fair protection to the interests of the covenan-tee and is not so large as to interfere with the public interests or impose undue hardship on the party restricted." *Kegel v. Tillotson, 297 S.W.3d 908 (Ky. App. 2009).* [^creech-no-consideration]: **Charles T. Creech, Inc. v. Brown** — "Because the Agreement did not require Creech to forbear the exercise of some legal right or otherwise result in some detriment to Creech, there was no consideration." *Charles T. Creech, Inc. v. Brown, 433 S.W.3d 345 (Ky. 2014).* [^creech-existing-employee-nothing]: **Charles T. Creech, Inc. v. Brown** — "In short, Brown received no consideration from Creech in exchange for signing the Agreement or after he signed the Agreement." *Charles T. Creech, Inc. v. Brown, 433 S.W.3d 345 (Ky. 2014).* [^kutsa-trade-secret-definition]: **Ky. Rev. Stat. § 365.880** — "‘Trade secret’ means information, including a formula, pattern, compilation, program, data, device, method, technique, or process, that: (a) 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 (b) Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy." *Ky. Rev. Stat. § 365.880(4).* [^q4-kegel-reasonableness]: **Kegel v. Tillotson** — "agreements on restraint of trade are reasonable if, ‘on consideration of the subject, nature of the business, situation of the parties and circumstances of the particular case, the restriction is such only as to afford fair protection to the interests of the covenan-tee and is not so large as to interfere with the public interests or impose undue hardship on the party restricted." *Kegel v. Tillotson, 297 S.W.3d 908 (Ky. App. 2009).* [^creech-six-factor-proposed]: **Charles T. Creech, Inc. v. Brown** — "In doing so, the Court proposed a six factor test that should be applied by the trial court in determining whether the non-compete portion of the Agreement is enforceable." *Charles T. Creech, Inc. v. Brown, 433 S.W.3d 345 (Ky. 2014).* [^creech-consideration-only-issue]: **Charles T. Creech, Inc. v. Brown** — "Because we hold that this Agreement was not supported by adequate consideration, that is the only issue we address." *Charles T. Creech, Inc. v. Brown, 433 S.W.3d 345 (Ky. 2014).* [^kegel-blue-pencil]: **Kegel v. Tillotson** — "our courts have adopted a ‘blue pencil’ rule, whereby we are empowered to reform or amend restrictions in a non-compete clause if the initial restrictions are overly broad or burdensome." *Kegel v. Tillotson, 297 S.W.3d 908 (Ky. App. 2009).* [^hodges-reformation-geography]: **Hodges v. Todd** — "we hold that the trial court had the authority to enforce the covenant by establishing a reasonable geographical limitation based on the intention of the parties at the time the contract was executed." *Hodges v. Todd, 698 S.W.2d 317 (Ky. App. 1985).* [^q6-kegel-reasonableness-backdrop]: **Kegel v. Tillotson** — "agreements on restraint of trade are reasonable if, ‘on consideration of the subject, nature of the business, situation of the parties and circumstances of the particular case, the restriction is such only as to afford fair protection to the interests of the covenan-tee and is not so large as to interfere with the public interests or impose undue hardship on the party restricted." *Kegel v. Tillotson, 297 S.W.3d 908 (Ky. App. 2009).* [^q6-kegel-blue-pencil]: **Kegel v. Tillotson** — "our courts have adopted a ‘blue pencil’ rule, whereby we are empowered to reform or amend restrictions in a non-compete clause if the initial restrictions are overly broad or burdensome." *Kegel v. Tillotson, 297 S.W.3d 908 (Ky. App. 2009).* [^krs-216-724-healthcare-ban]: **Ky. Rev. Stat. § 216.724** — "Restrict in any manner the employment opportunities of any temporary direct care staff that is contracted with or employed by the agency, including but not limited to contract buy-out provisions or contract non-compete clauses;" *Ky. Rev. Stat. § 216.724(1)(a).* [^krs-216-724-void]: **Ky. Rev. Stat. § 216.724** — "Any contract between a health care services agency and temporary direct care staff that does not comply with subsection (1) of this section shall be considered an unfair trade practice and be void pursuant to KRS 365.060." *Ky. Rev. Stat. § 216.724(2).* [^senture-applies-kentucky-law]: **Senture, LLC v. Dietrich** — "With respect to the first issue, this Court will apply Kentucky law to this case." *Senture, LLC v. Dietrich, 575 F. Supp. 2d 724 (E.D. Va. 2008).* [^edwards-public-policy-not-repugnant]: **Edwards Moving & Rigging, Inc. v. W.O. Grubb Steel Erection, Inc.** — "Applying the law of a state that allows ‘blue penciling’ is not so repugnant to Virginia public policy as to overcome Virginia's preference for enforcing choice-of-law and forum-selection clauses." *Edwards Moving & Rigging, Inc. v. W.O. Grubb Steel Erection, Inc., No. 3:12CV146-HEH (E.D. Va. Apr. 23, 2012).* [^ryan-ftc-rule-set-aside]: **Ryan LLC v. Federal Trade Commission** — "The Non-Compete Rule, 16 C.F.R. § 910.1–.6, is hereby SET ASIDE and shall not be enforced or otherwise take effect on September 4, 2024, or thereafter." *Ryan LLC v. Fed. Trade Comm'n, 746 F. Supp. 3d 369 (N.D. Tex. 2024).* [^ryan-ftc-unlawful]: **Ryan LLC v. Federal Trade Commission** — "In sum, the Court concludes that the FTC lacks statutory authority to promulgate the Non- Compete Rule, and that the Rule is arbitrary and capricious." *Ryan LLC v. Fed. Trade Comm'n, 746 F. Supp. 3d 369 (N.D. Tex. 2024).* [^hb690-wage-threshold]: **An Act relating to contracts (H.B. 690)** — "No employer shall enter into, enforce, or threaten to enforce a covenant not to compete with any covered employee." *H.B. 690, 2025 Reg. Sess. (Ky. 2025).*