Are employee non-compete agreements enforceable in New Hampshire?
Yes, if the restraint is reasonable and no statute makes it unenforceable. New Hampshire uses a three-part reasonableness test: the restriction must protect a legitimate employer interest, avoid undue hardship on the employee, and avoid injury to the public interest.
The practical starting point is common law plus statutory gates. Even a reasonable covenant can fail if it was not disclosed before the employee accepted the offer, if the employee is covered by the low-wage ban, or if a profession-specific healthcare statute voids the restriction.
New Hampshire also construes restraints narrowly. The court starts with the employer interest being protected, then asks whether the chosen time, geography, customer, and activity limits are broader than that interest requires . For a clause-by-clause pass over a specific agreement, the New Hampshire non-compete reviewer checklist walks the full covenant suite item by item with each requirement's force level.
Do not summarize New Hampshire as either a total-ban state or a free-enforcement state. It is a reasonableness-test state with statutory traps layered on top.
Sources for this answer
Primary source · Case law
A.1 Smith, Batchelder & Rugg v. FosterFoster supplies New Hampshire's three-part reasonableness test for employment restrictive covenants.
In scrutinizing restrictive covenants, this court employs the following three-pronged test: “[a] restraint on employment is reasonable only if it is no greater than necessary for the protection of the employer’s legitimate interest, does not impose undue hardship on the employee and is not injurious to the public interest.”
See Smith, Batchelder & Rugg v. Foster, 119 N.H. 679 (1979).
Primary source · Case law
A.2 ACAS Acquisitions (Precitech) Inc. v. HobertHobert supports enforcement of a New Hampshire non-compete where the court finds the covenant reasonable under the three-part framework.
Accordingly, we conclude that the defendant’s non-competition covenant was reasonable and enforceable.
See ACAS Acquisitions (Precitech) Inc. v. Hobert, 155 N.H. 381 (2007).
Is continued employment enough consideration for a New Hampshire non-compete?
Yes. New Hampshire recognizes continued employment after signing as consideration for a covenant not to compete .
That consideration rule does not cure statutory notice problems. If the worker is a new employee covered by RSA 275:70, the employer still must provide the noncompete before the employee accepts the offer, regardless of common-law consideration .
Consideration and timing are independent in New Hampshire. Continued employment after signing supplies consideration for the covenant, but a noncompete required of a new hire as a condition of employment is unenforceable if it was not delivered before the employee accepted the offer, and consideration does not cure that late delivery.
Sources for this answer
Primary source · Case law
B.1 Smith, Batchelder & Rugg v. FosterFoster supports the rule that continued employment after signing can be consideration for a New Hampshire covenant not to compete.
Continued employment after signing an employment contract constitutes consideration for a covenant not to compete contained therein.
See Smith, Batchelder & Rugg v. Foster, 119 N.H. 679 (1979).
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B.2 RSA 275:70RSA 275:70 requires pre-acceptance disclosure of a required noncompete to a new employee and makes a nondisclosed noncompete unenforceable.
A noncompete agreement that has not been disclosed to an employee as required by this section shall not be enforceable against the employee, but all other provisions of any employment, confidentiality, nondisclosure, trade secret, intellectual property assignment, or any other type of employment agreement or provision shall remain in full force and effect.
See RSA 275:70.
What is a legitimate protectable interest for a New Hampshire non-compete?
Protectable interests include trade secrets, confidential information, special customer influence, employment-developed contacts, goodwill, and a positive business image. Ordinary recruiting and hiring costs are not enough.
Goodwill is often the practical center of the analysis. New Hampshire cases allow protection against a former employee appropriating customer or patient goodwill developed through the job, but they do not allow a covenant to block ordinary competition unrelated to that employer asset .
Before enforcing, identify the employer asset at risk. A covenant based only on the cost of hiring or training workers is unlikely to satisfy the first prong of the New Hampshire test .
A New Hampshire covenant carries only where it protects one of the interests the state recognizes — trade secrets, confidential information beyond trade secrets, an employee's special influence over the employer's customers, contacts developed during the employment, and the employer's goodwill and positive image . The mere cost of recruiting and hiring employees is not among them, so a covenant — including an employee anti-raiding clause — resting on training or replacement cost rather than a named employer asset fails the first prong, and the restraint falls with it . A recital reciting the interests protected is not self-proving; the covenant stands only where a concrete Protected Interest sits behind it and the restraint reaches no further than that interest requires.
Sources for this answer
Primary source · Case law
C.1 ACAS Acquisitions (Precitech) Inc. v. HobertHobert lists the legitimate employer interests New Hampshire recognizes in restrictive covenant analysis.
Legitimate interests of an employer that may be protected from competition include: the employer’s trade secrets that have been communicated to the employee during the course of employment; confidential information other than trade secrets communicated by the employer to the employee, such as information regarding a unique business method; an employee’s special influence over the employer’s customers, obtained during the course of employment; contacts developed during the employment; and the employer’s development of goodwill and a positive image.
See ACAS Acquisitions (Precitech) Inc. v. Hobert, 155 N.H. 381 (2007).
Primary source · Case law
C.2 National Employment Service Corp. v. Olsten Staffing Service, Inc.Olsten supports the rule that ordinary recruiting and hiring costs are not a legitimate interest protectable by an employment non-compete.
Thus, we hold that although there may be valid reasons for restrictive covenants, the mere cost associated with recruiting and hiring employees is not a legitimate interest protectable by a restrictive covenant in an employment contract.
See National Employment Service Corp. v. Olsten Staffing Service, Inc., 145 N.H. 158 (2000).
Primary source · Case law
C.3 Concord Orthopaedics Professional Ass'n v. ForbesForbes supports an employer interest in preventing appropriation of patient goodwill developed through the physician's work for the practice.
COPA has a legitimate interest in preventing Forbes from appropriating the goodwill of its business, developed in part by Forbes’ contact with patients in his capacity as a COPA physician.
See Concord Orthopaedics Professional Ass'n v. Forbes, 142 N.H. 440 (1997).
How narrow must a New Hampshire non-compete's duration, geography, and customer scope be?
Narrow enough to match the protected interest. Customer and geography limits generally should track the employee's actual sphere of customer influence, and duration should last no longer than needed to protect the employer's goodwill or confidential information.
New Hampshire courts are especially skeptical of all-customer restrictions. In Near, a covenant covering customers beyond the salesperson's contacts was too broad because the employee had no special claim on most of the employer's customer base .
The same principle applies to geography. A territory is not reasonable merely because it is named. It should correspond to the market where the employee had customer or patient contact, or to another concrete employer interest.
Customer, territory, and duration limits are measured against the employee's actual sphere of customer goodwill, not the employer's full customer base or market footprint. A restraint reaching customers beyond the employee's own contacts goes far beyond that sphere and is more restrictive than necessary to protect the employer's legitimate interest , and geography and duration must be narrowly tailored to the goodwill interest and the worker's actual customer or patient contact rather than to a named region or a round number carried forward . A covenant drawn to the customers the employee actually served, in the market where that contact occurred, for no longer than the interest survives, is the one that holds; anything broader invites a court to treat the whole restraint as overbroad.
Sources for this answer
Primary source · Case law
D.1 Merrimack Valley Wood Products, Inc. v. NearNear supports limiting customer restrictions to the employee's actual sphere of customer goodwill.
Thus, the restrictive covenant goes far beyond the defendant’s sphere of customer goodwill, and was more restrictive than necessary to protect the plaintiffs’ legitimate interests.
See Merrimack Valley Wood Products, Inc. v. Near, 152 N.H. 192 (2005).
Primary source · Case law
D.2 Concord Orthopaedics Professional Ass'n v. ForbesForbes supports tailoring geography and duration to the employer's goodwill interest and the employee's actual patient contact.
A restraint on competition must be narrowly tailored in both geography and duration to protect COPA’s legitimate interest in its goodwill.
See Concord Orthopaedics Professional Ass'n v. Forbes, 142 N.H. 440 (1997).
Will a New Hampshire court reform an overbroad non-compete?
Yes, but only if the employer proves good faith in the execution of the agreement. New Hampshire courts have power to reform overbroad covenants, but bad-faith presentation can defeat that remedy.
The good-faith issue is practical, not cosmetic. Courts have treated lack of advance discussion, post-start presentation, first-day pressure, and lack of a meaningful opportunity to understand the restriction as facts relevant to denying reformation.
Reformation is a narrowing remedy. It is not a license to draft an overbroad all-customer covenant and ask the court to rescue it later.
Reformation is available in New Hampshire only where the employer shows good faith in the execution of the agreement, and bad-faith execution facts — presentation after the job starts, first-day pressure, no advance discussion, no meaningful chance to understand the restriction — can foreclose reformation before enforceability is even reached. A covenant drawn within its enforceable scope at signing, delivered with time to review, does not depend on that remedy; one that banks on a court narrowing an overbroad all-customer restraint later can lose the remedy on the execution facts alone.
Sources for this answer
Primary source · Case law
E.1 Merrimack Valley Wood Products, Inc. v. NearNear supports the rule that New Hampshire courts may reform overbroad restrictive covenants only when the employer acted in good faith.
Courts have the power to reform overly broad restrictive covenants if the employer shows that it acted in good faith in the execution of the employment contract.
See Merrimack Valley Wood Products, Inc. v. Near, 152 N.H. 192 (2005).
Primary source · Case law
E.2 Syncom Industries, Inc. v. WoodSyncom supports treating first-day pressure and similar duress facts as relevant to whether an overbroad covenant should be reformed.
If the trial court were to determine that the restrictive covenants could not be reformed due to Syncom’s bad faith, then there would be no need to further address their enforceability.
See Syncom Industries, Inc. v. Wood, 155 N.H. 73 (2007).
What is New Hampshire's RSA 275:70 pre-acceptance notice requirement?
RSA 275:70 is the marquee New Hampshire drafting trap. If an employer requires an employee who has not previously worked for the employer to sign a noncompete as a condition of employment, the employer must provide a copy before the employee accepts the offer, and an undisclosed noncompete is not enforceable against the employee .
The statute preserves other provisions in the same agreement. A notice failure defeats the noncompete, but confidentiality, nondisclosure, trade-secret, intellectual-property assignment, and other employment provisions can remain in force .
A noncompete that reaches a new hire only during onboarding or later amendment paperwork, rather than with the offer materials, has missed the RSA 275:70 pre-acceptance delivery window. The statutory consequence is unenforceability of the noncompete itself, while the agreement's other provisions may survive .
Sources for this answer
Primary source · Primary law
F.1 RSA 275:70RSA 275:70 requires a copy of a required noncompete before acceptance of the offer and makes a nondisclosed noncompete unenforceable while preserving other agreement provisions.
Any employer who requires an employee who has not previously been employed by the employer to execute a noncompete agreement as a condition of employment shall provide a copy of such agreement to the potential employee prior to the employee's acceptance of an offer of employment. A noncompete agreement that has not been disclosed to an employee as required by this section shall not be enforceable against the employee, but all other provisions of any employment, confidentiality, nondisclosure, trade secret, intellectual property assignment, or any other type of employment agreement or provision shall remain in full force and effect.
See RSA 275:70.
What is New Hampshire's low-wage employee non-compete ban?
RSA 275:70-a prohibits employers from requiring low-wage employees to enter into noncompete agreements. A noncompete with a covered low-wage employee is void and unenforceable.
The statute defines a low-wage employee by hourly rate, not job title. The threshold is less than or equal to 200 percent of the federal minimum wage, currently $14.50 per hour while the federal minimum wage remains $7.25 per hour .
The RSA 275:70-a exclusion turns on the worker's hourly rate against 200 percent of the federal minimum wage, not on job title, so the wage facts govern whether any New Hampshire noncompete can reach an hourly or lower-paid worker at all. Where the exclusion applies, the noncompete is void and unenforceable, and narrower wording does not save it.
Sources for this answer
Primary source · Primary law
G.1 RSA 275:70-aRSA 275:70-a prohibits requiring a covered low-wage employee to enter into a noncompete agreement.
No employer shall require a low-wage employee to enter into a noncompete agreement.
See RSA 275:70-a, II(a).
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G.2 RSA 275:70-aRSA 275:70-a makes a noncompete between an employer and a covered low-wage employee void and unenforceable.
A noncompete agreement entered into between an employer and a low-wage employee shall be void and unenforceable.
See RSA 275:70-a, II(b).
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G.3 RSA 275:70-aRSA 275:70-a defines low-wage employee by an hourly rate at or below 200 percent of the federal minimum wage.
(b) "Low-wage employee" means an employee who earns an hourly rate less than or equal to 200 percent of the federal minimum wage.
See RSA 275:70-a, I(b).
What special non-compete rules apply to New Hampshire healthcare practitioners?
New Hampshire statutes void certain post-termination geographic practice restrictions for physicians, nurses, advanced practice registered nurses, and podiatrists. The APRN statute is effective August 23, 2025.
These statutes target geographic practice restrictions in professional relationship contracts. They do not automatically answer every separate issue, such as confidentiality, patient records, trade secrets, or non-geographic solicitation wording.
A geographic practice ban directed at a covered New Hampshire clinician is void as to that restriction. Separate statutes reach physicians, nurses, advanced practice registered nurses, and podiatrists — the advanced-practice-registered-nurse statute effective August 23, 2025 — and each voids the geographic restriction while preserving the remaining provisions of the contract; licensure, not job title, is the test, so the covered class is wider than any single worker-category label. Where the real concern is information protection rather than practice location, a separate confidentiality and trade-secret provision reaches that concern, and these statutes leave it intact.
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H.1 RSA 329:31-aRSA 329:31-a voids covered geographic post-termination practice restrictions for New Hampshire physicians.
Any contract or agreement which creates or established the terms of a partnership, employment, or any other form of professional relationship with a physician licensed by the board to practice in this state, which includes any restriction to the right of such physician to also practice medicine in any geographic area for any period of time after the termination of such partnership, employment, or professional relationship shall be void and unenforceable with respect to said restriction; provided however, that nothing herein shall render void or unenforceable the remaining provision of any such contract or agreement.
See RSA 329:31-a.
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H.2 RSA 326-B:45-aRSA 326-B:45-a voids covered geographic post-termination practice restrictions for New Hampshire nurses.
Any contract or agreement which creates or established the terms of a partnership, employment, or any other form of professional relationship with a nurse licensed by the board to practice in this state, which includes any restriction to the right of such nurse to also practice in any geographic area for any period of time after the termination of such partnership, employment, or professional relationship shall be void and unenforceable with respect to said restriction; provided however, that nothing herein shall render void or unenforceable the remaining provision of any such contract or agreement.
See RSA 326-B:45-a.
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H.3 RSA 326-B:45-bRSA 326-B:45-b voids covered geographic post-termination practice restrictions for New Hampshire advanced practice registered nurses.
Any contract or agreement which creates or establishes the terms of a partnership, employment, or any other form of professional relationship with an advanced practice registered nurse licensed by the board to practice in this state, which includes any restriction to the right of such advanced practice registered nurse to also practice in any geographic area for any period of time after the termination of such partnership, employment, or professional relationship shall be void and unenforceable with respect to said restriction; provided however, that nothing herein shall render void or unenforceable the remaining provisions of any such contract or agreement.
See RSA 326-B:45-b.
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H.4 RSA 315:18RSA 315:18 voids covered geographic post-termination practice restrictions for New Hampshire podiatrists.
Any contract or agreement which creates or established the terms of a partnership, employment, or any other form of professional relationship with a podiatrist licensed by the board to practice in this state, which includes any restriction to the right of such podiatrist to also practice podiatry in any geographic area for any period of time after the termination of such partnership, employment, or professional relationship shall be void and unenforceable with respect to said restriction; provided however, that nothing herein shall render void or unenforceable the remaining provision of any such contract or agreement.
See RSA 315:18.
Are sale-of-business non-competes enforceable in New Hampshire?
Yes, when the restraint is reasonable and tied to the goodwill or business assets being sold. New Hampshire enforced a sale-of-business covenant that barred motel, restaurant, and resort competition for five years within a 15-mile radius .
Asset-purchase standing can also matter. In Atronix, the New Hampshire Supreme Court held that the buyer received the employee noncompete under the asset purchase agreement's transfer language, reversing dismissal for lack of standing .
That does not make sale covenants unlimited. The agreement still should tie the restraint to the goodwill or business assets being sold, and the written duration still matters.
Whether an employee noncompete travels to an asset-purchase buyer turns on the transfer language of the deal, not on a general assumption that covenants follow the business. New Hampshire read a noncompete as conveyed to the buyer under the plain terms of the asset purchase agreement's transfer provision , so an assignment clause that expressly conveys the restrictive covenants leaves the buyer's standing to enforce resting on the contract rather than open to a threshold challenge.
Sources for this answer
Primary source · Case law
I.1 Gosselin v. ArchibaldGosselin supports enforcement of a five-year, 15-mile sale-of-business non-compete tied to a motel purchase.
The terms of the agreement, as set forth in the purchase and sale contract, are reasonable and enforceable.
See Gosselin v. Archibald, 121 N.H. 1016 (1981).
Primary source · Case law
I.2 Atronix, Inc. v. MorrisAtronix held that Morris's non-compete agreement was conveyed to the asset-purchase buyer under the plain language of the APA, supporting the buyer's standing to enforce the covenant.
Because we conclude that Morris’s non-compete agreement was conveyed to the plaintiff under the plain language of section 2.02(a)(xii), we need not address either the plaintiff’s additional arguments or the defendants’ argument
See Atronix, Inc. v. Morris, 197 A.3d 79 (N.H. 2018).
How does New Hampshire treat employee non-solicitation covenants?
With no New Hampshire decision squarely on employee anti-raiding in our review, such a covenant would be judged under the same three-part Foster reasonableness test as a non-compete — no greater than necessary to protect a legitimate interest, no undue hardship, and no injury to the public — and Olsten cautions that the mere cost of recruiting and hiring employees is not itself a protectable interest .
RSA 275:70-a's low-wage ban does not reach an anti-raiding clause, because its noncompete-agreement definition is limited to restraints on the low-wage employee's own work for another employer .
Sources for this answer
Primary source · Case law
J.1 Smith, Batchelder & Rugg v. FosterFoster supplies New Hampshire's three-part reasonableness test for employment restrictive covenants.
In scrutinizing restrictive covenants, this court employs the following three-pronged test: “[a] restraint on employment is reasonable only if it is no greater than necessary for the protection of the employer’s legitimate interest, does not impose undue hardship on the employee and is not injurious to the public interest.”
See Smith, Batchelder & Rugg v. Foster, 119 N.H. 679 (1979).
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J.2 National Employment Service Corp. v. Olsten Staffing Service, Inc.Olsten supports the rule that ordinary recruiting and hiring costs are not a legitimate interest protectable by an employment non-compete.
Thus, we hold that although there may be valid reasons for restrictive covenants, the mere cost associated with recruiting and hiring employees is not a legitimate interest protectable by a restrictive covenant in an employment contract.
See National Employment Service Corp. v. Olsten Staffing Service, Inc., 145 N.H. 158 (2000).
Primary source · Primary law · 2019-09-08
J.3 RSA 275:70-aRSA 275:70-a defines a covered noncompete agreement as one restricting the low-wage employee's own work for another employer, so it does not reach an employee anti-raiding covenant.
“Noncompete agreement” means an agreement between an employer and a low-wage employee that restricts such low-wage employee from performing: (1) Work for another employer for a specified period of time; (2) Work in a specified geographical area; or (3) Work for another employer that is similar to such low-wage employee’s work for the employer who is a party to the agreement.
See RSA 275:70-a, I(c).
Can New Hampshire independent contractors be bound by non-competes?
New Hampshire appellate law in this source set does not supply a settled independent-contractor rule. Treat contractor noncompetes as high-risk restraints that still must satisfy the same concrete-interest and narrow-tailoring principles that govern employee covenants.
The available non-binding material points in a cautious direction. A federal District of New Hampshire decision applying New Hampshire law is persuasive only, not controlling state appellate law, and it declined to enjoin the noncompete for lack of irreparable injury and a favorable balance of equities while still issuing the narrower nondisclosure injunction.
Because the available appellate source set does not squarely address independent contractors, use the employee-covenant cases by analogy: the safer analysis is whether the contractor actually received trade secrets, confidential information, customer influence, or goodwill capable of appropriation.
Do not assume the contractor label expands enforceability. If the worker was engaged as an independent business and lacked concrete access to protectable goodwill or confidential information, the restraint may look like ordinary competition control rather than protection of an employer asset .
An acknowledgment that breach causes irreparable harm is a recital, not proof. A court applying New Hampshire law may decline to enjoin a noncompete for want of irreparable injury or a favorable balance of the equities while still granting the narrower nondisclosure injunction the record supports. The equities are established on the evidence at the hearing, so an injunctive-relief clause secures the ability to ask for relief, not the relief itself.
Sources for this answer
Primary source · Case law
K.1 ACAS Acquisitions (Precitech) Inc. v. HobertHobert supports focusing any contractor non-compete analysis on concrete employer interests such as trade secrets, confidential information, customer influence, contacts, and goodwill.
The first step in determining the reasonableness of a given restraint is to determine whether the restraint was narrowly tailored to protect the employer’s legitimate interests.
See ACAS Acquisitions (Precitech) Inc. v. Hobert, 155 N.H. 381 (2007).
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K.2 HCC Specialty Underwriters, Inc. v. WoodburyHCC is a federal District of New Hampshire decision applying New Hampshire law and declined to enjoin the noncompete for want of irreparable injury and a favorable balance of equities.
However, with respect to Woodbury's breach of the noncompete provisions, HCC has not demonstrated irreparable injury or a favorable balance of the equities.
See HCC Specialty Underwriters, Inc. v. Woodbury, 289 F. Supp. 3d 303 (D.N.H. 2018).
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K.3 HCC Specialty Underwriters, Inc. v. WoodburyHCC issued the narrower nondisclosure injunction even as it denied the noncompete injunction, showing a court will protect confidential information without enforcing the full restraint.
Therefore, the court issues a preliminary injunction requiring Woodbury to abide by the nondisclosure provisions of the 1996 Agreement.
See HCC Specialty Underwriters, Inc. v. Woodbury, 289 F. Supp. 3d 303 (D.N.H. 2018).
What trade-secret alternatives remain when a New Hampshire non-compete fails?
RSA chapter 350-B remains an important alternative. New Hampshire's trade-secret statute defines trade secrets by independent economic value and reasonable secrecy efforts, authorizes injunctions for actual or threatened misappropriation, and preserves contractual remedies.
Trade-secret relief is not a substitute for an overbroad noncompete. It protects information that qualifies under the statute and can support narrower orders against misuse or disclosure, including affirmative acts in appropriate circumstances.
If the business concern is information misuse, build the record for trade-secret protection: identify the information, document economic value from secrecy, and maintain reasonable secrecy measures. RSA chapter 350-B is strongest when the facts support secrecy, not merely competition.
Sources for this answer
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L.1 RSA 350-B:1RSA 350-B:1 defines trade secret based on independent economic value from secrecy and reasonable secrecy efforts.
IV. "Trade secret" means information, including a formula, pattern, compilation, program, 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.
See RSA 350-B:1.
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L.2 RSA 350-B:2RSA 350-B:2 authorizes injunctive relief for actual or threatened trade-secret misappropriation.
Actual or threatened misappropriation may be enjoined.
See RSA 350-B:2.
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L.3 RSA 350-B:7RSA 350-B:7 preserves contractual remedies even when the trade-secret chapter displaces conflicting misappropriation remedies.
II. This chapter shall not affect: (a) Contractual remedies, whether or not based upon misappropriation of a trade secret; (b) Other civil remedies that are not based upon misappropriation of a trade secret; or (c) Criminal remedies, whether or not based upon misappropriation of a trade secret.
See RSA 350-B:7, II.
Does a New Hampshire non-compete period pause or extend during breach or litigation?
This is unsettled for employment noncompetes. New Hampshire appellate law in this source set does not squarely decide whether a restricted period pauses during breach, extends while litigation is pending, or whether a contractual extension-during-breach clause is enforceable .
The remedial pattern points to caution. New Hampshire cases recognize reformation as a scope-narrowing remedy for overbroad covenants when the employer proves good faith, but those cases do not create a general rule extending the duration of a covenant after breach.
In the sale-of-business setting, Gosselin rejected a court-ordered extension of the written five-year covenant because there was no ambiguity or evidence of party intent to extend it. That holding does not answer every employment tolling clause question, but it is a strong reason not to assert a New Hampshire tolling rule .
A tolling or extension-during-breach clause is a drafting choice of uncertain enforceability in New Hampshire, where no appellate authority settles whether a restricted period extends during a breach and the court has refused to extend a written covenant's duration absent ambiguity or evidence of intent to extend it. A clause tied to the protected interest and the covenant's overall duration reads within that fair and natural meaning; one that assumes a court will carry the period beyond it rests on a rule New Hampshire has not adopted.
Sources for this answer
Primary source · Case law
M.1 Gosselin v. ArchibaldGosselin rejects extending a written covenant duration absent ambiguity or evidence of party intent, supporting caution on New Hampshire tolling or extension remedies.
We cannot agree with the master’s extension of the time limitation of the covenant not to compete.
See Gosselin v. Archibald, 121 N.H. 1016 (1981).
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M.2 Merrimack Valley Wood Products, Inc. v. NearNear supports reformation as a good-faith-gated remedy for overbroad restrictive covenants, not a general duration-extension rule.
Courts have the power to reform overly broad restrictive covenants if the employer shows that it acted in good faith in the execution of the employment contract.
See Merrimack Valley Wood Products, Inc. v. Near, 152 N.H. 192 (2005).
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M.3 Syncom Industries, Inc. v. WoodSyncom treats geographic and temporal scope as open to possible reformation after finding the covenants overbroad, supporting the distinction between narrowing and asserting a tolling rule.
Finally, as the defendants have challenged both the geographic and temporal scope of the restrictive covenants, and have properly preserved those challenges, both aspects of the covenants are open to possible reformation.
See Syncom Industries, Inc. v. Wood, 155 N.H. 73 (2007).