A Colorado non-solicitation agreement that restricts you from contacting your former employer’s customers is enforceable only if three things are true: you earn at least $78,008.40 per year (the 2026 figure), the restriction is no broader than reasonably necessary to protect the employer’s trade secrets, and your employer followed the statute’s separate-document notice procedure. Miss any one of those, and the agreement is void. The employer also faces a $5,000 penalty per affected worker, plus your actual damages and attorney fees.
These rules come from Colorado Revised Statutes Section 8-2-113, which the General Assembly overhauled in 2022. Agreements signed on or after August 10, 2022 must comply with the current framework or they fail automatically.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions
The Salary Floor
A customer non-solicitation agreement is enforceable only against a worker who earns at least 60 percent of Colorado’s threshold amount for highly compensated workers. The Colorado Department of Labor and Employment adjusts that threshold every year. For 2026, the highly compensated threshold is $130,014, so the non-solicitation cutoff is $78,008.40 per year.2Colorado Department of Labor and Employment. Proposed 2026 PAY CALC Order 7 CCR 1103-14
The compensation test has to be met twice: when you signed the agreement, and again when the employer tries to enforce it.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions If your annualized cash compensation fell below $78,008.40 at any point between those two dates — because of a demotion, a cut in hours, or a shift to a lower-paying role — the restriction is void. That is true even if you were well over the threshold on the day you signed.
The threshold measures annualized cash compensation. Salary and cash bonuses count. Health insurance, retirement contributions, and equity awards do not. A pay package that only clears the threshold once fringe benefits are added in will not support the agreement.
Trade Secrets Are the Only Justification
Earning enough is necessary but not enough on its own. A customer non-solicitation agreement must be “no broader than reasonably necessary to protect the employer’s legitimate interest in protecting trade secrets.”1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions Trade secret protection is the only interest the statute recognizes for a departing employee. (A separate exception covers covenants tied to the purchase and sale of a business, but that applies to the buyer-seller transaction, not to rank-and-file workers.)
Scope matters. An agreement that blocks you from contacting every customer in a company database, including customers you never worked with, is almost certainly overbroad. Enforceable clauses tend to be narrow: limited to customers you personally serviced, built around confidential pricing or strategy information you actually accessed. The further the restriction reaches past your real knowledge, the harder it is to defend.
Duration matters too. Colorado sets no statutory maximum, but courts ask whether the time period is reasonable given the nature of the trade secrets involved. Most enforceable agreements fall between six months and two years, with shorter restrictions more realistic in industries with rapid client turnover.
The Notice Your Employer Had to Give You
A customer non-solicitation agreement is void if the employer skipped the required notice. The statute requires a separate document, not language buried inside the employment contract or the employee handbook. The notice has to be written in the language you and your employer normally use to communicate about your performance, and you have to sign it.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions
The notice must identify the agreement by name, state plainly that the agreement contains a covenant that could restrict your employment options after you leave, and point you to the specific sections where the restrictive language appears.
Timing depends on when you got the agreement. If you were a prospective employee, the notice had to arrive before you accepted the job offer. If you were already working for the company, the notice had to arrive at least 14 days before the earlier of either the effective date of the covenant or the effective date of any new compensation or changed terms that served as consideration.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions That 14-day window exists so you can consult a lawyer or negotiate before committing. Slipping the covenant into an onboarding packet alongside tax forms does not satisfy the separate-document rule.
Customer Non-Solicitation vs. Employee Non-Solicitation
Section 8-2-113 draws a line between two different kinds of non-solicitation. A restriction on contacting a former employer’s customers carries the compensation threshold and the notice procedures described above. A restriction on recruiting a former employer’s staff is evaluated under general reasonableness standards from existing case law and does not trigger the same statutory compensation floor.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions A customer clause can fail on the salary number alone. An employee clause is more likely to be challenged on how broadly it reaches.
Choice-of-Law Clauses Cannot Move You Out of Colorado
Out-of-state employers sometimes include a clause selecting the law of a friendlier state, hoping to dodge Section 8-2-113. The statute closes that door. If you primarily resided or worked in Colorado at the time you left the company, Colorado law governs enforceability no matter what the contract says, and you cannot be forced to litigate the agreement’s enforceability in another state’s courts.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions This matters most for remote workers employed by companies headquartered elsewhere. If you live and work in Colorado, a Texas or Delaware choice-of-law clause will not save your employer’s agreement.
What a Void Agreement Costs the Employer
Colorado does more than throw out bad agreements. An employer that enters into, presents, or attempts to enforce a non-solicitation agreement that violates Section 8-2-113 faces a $5,000 penalty per worker or prospective worker harmed by the conduct.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions On top of the penalty, you can recover actual damages, reasonable costs, and attorney fees in a private lawsuit. Both you and the Colorado Attorney General can bring actions for injunctive relief to stop ongoing enforcement.
A limited good-faith defense exists. If the employer shows that the violation was unintentional and that it had reasonable grounds to believe the agreement was lawful, a court has discretion to reduce or eliminate the $5,000 penalty. The defense does not wipe out actual damages or attorney fees.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions If the Attorney General has already recovered damages or penalties on behalf of a worker, that worker cannot recover the same amounts again in a separate suit.
Agreements Signed Before August 10, 2022
The current framework applies to agreements entered into on or after August 10, 2022. The statute preserves pre-2022 case law for older agreements, so a non-solicitation signed before that date is evaluated under the prior framework: generally enforceable if reasonable in scope and duration and tied to a legitimate business interest, without the current compensation thresholds and notice requirements.1Justia. Colorado Code 8-2-113 – Unlawful to Intimidate Worker – Agreement Not to Compete – Prohibition – Exceptions – Notice – Rules – Definitions Older agreements are not immune from challenge. Colorado courts were already skeptical of overbroad restrictions before 2022, and that skepticism still governs. The reasonableness question is still live; the specific statutory thresholds just do not reach back.
Overbroad Agreements and Blue Penciling
Some employers draft wide restrictions hoping a judge will trim them down rather than throw them out. Colorado courts can do that, but they do not have to. A severability or reformation clause in the contract does not force a court to rewrite an overbroad covenant. If the original restriction is grossly overbroad, a judge is more likely to void it than to redraft it. If you are facing an agreement that reaches far past your actual customer contacts or trade-secret access, overreach is a reason to challenge the clause, not a reason to assume the court will quietly narrow it.