In the post-COVID world, even smaller employers now operate across multiple states through remote teams, regional sales forces, and distributed customer bases. That shift has made one point unavoidable: employers cannot rely on a one-size-fits-all noncompete or nonsolicitation and assume that a court will reform or “blue-pencil” an overbroad restriction into one that is enforceable. Whether a court will narrow a covenant, refuse to touch it, or enforce only part of it depends heavily on state law and, in some states, on the employer’s conduct in drafting and imposing the restriction. Therefore, for multijurisdictional businesses, restrictive covenants must be tailored to the governing state from the outset.
Alabama: Reformation Exists, But It Is Narrow
Alabama’s statute permits a court to partially invalidate and revise a restraint if it is overly broad or unreasonable in duration, but it also authorizes a court to void a restraint entirely if it does not fit within the statute’s limited exceptions. Alabama law, therefore, allows some reformation, but not a wholesale rewrite.
In Cajun Steamer Ventures, LLC v. Thompson, 402 F. Supp. 3d 1328 (N.D. Ala. 2019), the court held that Alabama courts may reduce an unreasonable duration, but they are not free to cure substantive overbreadth by rewriting the agreement. In other words, if the problem is that the agreement reaches too far in subject matter or falls outside Alabama’s statutory framework, blue-penciling is not a dependable backstop. Alabama’s statute itself reflects that distinction by expressly mentioning overbreadth and unreasonable duration, yet tying enforceability to the existence of a protectable interest and a permitted statutory category.
Cajun Steamer also underscores the limits of judicial modification in Alabama: courts are not there to create a different bargain or cure a covenant that is substantively overbroad in the activities it prohibits. Put another way, an Alabama court may sometimes trim time or geographic scope, but it is far less likely to rewrite the core scope of the restriction. For employers, the practical point is straightforward: if an Alabama noncompete or nonsolicitation sweeps too broadly in the conduct it bars, the entire restrictive covenant may be unenforceable.
New York: Partial Enforcement Is Equitable, Not Automatic
New York does not follow a mechanical blue-pencil rule. Instead, courts apply a case-specific partial-enforcement analysis. If a covenant is overbroad, a New York court may sever and enforce only the reasonable part. But that relief is discretionary and turns heavily on the employer’s conduct, including whether the employer acted in good faith to protect a legitimate interest, and whether there was an absence of overreaching, coercive use of dominant bargaining power, or other anticompetitive misconduct. Accordingly, New York courts may narrow client scope, time, or geography in an appropriate case, but they are less likely to rescue a covenant that was drafted aggressively from the start or imposed through unequal bargaining power. For example, in Premium Prods., Inc. v. O’Malley, 251 N.Y.S.3d 296 (2d Dept. 2026), the court reiterated that partial enforcement depends on a case-specific inquiry into the employer’s conduct in imposing the covenant. The court explained that “[p]artial enforcement may be justified if an employer demonstrates, in addition to the legitimate business interest, an absence of overreaching, coercive use of dominant bargaining power, or other anti-competitive misconduct.” Id. at 305 (internal quotation marks omitted).
New Jersey: Courts May Partially Enforce, But Not Rewrite a Better Contract
New Jersey has abandoned its old rule that overbroad covenants are void per se and will permit total or partial enforcement to the extent reasonable under the circumstances. The test is whether the covenant protects a legitimate employer interest, imposes an undue hardship on the employee, or impairs the public interest.
That sounds employer-friendly, but partial enforcement is not guaranteed. If an employer uses superior bargaining power to extract a deliberately unreasonable or oppressive covenant, equitable relief may be denied. And, even where enforcement is permitted, the restriction may be narrowed as to geography, duration, and scope of activity.
The real caution for drafters is that New Jersey courts will not always supply limiting language that the parties failed to include. If a court determines that a restriction is too broad or imposes an undue hardship, it may decline to add language that the agreement does not contain.
Georgia: Allows More Modification, But Not Unlimited Judicial Rescue
Georgia is often viewed as more receptive to modification than many states, especially since its modern restrictive covenant statute, the Georgia Restrictive Covenants Act (GRCA), changed the preexisting common-law landscape. But even in Georgia, employers should not count on blue-penciling.
The GRCA provides that if a restraint does not comply with the statute, a court “may” modify it. In other words, blue-penciling is discretionary. However, any such modification cannot render the covenant more restrictive than originally drafted by the parties. If a court finds that legitimate business interests do not warrant modification, it can decline to blue-pencil the covenant.
Also, Georgia courts interpreting Georgia law focus first on Georgia statutory text and context, and not simply on federal analogies or broad assumptions about contract repair. That interpretive caution matters when employers assume that a court will freely revise an overbroad restraint. As the Georgia Supreme Court has emphasized, Georgia law questions must be answered based on Georgia’s own text, history, and decisional context. That serves as a useful reminder that any argument for judicial modification must be anchored in Georgia law itself, not in general notions of equity.
Practically, Georgia may permit more judicial tailoring than some states, but that does not eliminate risk. Courts still assess whether the restraint, as drafted, is reasonable and consistent with the governing statute. Also, any modification must be consistent with the parties’ intent and expectations, and courts may grant only the relief necessary to protect legitimate business interests. Accordingly, employers should not assume that every defect will be repaired, especially where the overbreadth is substantial or embedded in the core business restriction, rather than a discrete severable term.
Nebraska: No Reliable Blue-Pencil Safety Net at Common Law
Nebraska is one of the clearest examples of why employers cannot rely on blue-penciling to rescue an overbroad noncompete.
Under Nebraska common law, courts are not permitted to blue-pencil unreasonable covenants not to compete to make them enforceable. The Nebraska Supreme Court has repeatedly held that it is not the job of the courts to reform a restrictive covenant, and that the judiciary must either enforce the agreement as written or not at all. Modifying a restrictive covenant to make it enforceable is viewed as equivalent to drafting a private agreement, which is outside the power of the courts. Accordingly, under Nebraska common law, if any portion of an integrated noncompete covenant is invalid, the entire covenant is void. For multistate employers, Nebraska is a jurisdiction where overreaching can be especially costly.