Rule Text (verbatim from The Florida Bar)
A lawyer shall not participate in offering or making:
(a) a partnership, shareholders, operating, employment, or
other similar type of agreement that restricts the rights of a lawyer
to practice after termination of the relationship, except an
agreement concerning benefits upon retirement; or
(b) an agreement in which a restriction on the lawyer’s right to
practice is part of the settlement of a client controversy.
Educational reference. This page summarizes a Florida Rule of Professional Conduct for educational purposes. The rule text and Comment are mirrored from the Florida Bar's official publication and are public domain. The plain-English summary and any commentary are the opinion of Phillips, Hunt & Walker and are general information only — not legal advice. Reading this page does not create an attorney-client relationship. If you believe a Florida lawyer has violated this rule, you can file a complaint with The Florida Bar at floridabar.org. Past results do not guarantee a similar outcome.
What this rule means in plain English
A Florida lawyer cannot offer or make a partnership, employment, or settlement agreement that restricts the lawyer’s right to practice after the relationship ends. Non-compete clauses for lawyers are unenforceable in Florida — period. The rule protects clients’ freedom to follow their chosen lawyer if that lawyer changes firms, and also protects lawyers from being squeezed out of practice by their former firms through restrictive contracts.
Florida Bar Ethics Opinions interpreting this rule
- Opinion 04-2 (2004)
<p>A Florida lawyer cannot propose or agree to a settlement provision that restricts the lawyer's right to practice — whether directly or indirectly. Even confidentiality clauses or broad releases of liability can cross the line if they functionally prevent the lawyer from representing other clients against the same defendant. The rule protects future clients from being shut out of qualified counsel through settlement leverage.</p>
Read on floridabar.org → - Opinion 93-4 (1993)
<p>Common provisions in law firm-associate employment contracts can violate Rule 4-5.6, which bans agreements that restrict a lawyer's right to practice after termination. Non-compete clauses are unenforceable for lawyers in Florida — period. A firm cannot tie an associate's ability to practice law to severance, retirement, or any post-termination terms. The rule protects clients' ability to follow their chosen lawyer.</p>
Read on floridabar.org →
Comment (verbatim from The Florida Bar)
An agreement restricting the right of lawyers to practice after
leaving a firm not only limits their professional autonomy, but also
limits the freedom of clients to choose a lawyer. Subdivision (a)
prohibits such agreements except for restrictions incident to
provisions concerning retirement benefits for service with the firm.
Subdivision (b) prohibits a lawyer from agreeing not to
represent other persons in connection with settling a claim on
behalf of a client.
This rule does not apply to prohibit restrictions that may be
included in the terms of the sale of a law practice in accordance
with the provisions of rule 4-1.17.
This rule is not a per se prohibition against severance
agreements between lawyers and law firms. Severance agreements
containing reasonable and fair compensation provisions designed to
avoid disputes requiring time-consuming quantum meruit analysis
are not prohibited by this rule. Severance agreements, on the other
hand, that contain punitive clauses, the effect of which are to
restrict competition or encroach upon a client’s inherent right to
select counsel, are prohibited. The percentage limitations found in
rule 4-1.5(f)(4)(D) do not apply to fees divided pursuant to a
severance agreement. No severance agreement shall contain a fee-
splitting arrangement that results in a fee prohibited by the Rules
Regulating The Florida Bar.
Amended July 23, 1992, effective January 1, 1993 (605 So.2d 252);
amended July 17, 1997 (697 So.2d 115); amended March 23, 2006,
effective May 22, 2006 (933 So.2d 417).