Legal Question in Business Law in California

A non compete must be reasonable in time (7 years sounds excessive) and geographic scope (did you say county or country). So the starting point would be an analysis of the contract and surrounding circumstances.

If your brother is deemed to have repudiated-terminated the contract by nonpayment, this may excuse your performance. You need to show everything to an attorney before assuming anything or taking any action that may come back to haunt you.

Kevin B. Murphy, B.S., M.B.A., J.D. - Mr. Franchise

Franchise Attorney

Options are to stay idle out of fear, go into a different line of work, negotiate a settlement, or end up in litigation brought by one or the other of you. If you want some legal help in working out the issues, feel free to contact me.

Mr. Murphy is wrong that the contract is repudiated by your brother's conduct. If you had breached the contract, he is entitled to offset his damages with the payments he owes you, without repudiating the contract. However, a breach of contract does not excuse performance. So you cannot use his non-payment as an excuse to breach the non-compete clause. You should also know that a non-compete in connection with a sale of a business is not the same as in an employment agreement. Sale of business non-competes can be more restrictive and longer lasting than in employment agreements. Both prior answers are correct, however, that you need to have the contract and the details of the transactions and events following them reviewed by an attorney. Mr. Nelson sums up your options pretty well there. My firm specializes in mediation and negotiating resolutions to these kinds of situations, saving litigation as a last resort. We maintain a facility in Carlsbad. If we can be of assistance, please feel free to contact me.

Non-compete clauses are often found to be invalid. If it is a large sum owing, then litigate the matter. Contact me directly.