Oregon Revised Statutes Chapter 653 § 653.297 — Prohibitions and limitations on noncompetition, nondisparagement and

Prohibitions and limitations on noncompetition, nondisparagement and nondisclosure agreements involving medical licensees; exceptions. (1) As used in this section and ORS 653.298: (a) “Adverse action” means discipline, discrimination, dismissal, demotion, transfer, reassignment, supervisory reprimand, warning of possible dismissal or withholding of work, even if the action does not affect or will not affect a medical licensee’s compensation. (b) “Management services organization” has the meaning given that term in ORS 676.555. (c) “Medical licensee” has the meaning given that term in ORS 676.555. (d) “Noncompetition agreement” means a written agreement between a medical licensee and another person under which the medical licensee agrees that the medical licensee, either alone or as an employee, associate or affiliate of a third person, will not compete with the other person in providing products, processes or services that are similar to the other person’s products, processes or services for a period of time or within a specified geographic area after termination of employment or termination of a contract under which the medical licensee supplied goods to or performed services for the other person. (e) “Nondisclosure agreement” means a written agreement under the terms of which a medical licensee must refrain from disclosing partially, fully, directly or indirectly to any person, other than another party to the written agreement or to a third-party beneficiary of the agreement: (A) A policy or practice that a party to the agreement required the licensee to use, in patient care, other than individually identifiable health information that the medical licensee may not disclose under the Health Insurance Portability and Accountability Act of 1996, P.L. 104-191, as in effect on June 9, 2025; (B) A policy, practice or other information about or associated with the medical licensee’s employment, conditions of employment or rate or amount of pay or other compensation; or (C) Any other information the medical licensee possesses or to which the medical licensee has access by reason of the medical licensee’s employment by, or provision of services for or on behalf of, a party to the agreement, other than information that is subject to protection under applicable law as a trade secret of, or as otherwise proprietary to, another party to the agreement or to a third-party beneficiary of the agreement. (f) “Nondisparagement agreement” means a written agreement under which a medical licensee must refrain from making to a third party a statement about another party to the agreement or about another person specified in the agreement as a third-party beneficiary of the agreement, the effect of which causes or threatens to cause harm to the other party’s or person’s reputation, business relations or other economic interests. (g) “Professional medical entity” has the meaning given that term in ORS 676.555. (h) “Recruitment investment” means costs to an entity that are equivalent to 20 percent or more of the annual salary of an employee with whom the entity has entered into a noncompetition agreement if the entity incurs the costs for: (A) Marketing to and recruiting the employee; (B) Providing the employee with a sign-on or relocation bonus; (C) Educating or training the employee in the entity’s procedures; (D) Providing support staff, technology acquisitions or upgrades and license fees related to the employee’s employment; or (E) Similar or related items. (2)(a) Notwithstanding ORS 653.295 (1) and (2), and except as provided in paragraph (b) of this subsection, a noncompetition agreement that restricts the practice of medicine or the practice of nursing is void and unenforceable between a medical licensee and: (A) A person, as defined in ORS 442.015; (B) A management services organization; or (C) A hospital, as defined in ORS 442.015, or a hospital-affiliated clinic, as defined in ORS 442.612. (b) A noncompetition agreement between a medical licensee and another person that restricts the practice of medicine or the practice of nursing is valid and enforceable to the extent and under the terms provided in ORS 653.295 if: (A) The medical licensee is a shareholder or member of the other person or otherwise owns or controls an ownership or membership interest and the medical licensee’s ownership or membership interest in the other person is equivalent to 1.5 percent or more of the entire ownership or membership interest that exists in the other person; (B) The noncompetition agreement: (i) Is with a professional medical entity that provides the medical licensee with documentation of the professional medical entity’s recruitment investment; and (ii) Has a term that is not longer than: (I) Five years after the date on which the medical licensee was hired if the medical licensee engages directly in providing medical services, health care services or clinical ca