Employment and people
Non-solicitation agreement
A narrower restriction than a non-compete: rather than saying where somebody may work, it says who they may approach. Two versions travel together — one about customers and one about colleagues — and each names a period, a group of people, and what counts as an approach. Because it protects a relationship the business actually built rather than blocking a whole trade, it is more often upheld than a general non-compete, though how far it reaches is still a question of local law.
- In the catalogue
- Employment and people
- Where it can live
- Any of the 184 governing laws
Who uses one
- Employers protecting client relationships when senior people leave.
- Agencies and consultancies whose value is the roster rather than the process.
- Businesses being sold, where the buyer is paying for a customer list.
What you are deciding
- Whether it covers customers, staff, suppliers, or more than one
- Which people are covered, and over what look-back
- What counts as soliciting, and whether dealing is covered too
- How long the restriction runs
- Whether a former colleague answering an advert is caught
- Whether it survives if the person is dismissed
- Which legal system decides it
Blanks you leave stay blank and wait in the room. Nothing is filled in from a guess.
The sections a draft usually has
- 1The parties
- 2Definitions
- 3Customer non-solicitation
- 4Employee non-solicitation
- 5The restricted period
- 6Carve-outs
- 7Severability
- 8Governing law
A general outline, not a required one. What turns up in a draft follows what you described. A contract is written in the order a contract is read.
What people call it
The names this kind of paper goes by. They are here because people search for them. They also filter the catalogue. They are not a wordlist the door matches. At the composer you describe the deal in your own words instead.
- non solicitation agreement
- non solicit
- no poach agreement
- customer non solicitation
- employee non solicitation clause
- anti raiding agreement
Questions people ask
- What is the difference between soliciting and dealing?
- Soliciting is approaching somebody; dealing is doing business with them however the contact started. A clause restricting only solicitation does not stop a customer who comes back on their own.
- Which customers are usually covered?
- Papers of this kind commonly limit it to customers the person actually dealt with, within a period before they left, rather than every name on the company list.
- Are these easier to enforce than non-competes?
- Often, because they are narrower and tied to a relationship the business built. Whether a particular one is enforceable is still decided by the law of the place, not by the drafting.
General answers about the document. Not advice about your situation. Not written about any one country.
Where it lives
A contract names the legal system it is governed by. That is a separate decision from which paper it is. You pick it at the door, from any of the 184 units in Governing law, including England and Wales, Delaware, California and New York.
You do not start from this page. Describe the deal in one sentence at the door. Read the draft back in plain language, in the order a contract is read.
Start it at the door →Related kinds