Non-Solicitation Clause

What This Clause Does

A non-solicitation clause has two parts: you can't recruit your former colleagues away from the company, and you can't approach former clients to do business with them. These are often bundled together but they're separate restrictions with different practical impacts.

The colleague restriction rarely causes issues unless you're trying to build a startup with your old team. The client restriction is the one to watch — especially if your income depends on relationships you built while at the company. Check whether it covers clients you personally worked with or all of the company's clients.

What This Looks Like in a Contract

"For [12/24] months after termination, Employee shall not (a) solicit, induce, or encourage any employee of Company to leave employment, or (b) solicit or accept business from any client or customer of Company that Employee had contact with during the [12/24] months prior to termination."

Red Flags to Watch For

• Covers all company clients, not just those you personally worked with
• Restriction period exceeds 12 months
• Applies to clients you had no direct relationship with
• "Solicit" defined broadly to include passive acceptance of inbound requests

Negotiation Strategies