Employment Law · Haute Lawyer Network
What Is a Non-Solicitation Agreement?
Last reviewed: June 2026
A non-solicitation agreement is a contract provision that prohibits a former employee from soliciting the employer's customers or employees for a specified period after leaving.
Unlike a non-compete — which restricts where a former employee can work — a non-solicitation agreement allows the former employee to work anywhere, including for a competitor, but prohibits them from actively recruiting the former employer's clients or colleagues.
Non-solicitation agreements are generally more enforceable than non-competes because they are more narrowly tailored — they protect specific business relationships rather than broadly restricting the employee's ability to work in their field.
Courts typically require that non-solicitation agreements be reasonably limited in duration — typically one to two years — and scope.
Frequently Asked Questions
What is the difference between a non-compete and a non-solicitation agreement?
A non-compete restricts where and for whom a person can work. A non-solicitation restricts whom they can recruit or do business with. Non-solicitation agreements are narrower, more targeted, and generally more enforceable.
Does a non-solicitation agreement prevent me from working for a competitor's customers?
Generally no. Non-solicitation agreements restrict active solicitation — reaching out to customers or colleagues. They typically do not prevent former customers from seeking out and hiring the former employee on their own initiative.
What is a non-solicitation of employees provision?
A separate provision prohibiting a former employee from recruiting or hiring former colleagues — protecting the employer from talent raiding. These provisions are also generally more enforceable than broad non-competes.
Can a non-solicitation agreement be enforced if the employer violated the employment agreement?
Courts in some jurisdictions apply a "material breach" defense — if the employer materially breached the employment agreement first, the non-solicitation provision may be unenforceable.
What damages are available for violation of a non-solicitation agreement?
Lost profits from customers or employees taken, injunctive relief to stop the solicitation, and in some cases attorney fees if the agreement provides for them or applicable law allows.
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