What it is
A non-solicit clause restricts you from contacting former clients, customers, or coworkers for a defined period after leaving. It usually lasts 6–24 months and can apply to soliciting business, recruiting employees, or both.
Why it matters
Non-solicits are often more enforceable than non-competes — even in California, narrowly tailored employee non-solicits can sometimes hold. A broad non-solicit can effectively bar you from your industry without ever using the word 'compete.'
Sample clause language
"For 24 months following termination, Employee shall not directly or indirectly solicit, contact, or do business with any current or former customer of Company, nor recruit any current or former employee of Company."
What it really means: 'Former customer' with no time limit and 24 months is overbroad. Reasonable scope is 6–12 months, only customers you personally worked with, and only active customers — not 'former.'
Red flags
- Duration over 12 months
- Covers customers you never personally worked with
- Includes 'former' customers with no time bound
- Bars accepting unsolicited business
- Covers all employees, not just direct reports
Fair / acceptable
- 6–12 month duration
- Limited to customers you worked with in the last 12 months
- Allows passive/unsolicited contact
- Limited to employees you directly managed
How to negotiate
- Cap at 12 months
- Limit to clients you personally serviced
- Carve out passive marketing and unsolicited inbound
Frequently asked questions
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Not legal advice. For informational purposes only.