[Closed] Leaving job and nonsolicitation clauses

I wouldn't sign an additional letter.

If you've signed a contract with the clause in it then that should be enough.

Is the  clause only about direct solicitation of clients for new work or does it seek to restrict , for example, you working with those clients on a pre-existing contract that they might have with your new employer.

Preventing you poaching their existing client base is one thing, restricting your ability as an individual to legitimately operate within a niche industry is entirely another

IANAL but you might want to get one...

Logic says that you should ask for such a list as you don't want to fall foul of this clause.

If they can't provide a list then they might not have in place any way of monitoring you past versus your future activities and it's all bluff.

If they won't provide it seems an unreasonable restriction on your future activities with your new employers as you will have to ask your old employer every time you deal with a client in your new job.

IANAL...

I wouldn’t sign an additional letter.

If you’ve signed a contract with the clause in it then that should be enough

Totally agree with this.
Why do you need to sign a letter when they already have a contract in place ?

Oh, and poach whoever you want from your existing client list obviously 👍
Just don’t deal with them personally. Great way to make good friends at the new place 🤔

What if you don't agree with who is on the list?
Don't sign anything or ask for a list.

I can’t do anything for any current or potential clients of current employer

Potential clients? What, like everyone in the whole world?

Thanks all, I think I'll just tell them I ain't signing it 😀. No upside for me in it! I don't intend to go poaching clients anyway but our Yankee overlords tend to get all twitchy about this kind of stuff.

Potential clients

Only if I've had dealings with them in the past year - we work on limited term projects, so there could be a client we've done a lot of work with in the past year but don't currently have an ongoing project with IYSWIM.

Yeah, my advice, and this is a general rule of mine - don't sign shit unless you want to and it suits you.

It COULD just be a letter reminding you of your obligations of your original employment contract and the normal part of off-boarding staff, or it might because they don't have your original contract or the one you signed didn't come with that clause.

I wouldn’t sign an additional letter.

If you’ve signed a contract with the clause in it then that should be enough.

This, and a contract is legally binding. So when you signed that, you were subject to the clauses within.

This "letter" is just a letter and not legally binding. I suspect your HR/Legal Dept are simply reminding you of the clauses in your original contract.. by making you sign it.

Ask them to prove otherwise, or any changes to your original contract then go seek legal advise if you don't understand it.

IANAL

IMO

This “letter” is just a letter and not legally binding. I suspect your HR/Legal Dept are simply reminding you of the clauses in your original contract.. by making you sign it.

Ask them to prove otherwise, or any changes to your original contract then go s

Depending on how it is worded, it could be taken as being an undertaking which reinforces or extends the clauses in the original contract. I would ask why they want you to sign it?

I believe our HR people send out some similarly draconian sounding letter. I don't think we ask them to sign anything. Like all these things they've managed to take what could be a civilised process and turn it into something that gets people pissed off.

Is there any value in me asking to have a list of said clients included in the letter or could that backfire?

I quite like the idea of writing back to them: acknowledging receipt of a letter, stating you will abide by the terms in your contact, but for the avoidance of doubt, please provide the list of clients you consider I am not permitted to contact. Such a list could be quite handy six months later!

This “letter” is just a letter and not legally binding. I suspect your HR/Legal Dept are simply reminding you of the clauses in your original contract.. by making you sign it.

Ask them to prove otherwise, or any changes to your original contract then go s

Depending on how it is worded, it could be taken as being an undertaking which reinforces or extends the clauses in the original contract. I would ask why they want you to sign it?

Agreed, really what's the difference between a Contract and letter?

And they can't make you sign it.

This, and a contract is legally binding. So when you signed that, you were subject to the clauses within.

It's legally binding if it's considered fair. If it said for instance that you couldn't contact customers for 20 years, that wouldn't be enforceable. How you define "fair" is another matter, mind...

Agreed, really what’s the difference between a Contract and letter

Consensus.

If they write a letter and you read it. Not a contract

If they write a letter and get proof that you read it . Still not a contract.

If they write a letter and get you to sign to merely  acknowledge receipt of it. Still not a contract

If they write you a letter and you sign it to say that you agree with what's in it. That's a contract.  Offer and acceptance innit.

If they write you a letter and you sign it to say that you agree with what’s in it. That’s a contract. Offer and acceptance innit.

I think there might need to be consideration too - if there was no benefit from signing a letter (like getting to quit early, or having a discretionary bonus paid) then I think some lawyers could earn a good few hours of fees debating this.

I think there might need to be consideration too

Not in Scotland.

Them Scots being well known to do something for nothing 😉

That letter is really useful to you but keep it rather than sign it. I don't know what it says in your initial contract but you now have absolute proof that they are only trying to restrict you for 6 months (which seems reasonable), signed or unsigned. If the orignal contract states longer I'd be tempted to sign it. If I've had doubts about things myself I've simply paid a legal expert to have a look and advise - perhaps better than an MTB forum.

Invite them to put you on gardening leave if they are really worried you are a risk.

Thanks all, I'm not too worried about actual legal ramifications as I know about 7 or 8 people who have left the current company for the one I'll be joining and had the same clauses in their contracts, and I've made sure the new company know about my non-solicitation clauses. I won't be signing the letter though unless there's something in it for me - however, if they offer anything it'd just make me more suspicious!

Gardening leave would have been great, my notice period is 3 months so that would have been a lot of cycling...

"If they write a letter and get proof that you read it . Still not a contract."

Not as clear cut as that unfortunately, it depends on what the letter says and the subsequent actions of the parties involved. Lord Carnwath and Lord Neuberger explain (opaquely).

The letter was expected and part of the pre-agreed terms in your Carnwath example, ajaj. If an employer tries to change conditions and there was no mention of this possible change in the original contract it's very different. Case law is great if you have an identical or very similar case, if not you need a new case.

You can't just send someone a letter out of the blue and then claim it's a contract. The law gnenerally is not a ass (but will be soon once the ECJ no longer has a say)..

"Case law is great if you have an identical or very similar case"

With apologies for continuing the thread distraction. Somewhere in Lord Woolf's Access to Justice stuff he rants about people, including barristers, thinking that cases are useful precedent just because the facts are similar and not whether they clarify an area of law. The two cases quoted I did so because the High Court consider them precedent setting on whether contracts must be signed, and they are cited in employment disputes where an employment contract was not signed. The journals might be wrong, of course, but the Master of the Rolls didn't pick holes in that aspect of the appeal.

All of which is no use whatsoever to the OP. Sorry.

UPDATE: looks like the company are using the letter to get the company I'm going to specified as a direct competitor (not specified in current contract). They sent the same one to someone else who is leaving the company to go to the same place as me on her last day and, once she'd signed it, issued some document saying that she couldn't work for the new company during the period of her nonsolicitation agreement and that they wouldn't be providing any compensation during that period.

Pretty shitty behaviour and just underlines why I'm leaving - rather than try and address WHY people are leaving, they're resorting to these sort of tactics. New company is sorting an employment lawyer to look into it, I suspect they'll find it difficult to enforce as it's a small and specialised industry so restriction of trade will presumably apply.

I was never going to sign the letter anyway, so it'll be interesting to see if they try the same with me without it. I've enough buffer that I can probably manage for 6 months without working, and I'm bloody minded enough to just say 'see you in court' if they try it.

They sound like asshats. That can't be legal.

Arenty "solicitation" and working two wholly different things?

First would be "you can't be involved in getting a new client for your new employer from this list.

Second seems to be you can't work with these clients at all, no matter what stage they are at, with your new employer.

First I get, second erm no.

One reason not to say where you're going when you hand your notice in.

I wouldn’t sign an additional letter.

If you’ve signed a contract with the clause in it then that should be enough.

This. I would just ignore them.

Yeah, my guess is it's a bit of a bully boy tactic to try and intimidate other companies from taking their staff - they probably know they'll lose, but as a big company they've got a dedicated legal team so can use tactics like this at a low cost.

If they feel they need the additional signed letter to make it stick, then you and your new employer should be pretty confident that your current contract doesn't restrict you to that extent.