What is a non-solicitation agreement?
The word solicit can have a broad meaning under the law. As a general rule, it means contacting customers to persuade the customer to do business with a new, different or competing firm.
Non-solicitation agreements can serve a valuable purposes for many businesses. As an example, many businesses spend time, money and resources to build their customer base and customer list, and they invest substantial assets to keep their customer list confidential. Such employers may wish to prevent employees from gaining access to the customer list, quitting their jobs, and then soliciting those customers on behalf of a new or competing business.
Non-solicitation agreements are not always enforceable, however. In Florida, a non-solicitation agreement must generally satisfy two two tests.
First, the employer must have a legitimate business interest in enforcing the non-solicitation agreement. Typical examples might include protecting existing customer relationships or protecting business trade secrets or confidential information.
Second, the non-solicitation agreement must be reasonable in duration and scope. Duration means the amount of time that it covers, i.e., one year, five years, etc. Scope means the geographic area that it covers, i.e., the city, the county, the whole state, etc.
Whether a given non-solicitation agreement passes this two-part test will depend on the specific facts and circumstance of the business and industry.
If you believe you have a dispute regarding a non-solicitation agreement, contact one of our attorneys.