A short-form, neutral post-termination restrictive covenants agreement, under which an employee agrees not to compete with, or solicit the clients or staff of, the employer for a limited period after leaving. Governed by the law of England & Wales.
How to use this template, read this first - Replace every
[SQUARE-BRACKET]field before use. - Restrictive covenants are void as a "restraint of trade" unless reasonable. To be enforceable, each restriction must protect a legitimate business interest (such as client connections, confidential information or workforce stability) and go no wider than necessary in duration, geography and scope. Courts will not generally rewrite an unreasonable covenant, although they may sometimes sever discrete unenforceable wording if the test for severance is met. Keep periods short (commonly 3–6 months) and the scope narrow. - Tailor the restrictions to the employee's actual role and seniority; identical wording for everyone is a classic reason covenants fail. Where restrictions are introduced after employment has started, fresh consideration is usually required (such as a bonus, pay rise or promotion); continued employment alone may be insufficient. - Have a solicitor review before use, enforceability is highly fact-sensitive.
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THIS AGREEMENT is made on [DATE]
BETWEEN (1) [EMPLOYER NAME] of [ADDRESS] (the "Employer"); and (2) [EMPLOYEE NAME] of [ADDRESS] (the "Employee").
Agreed terms
1. Definitions.
- "Termination Date": the date the Employee's employment ends.
- "Restricted Period": [NUMBER] months from the Termination Date [less any period spent on garden leave].
- "Restricted Business": the business of [DESCRIBE, the specific products/services the Employee was involved in].
- "Restricted Area": [DESCRIBE, e.g. the area where the Employee worked / the Employer operates], where relevant.
- "Key Persons / Clients": clients, prospective clients or employees with whom the Employee dealt or about whom they had confidential information in the [12] months before the Termination Date.
2. Non-solicitation of clients. During the Restricted Period the Employee will not solicit or entice away any Key Client for the purpose of providing the Restricted Business.
3. Non-dealing with clients. During the Restricted Period the Employee will not deal with or provide competing goods or services to any Key Client.
4. Non-poaching of staff. During the Restricted Period the Employee will not solicit or entice away any Key Person (senior/skilled employee) to leave the Employer.
5. Non-compete. During the Restricted Period the Employee will not be engaged in a business that competes with the Restricted Business within the Restricted Area. (Use a non-compete only where narrower covenants are insufficient.)
6. Confidentiality. The Employee will keep the Employer's confidential information secret after termination (separate from, and in addition to, these covenants).
7. Reasonableness and severance. The Employee agrees these restrictions are reasonable to protect the Employer's legitimate interests. Each restriction is separate and severable; if any is held unenforceable, the others continue.
8. Governing law and jurisdiction. This Agreement is governed by the law of England and Wales, whose courts have jurisdiction.
Signatures
Signed by [EMPLOYER]: __________________ Date: [DATE] Signed by [EMPLOYEE]: __________________ Date: [DATE]
--- This template is a starting point and not legal advice. The enforceability of post-termination restrictions depends heavily on their reasonableness for the specific role, have a qualified solicitor review and adapt it before use. Governing law: England & Wales.