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Subcontractor Non Solicitation Agreement Template for England and Wales

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Key Requirements PROMPT example:

Subcontractor Non Solicitation Agreement

"I need a Subcontractor Non Solicitation Agreement for my IT consulting firm based in Manchester, protecting our client relationships and preventing subcontractors from poaching our employees for 12 months after termination, to be effective from March 2025."

Document background
The Subcontractor Non Solicitation Agreement is essential for businesses operating in England and Wales who rely on subcontractors while wanting to protect their workforce and client relationships. This document establishes clear boundaries regarding recruitment and business solicitation, typically used when engaging independent contractors or third-party service providers. It outlines specific restrictions on approaching employees, clients, or business opportunities, while ensuring enforceability under English law. The agreement balances the legitimate business interests of the primary contractor with reasonable limitations on the subcontractor's future activities.
Suggested Sections

1. Parties: Identification and details of the contracting parties

2. Background: Context of the agreement and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Scope of Non-Solicitation: Specific restrictions and prohibited activities

5. Duration: Time period for which restrictions apply

6. Geographic Scope: Territorial limitations of the restrictions

7. Breach and Remedies: Consequences of violation and available remedies

Optional Sections

1. Consideration: Details of payment or other consideration, when specific compensation is provided for the restrictions

2. Confidentiality: Additional confidentiality obligations when handling sensitive information beyond standard non-solicitation

3. Exceptions: Specific carved-out activities or circumstances that are explicitly permitted

Suggested Schedules

1. Schedule of Protected Clients: List of specific clients covered by non-solicitation

2. Schedule of Protected Employees: List of employees covered by non-solicitation provisions

3. Geographic Territories: Detailed description of geographic areas covered by the agreement

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions

























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Relevant Industries
Relevant Teams
Relevant Roles
Industries

Restraint of Trade Doctrine: Common law principle that prohibits unreasonable restrictions on trade and ensures non-solicitation clauses are reasonable, proportionate, and protect legitimate business interests

Competition Act 1998: Primary UK legislation governing competition law, ensuring non-solicitation agreements don't unfairly restrict market competition

EU Retained Competition Law: Post-Brexit incorporation of EU competition principles into UK law, affecting how non-solicitation agreements are structured in cross-border contexts

Employment Rights Act 1996: Key employment legislation that may impact non-solicitation terms when they affect employment relationships or worker rights

Agency Workers Regulations 2010: Regulations protecting agency workers' rights that must be considered if the non-solicitation agreement involves temporary or agency workers

Trade Secrets Regulations 2018: Legislation protecting trade secrets and confidential information, crucial for enforcing non-solicitation provisions related to business knowledge

Contracts Rights of Third Parties Act 1999: Legislation governing how third parties may be affected by or enforce contract terms, relevant for subcontractor relationships

Unfair Contract Terms Act 1977: Legislation ensuring contract terms are fair and reasonable, particularly important for enforceability of restrictive covenants

Basic Contract Law Principles: Fundamental requirements for valid contracts including offer, acceptance, consideration, and intention to create legal relations

Enforceability Requirements: Legal principles requiring restrictions to be reasonable in duration, geographic scope, and scope of prohibited activities

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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