Restrictive Covenants In Employment Contracts

Restrictive covenants are a very complex area of employment law. Our lawyers can help you negotiate restrictions, advise on their enforceability, or defend you if your former employer is taking you to court.

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What can we help with?

Restrictive covenants (or post-termination restrictions) are contractual clauses that are enforceable even after you leave an employer.

These restrictions usually last anywhere between 6 and 12 months once you leave and can prevent you:

Working for a competitor or setting up in competition
Working for a previous client, contact or supplier
Poaching other employees
Poaching clients
Taking or using confidential business information.

We understand that you can feel trapped and unable to move on if you have restrictive covenants in your contract. However, to be enforceable a clause can’t be too restrictive, and it can’t be too vague either. Our solicitors can help you in a range of situations, including:

Reviewing and negotiating contracts before you start a new job
Assessing whether you’re breaching any restrictive covenants before setting up on your own, or leaving to go to a competitor
Negotiating post-termination restrictions as part of a settlement agreement and severance package
Negotiating a waiver of restrictive covenants if your employment is being ended due to no fault of your own (such as through redundancy)
Defending your position if your ex-employer is threatening legal action against you.

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We have the largest private client team in the UK, our team of experts are here to provide discreet legal advice to support you and your family.

Fergal Dowling

Managing Partner - Business Services Group

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Meet our experts

Fergal Dowling

Managing Partner - Business Services Group

Find out more

Frequently Asked Questions

Restrictive covenants and post-termination restrictions are put in contracts to protect businesses. By design they are there to disadvantage you if you decide to move on. We understand the detrimental impact that restrictions can have on your future, and will fight hard for your rights.

What are the common types of restrictive covenant?

It’s increasingly the case that employers try to restrict employees after they leave a company. These restrictions usually last anywhere between 6 and 12 months and are usually set out in your employment contract or settlement agreement. Sometimes there might be a separate document which details them instead.

It’s worth noting too that if you hold shares in a company, there may also be restrictions in your shareholder agreement.

Common restrictive covenant clauses include:

Non-compete - This restricts you from setting up in competition or working for a competitor.
Non-solicitation - Prevents you from poaching clients of your previous firm.
Non-dealing - Similar to above but restricts you from having any contact with former clients.
Non-poaching - Stops you poaching other employees, teams or contractors to come work with you.
Non-disclosure of information - Prevents you sharing or using confidential business information.

Are restrictive covenants enforceable?

For a restrictive covenant to be enforceable, your former employer needs to show that it is reasonably necessary for the protection of their business interests. Restrictions cannot be too vague or too restrictive. If they are, they may be considered void and “in restraint of trade”.

Just because you’ve signed a document which contains a restrictive covenant, it doesn’t necessarily mean you are bound by it. It could also be that there is a dispute around time limits.

Restrictive covenants have to be specific, and be for a reasonable time period (usually between 6 and 12 months). This period should be reduced for any time you spend on gardening leave.

If you’re considering leaving your current employer and are worried about restrictions, it’s important to get legal advice. We can provide a commercial and legal opinion of whether a restriction will be enforceable.

Who can you help?

Our lawyers can help senior executives and professionals who are subject to post-termination restrictions.

The consequences of breaching a restrictive covenant can be significant. You could be liable for all the losses and costs your ex-employer has incurred as a result of the breach. So it’s important that you seek advice from us as soon as possible if you’re unclear about your position. Just because a restriction is in your documentation, it doesn’t mean that it’s enforceable.

We can give you practical, commercial advice on whether your previous employer could win a breach of contract claim against you.

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