Non-Compete vs Non-Solicitation
A detailed comparison to help you choose the right option.
Non-Compete Agreement
Restricts a person from working for competitors or starting a competing business within a defined area and time period.
Advantages
- Broadest competitive protection
- Protects market position
- Deters key employees from leaving for competitors
Disadvantages
- Increasingly restricted by law
- Banned in some states (California)
- Can be seen as anti-worker
- Harder to enforce
Non-Solicitation Agreement
Prevents a person from recruiting employees or soliciting clients of their former employer for a specified period.
Advantages
- More enforceable than non-competes
- Narrower and more reasonable scope
- Protects key relationships
- Accepted in most jurisdictions
Disadvantages
- Doesn't prevent working for competitors
- Harder to prove violations
- Only protects existing relationships
- May be circumvented indirectly
Key Differences
- 1Scope: Non-competes restrict all competitive work; non-solicitations only restrict poaching clients/employees
- 2Enforceability: Non-solicitations are generally more enforceable
- 3Legality: Non-competes are banned in some states; non-solicitations are accepted nearly everywhere
- 4Impact on worker: Non-competes restrict career options more severely
Which Should You Choose?
Use a non-solicitation if your main concern is protecting client relationships and preventing team poaching — it's more enforceable and less legally risky. Use a non-compete only when you have significant trade secrets or competitive advantages that can't be protected by narrower restrictions, and check your state's laws first.
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