Updated October 16, 2023
A Tennessee non-solicitation agreement is a contract between an employer and an employee that limits the employee’s ability to use connections made during their period of employment after they leave the company. These limitations may only apply to certain timeframes and geographical areas.
Is It Legally Enforceable in Tennessee?
Yes. While there is no specific state statute governing non-solicitation agreements, courts decide whether a non-solicitation agreement is reasonable and thus enforceable based on its potential impacts on the employer, employee, and public interest. (Vantage Technology, LLC v. Cross (1999))
There is, however, a statute stating that contracts restricting a healthcare provider’s ability to practice after concluding employment with an employer must be limited with respect to geographical area and timeframe. These agreements must not exceed two years. (Tennessee Code Title 63. Professions of the Healing Arts § 63-1-148)
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What Can a Non-Solicitation Agreement Prohibit?
If it is within a reasonable scope, a non-solicit covenant can restrict a former employee from reaching out to, recruiting, or soliciting the employer’s:
- Former or current clients
- Former or current employees
- Independent contractors
- Other business associates
What Should a Non-Solicitation Agreement Include?
While not required by law, it is recommended that a non-solicitation agreement includes reasonable limitations on the following:
1. Time Span
The duration of the contract, which generally ranges from a few months or several years depending on the circumstances, must be considered reasonable and fair to all parties involved.
2. Geographical Limit
The non-solicit covenant should provide a geographical area where the terms of the agreement are enforced. Typically, the specified area is the city, county, or region where the employer is based.
3. Scope of Restricted Activities
Defining exactly what “soliciting” means and whom the individual is restricted from recruiting would be helpful in providing clarity for both parties and avoiding any confusion down the line.
Related Forms
Tennessee Non-Compete Agreement
Download: PDF, MS Word, OpenDocument
Tennessee Non-Disclosure Agreement
Download: PDF, MS Word, OpenDocument