Is It Legally Enforceable in Georgia?

Yes — as long as the limitations imposed are reasonable in terms of time, geographic reach, and scope of activity.^[1]

Solicitation agreements generally may not prohibit an ex-employee from accepting unsolicited business from a client of the firm.^[2]

For agreements entered into on or after May 11, 2011, Georgia employers may prohibit former employees from soliciting customers with whom they had material contact in order to provide products or services that are competitive with the employer’s business.^[3]

Types of Solicitation to Prohibit

A non-solicitation agreement in Georgia can prohibit a former employee from reaching out to the employer’s:

Past or current clients/customers
Actively sought clients/customers
Past or current employees
Independent contractors
Other business affiliates (e.g. supplier, etc.)

What to Include

What should you include in a non-solicitation agreement.

Under Georgia statutes, a restrictive covenant must include the following terms in order to be enforceable:

1. Time Restraint

The agreement must specify a reasonable length of time prohibiting the individual from soliciting the employer’s clients, employees, or other business affiliates.

2. Geographical Restraint

The covenant must either specify the location where the individual is prohibited from the listed actions or include the phrase “the territory where the employee is working at the time of termination,” or similar language.

3. Specific Action

It must specify the activity, products, or services that the individual is restricted from pursuing against the interest of the employer following their termination of employment. Under Georgia statute, the following phrase is deemed sufficient to describe the prohibited activity: “of the type conducted, authorized, offered, or provided within two years prior to termination.”