Maryland Non-Solicitation Agreement

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Updated December 02, 2022

A Maryland non-solicitation agreement is an addendum to an employment contract that sets limitations on the employee’s ability to solicit the employer’s customers, personnel, contractors, or suppliers after leaving the company. This agreement usually establishes a specific timeframe for which the limitations are legally enforceable.

Is It Legally Enforceable in Maryland? 

Yes  if the agreement is attached to an employment contract and its limitations are necessary (within reason) to protect the employer’s business.

However, the agreement can’t create any unnecessary difficulties for the employee, either professionally or personally. It also can’t ignore how the limitations might affect the employee’s abilities to serve the general public, particularly if their skillset is highly specialized or uncommon.

(Becker v. Bailey, 299 A.2d 835, 837-38 (Md. 1973), Tuttle v. Riggs-Warfield-Roloson, Inc., 246 A.2d 588, 590 (Md. 1968))

Table of Contents

What Types of Solicitation Can Be Prohibited?

As long as the terms of the agreement abide by the state’s case laws, a non-solicitation agreement can prohibit an ex-employee from soliciting the employer’s:

  • Former or current clients and customers
  • Former or current employees
  • Independent contractors
  • Other business associates

What Should Be Included in the Agreement?

In order to be enforceable in a Maryland court of law, a non-solicit covenant must be considered reasonable and necessary with regard to:

1. Timeframe

The duration of the agreement determines how long the individual is bound to the terms of the covenant. While there is no maximum duration set by state law, it must be fair to the interests of the employer, employee, and the public.

2. Geographical Restraint

This section determines the area or location where the individual is prohibited from engaging in the named activities. Typically, the geographical scope is determined by where the employer is based.

3. Scope of Prohibited Activities

The agreement should specify exactly what the individual is prohibited from doing within the time and geographical limit. This can range from soliciting particular parties associated with the employer or all customers and employees of the employer.

Related Forms

Maryland Non-Compete Agreement

Download: Adobe PDF, MS Word, OpenDocument




Maryland Non-Disclosure Agreement

Download: Adobe PDF, MS Word, OpenDocument