Updated April 19, 2024
A Virginia non-solicitation agreement is a contract between an employer and an employee that intends to prevent the employee from soliciting the company’s customers after concluding their period of employment. The agreement is intended to protect the company’s business interests from competitors.
Is It Legally Enforceable in Virginia?
Yes. Non-solicitation agreements are legally binding in Virginia, although there is no specific law pertaining to them.
They are enforceable if they are designed specifically to safeguard the employer’s legitimate business interests without unreasonably restricting a person’s ability to earn a living or violating public policy.[1]
The court is likely to uphold an agreement that limits the non-solicitation period, specifies the ways in which the employee is prohibited from contacting the employer’s clients, identifies which clients are off-limits, and defines “soliciting.”[2]
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What Can a Non-Solicitation Agreement Prohibit?
If the terms are within reason to protect the employer’s business interests while balancing the employee’s rights, a non-solicitation agreement in Virginia can be used to prohibit the employee from soliciting the employer’s:
- Former or current customers/clients
- Former or current employees
- Independent contractors
- Suppliers, associates, etc.
What Should a Non-Solicitation Agreement Include?
Under Virginia case law, a non-solicitation agreement should include reasonable limitations on the following:
1. Time Period
The duration of the covenant, which typically begins when the employee’s job is terminated, can range from a few months to several years depending on the circumstances.
2. Geographical Limit
The agreement should also specify the location or area where the restrictions apply. It should balance the employer’s need to protect a legitimate business interest while not infringing on the employee’s ability to earn a living.
3. Scope of Restricted Activities
This section provides clear definitions of what “soliciting” entails, exactly whom the individual is prohibited from seeking out, and more.
Related Forms
Virginia Non-Compete Agreement
Download: PDF, MS Word, OpenDocument
Virginia Non-Disclosure Agreement
Download: PDF, MS Word, OpenDocument