Non-Solicitation Agreement For Independent Contractors
Sometimes companies need both a no-pocher agreement and a non-compete agreement. The two chords sound similar, but they are different. Take the case of Jill Jones (not a real person or company) who worked as the marketing manager of Kartun Copies LLC, which makes and sells materials for social benefits. A non-competition clause (generally referred to as a `non-compete obligation`) is defined by national contract law and concerns situations in which a contracting party (usually a self-employed worker or contractor) agrees not to undertake or commence a similar profession or to offer the same or similar services in competition with another party (usually the employer). Non-competition is more general. It tries to prevent someone from starting a business in direct competition with the old employer or new business owner within a defined area for a set time. For example, if Jill has signed a non-compete clause, she may have to agree not to sell benefit equipment to another company for two years and within a 50-mile radius. Our clients often ask us to check the prohibitions of competition and the prohibitions of debauchery. Customers are sometimes confused with both types of clauses and ask us (1) what exactly the contracting parties can do and (2) what is prohibited to them under the provisions.
Simply put, just because a former worker is prohibited from recruiting clients at the end of her employment relationship, this does not prevent her from facing competition in the absence of a non-compete agreement. Technically, it can compete with anything it wants and not contravene its agreement; she would simply be prevented from recruiting clients from her former employer for her new business. A no-pocher agreement is more specific. It tries to prevent someone from hiring or taking on clients. The same time and area limitations apply. Jill may also have to sign a no-debauchery agreement, in which she pledges not to take Kartun employees or their customers for five years and within a 400-mile radius. In 2017, Metis Group hired two doctors as independent contractors to serve a framework purchase agreement (BPA) awarded to the Metis Group and others by the United States Army for the provision of psychological services. This BPA allowed the military to purchase psychological services by work order assigned to any company that received the BPA. As a condition of its engagement as an independent contractor, metis Group required physicians to agree in their consulting contracts not to provide « professional psychological services » to the military during the term of the consulting contract (which was permanent until termination by one of the parties by written termination by one of the parties). .
