Whether a particular non-solicitation agreement satisfies this two-part test depends on the specific facts and circumstances of the company and industry. Solicitation bans are used to prevent poaching of customers or to cause other employees to leave their employer to work for a competitor after the contract is terminated (usually when the employment relationship is terminated). As a general rule, the courts will maintain a non-solicitation provision that prevents an employee from soliciting or attempting to do business with customers (including potential customers) with whom the employee has had contact during his or her employment in accordance with Georgia, O.C.G.A. § 13-8-53 (a) (4). At Siegel & Dolan, Ltd., a leading labor and executive compensation law firm in Chicago, we work with our clients to ensure they understand agreements and terms of employment that may limit their rights and ability to earn a living after the end of their new or existing business relationship. For example, a non-compete obligation is generally more difficult to enforce legally than a prohibition on non-advertising, which is more difficult to enforce than a non-disclosure agreement. In practice, for example, an employer may only need the protection of a non-lawyer if its clients are contractual or highly identifiable. A non-compete obligation can only be more useful than non-poaching if the employer has granted an employee access to highly sensitive company-wide information or specialized training. Or an employer only needs a non-disclosure agreement if they only care about their trade secrets.
However, poaching bans are not always enforceable. In Florida, a non-solicitation agreement usually has to pass two tests.  In particular, non-advertising is an agreement « aimed at refraining from soliciting directly or supporting other businesses from one of those employers` customers, directly or through the support of other businesses, or from attempting to advertise directly or through the support of others, including actively seeking potential customers with whom the employee has had material contact in the course of his or her employment, to offer products or services that compete with those of the employer`s business. O.C.G.A. § 13-8-53(b). What an enforceable non-competition, non-solicitation and non-disclosure agreement looks like under the confidentiality agreement of Georgian law: This is an attempt by an employer to limit an employee`s ability to discuss or disclose confidential information that the employee may become aware of during employment, such as trade secrets. B or customer lists. This restriction prohibits such disclosure both during employment and after termination of employment. One thing that has a non-competition clause, a non-poaching ban and a joint non-disclosure agreement is that the Georgian Restrictive Covenant Law (« Law ») of 2011 applies to everyone. By law, a non-compete agreement (« non-compete agreement »), an agreement, no solicitation (« non-solicitation ») and a confidentiality agreement (« non-disclosure agreement » or « non-disclosure agreement ») are all types of restrictive agreements.  Non-advertising is perhaps more useful in protecting an employer`s investment of time and money in developing customer relationships. Under the law, non-poaching is usually an agreement not to recruit clients of an employer or potential clients where the employee has worked.  A non-compete obligation may be more useful in protecting the time and money spent on developing an employee`s skills.
According to the law, a non-compete obligation is an agreement that « restricts competition for the duration of a restrictive agreement ».  Non-compete obligations are the most difficult to enforce, as an enforceable non-compete obligation must meet more requirements than a prohibition on non-solicitation or non-disclosure. If carefully worded, it is possible to maintain non-solicitation clauses sufficient to protect an employer`s property interests. On the other hand, a non-compete obligation, even if well formulated, is generally justified only in exceptional cases. Clauses that are too broad are less likely to be applied. Perhaps the main reason for using a non-disclosure agreement is to protect trade secrets and create potential contractual liability for an employee (or former partner) who receives information. To assert trade secrets, the applicant must demonstrate that it has made reasonable efforts to keep the information confidential.  When employees sign a non-disclosure agreement – particularly a non-disclosure agreement that applies to certain information – this is a great way to take perhaps the best appropriate precautions.  The trial judge found the clause inappropriate and unenforceable, stating, « It constitutes a non-compete obligation that was not justified by the existence of exceptional circumstances to adequately protect Donaldson`s property rights. It contains no time limit and purports to prevent Murphy from doing business with Donaldson`s « corporate accounts and customers, » whether she had contact or contact with them during her tenure at Donaldson, or whether they were Donaldson`s clients during her tenure.