Non-Solicitation Clause
A non-solicitation clause forbids you from hiring or recruiting the other party's employees — a restriction borrowed from B2B contracts.
Non-solicitation provisions come from commercial contracts, where two companies that see each other's teams during a project agree not to poach. They leak into consumer-facing documents rarely but memorably: a freelancer platform whose ToS bars you from ever hiring a freelancer you met there directly, or an NDA whose confidentiality section quietly adds a 24-month hiring ban.
The concern is scope. 'Directly or indirectly' covers referrals through friends; 'entice away' covers offers at market rate that the incumbent chose not to match; the time window is measured from the end of the relationship, not the start. A clause intended to protect a negotiating relationship ends up restricting ordinary employment mobility.
Enforceability against individuals varies widely — employee non-solicits are restricted or void in several jurisdictions, and a consumer who never negotiated the term has strong unconscionability arguments. But like every clause in this glossary, the realistic cost is discovering it only after it has been breached.
For a period of twenty-four (24) months following termination of negotiations, Receiving Party shall not directly or indirectly hire, solicit, or entice away any engineer or contractor of Disclosing Party.
ToS-TLDR surfaces non-solicitation and other borrowed B2B restrictions under hidden traps when they appear in consumer-facing documents.
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