What is the name of your state (Georgia)?
I am under the impression that case law in Georgia has shown that any overreaching non-solicitation clauses are usually frowned upon by the court. Additionally, I understand that if a judge finds a clause to be unenforceable, there is no blue line remedy (the judge cannot "fix" it) and the outcome is the entire agreement is not enforceable.
With that being said, here is my scenario:
1. Recently laid off from a sales job.
2. Considering approaching my ex-employer's customers to do consulting service work (as I am also an expert in the industry.) Note - this is not even the same role.
3. Also considering taking a job with a competitor. This would be the same role: sales.
4. The non-solicitation clause in my employment agreement is very restrictive. The clause says that I cannot solicit any business from existing customers of the company, regardless if these customers were ones I sold or ones I never had contact with in my life. (An example may be a California customer as I live in Georgia.) The clause does not end there. It goes on to say I cannot even solicit any but any company in the entire US that has:
"within the last 18 months...has been subject of an individually targeted solicitation by the Company or its authorized sales channels to become a client or customer of the Company."
This effectively means I have a no-solicitation list across all 50 states and the number of companies may literally be in the 1000s. I figure this clause alone makes this unenforceable.
Seeing this is likely the case - I have a "strategy" question. Should I handle this proactively or reactively? In essence should I:
1. Contact my ex-employer and ask for a report of all "customers" that I am to not solicit based upon their definition in my employment agreement - along with the date of last contact (seeing they have an 18 month look-back period)?
2. Proceed with my own consulting efforts with their customers and/or seek a job with a competitor and simply await for them to make a move?
3. Do something different not listed here?
Thanks to all for your insights.
I am under the impression that case law in Georgia has shown that any overreaching non-solicitation clauses are usually frowned upon by the court. Additionally, I understand that if a judge finds a clause to be unenforceable, there is no blue line remedy (the judge cannot "fix" it) and the outcome is the entire agreement is not enforceable.
With that being said, here is my scenario:
1. Recently laid off from a sales job.
2. Considering approaching my ex-employer's customers to do consulting service work (as I am also an expert in the industry.) Note - this is not even the same role.
3. Also considering taking a job with a competitor. This would be the same role: sales.
4. The non-solicitation clause in my employment agreement is very restrictive. The clause says that I cannot solicit any business from existing customers of the company, regardless if these customers were ones I sold or ones I never had contact with in my life. (An example may be a California customer as I live in Georgia.) The clause does not end there. It goes on to say I cannot even solicit any but any company in the entire US that has:
"within the last 18 months...has been subject of an individually targeted solicitation by the Company or its authorized sales channels to become a client or customer of the Company."
This effectively means I have a no-solicitation list across all 50 states and the number of companies may literally be in the 1000s. I figure this clause alone makes this unenforceable.
Seeing this is likely the case - I have a "strategy" question. Should I handle this proactively or reactively? In essence should I:
1. Contact my ex-employer and ask for a report of all "customers" that I am to not solicit based upon their definition in my employment agreement - along with the date of last contact (seeing they have an 18 month look-back period)?
2. Proceed with my own consulting efforts with their customers and/or seek a job with a competitor and simply await for them to make a move?
3. Do something different not listed here?
Thanks to all for your insights.