A non-solicitation agreement stops a departing employee or contractor from poaching a company’s customers or staff for a defined period — without stopping them from working elsewhere, including for a competitor. That narrower scope is what makes it broadly enforceable in places where a non-compete is not. Download the ready-to-fill template below, or read the clause checklist first.
A complete, ready-to-fill PDF — 10 clauses, blanks for every detail, and a signature block for both parties. Free, no email, no account. Read it and adapt it before you use it; the cover page explains what it can and cannot do for you.
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This document is a general-purpose template provided for information only. It is not legal advice, it does not create a lawyer–client relationship, and nobody has reviewed it against your situation.
Laws differ by country, state and province, and they change. A clause that is standard in one place can be unenforceable — or illegal — in another. Terms that are ordinary between two businesses can be void in a consumer or employment context.
Read every clause before you use it, fill in every blank, and delete anything that does not apply. For anything high-value, unusual, or that you could not afford to lose a dispute over, have a qualified lawyer in your jurisdiction review it before it is signed.
Company & restricted party names
The company and the employee or contractor who is agreeing to the restriction.
Definition of "Solicit"
What counts as approaching someone — directly or indirectly, personally or through someone else — versus simply accepting business or an application that comes to you unprompted.
Customer non-solicitation scope
Which customers are covered — usually only those the person actually worked with or learned about, not the company's entire customer base.
Employee non-solicitation scope
A separate restriction on poaching the company's staff or contractors, scoped the same way as the customer restriction.
No restriction on competing or working elsewhere
The clause that makes this document what it is: an explicit statement that the person can still compete, start a business, or take a job with a competitor. Without it, the document reads like a disguised non-compete.
Duration
How long the restriction lasts after the person leaves — commonly six months to two years.
Carve-outs for ordinary contact
General job postings, unsolicited approaches from a former customer, and pre-existing relationships disclosed up front shouldn't count as a breach.
Consideration
What the restricted party receives in exchange — typically the job itself, continued employment, or a severance payment. Courts look at this when deciding whether the restriction is enforceable.
Signatures & date
Both parties sign and date the agreement.
A non-compete restrains where someone can work at all. A non-solicitation agreement restrains only who they can approach — the company’s own existing customers and employees, and only for approaches the person actively makes. Someone who signs this template can still take a job with a direct competitor, or start one, the day their employment ends; they just can’t use that new role to actively pull specific customers or coworkers away from their former employer.
That distinction is exactly why non-solicitation covenants tend to survive scrutiny in jurisdictions that void or sharply limit non-competes: they protect a specific, identifiable business relationship rather than restraining a person’s ability to earn a living in their field.
Fill in the template above, then send it to the employee or contractor for signature — they never need an account. The finished file comes back sealed with an audit certificate showing who signed, when, and from where.
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