Non Solicitation Agreement Form Template for Australia

A Non Solicitation Agreement Form is a legal document that restricts parties from soliciting employees, clients, suppliers, or other business relationships for a specified period. Under Australian law, these agreements serve to protect legitimate business interests while ensuring compliance with competition and employment legislation. You need this document when engaging employees, contractors, or business partners who will have access to sensitive business relationships and confidential information.

When do you need this document?

You should implement a non solicitation agreement when hiring key employees who will interact with your client base, engaging independent contractors with access to supplier relationships, or during business acquisitions where the seller has valuable customer connections. This document is particularly important in service industries, sales roles, and professional services where personal relationships drive business success. You also need this agreement when terminating employment relationships with senior staff members or when entering partnerships where shared business contacts create potential conflicts of interest.

Key legal considerations

Your non solicitation agreement must include clearly defined restrictions that specify exactly what constitutes solicitation and which relationships are protected. The restricted period must be reasonable and proportionate to your legitimate business interests, typically ranging from 6 to 24 months depending on the industry and role. You must ensure the geographical scope aligns with your actual business operations and market reach. The agreement should distinguish between active solicitation and passive acceptance of business, as Australian courts generally permit employees to accept approaches from former clients or colleagues. Include provisions for confidential information protection and specify remedies for breach, including injunctive relief and damages. Consider including garden leave provisions for senior employees to support the enforceability of post-employment restrictions.

Legal requirements in Australia

Under the Competition and Consumer Act 2010, your non solicitation clauses must not create unreasonable restraints of trade that substantially reduce competition. The Fair Work Act 2009 requires that post-employment restrictions on employees are reasonable and don't unfairly limit their right to earn a living. Australian courts apply the common law restraint of trade doctrine, requiring you to demonstrate that restrictions are necessary to protect legitimate business interests and are reasonable in scope, duration, and geographical area. Your agreement must comply with the Corporations Act 2001 regarding directors' duties and confidential information handling. State-based employment laws may also apply, particularly regarding notice periods and termination procedures. Ensure your agreement includes proper consideration, as gratuitous restraints are generally unenforceable. The document must be signed before or contemporaneously with the commencement of the relationship to ensure validity under Australian contract law.