I am in the process of signing an Offer Letter for a Consulting Firm "ABC". I will be working for a specific client of ABC, let's call it XYZ. XYZ is a fintech firm and has its own clients.
ABC's offer letter has following statements:
"ABC employs CONSULTANT to provide services on assignment to ABC’s client(s) (“client” may
include affiliates, customers or clients of client, hereinafter collectively referred to as “CLIENT”), as described in a separate written "EA Document"."
EA Document has following:
Client Name: XYZ
ABC's offer letter has a "Nonsolicitation" clause that prohibits the employee from working for the CLIENT. Here is the exact wording:
"...during CONSULTANT’S employment and for one year from CONSULTANT’S last date of employment with ABC, CONSULTANT will not, directly or indirectly: (a) solicit, assist in soliciting, facilitate the solicitation of, provide, or offer to provide services to CLIENT which are the same as or similar to the services that CONSULTANT provided to CLIENT while employed by ABC, or (b)...
My question is does the above clause cover only XYZ or I won't be able to work for even clients of XYZ?
1 Answer from Attorneys
First, you need to have the entire contract reviewed to be able to rely on any answers. This is a non-solicitation provision. It’s not a non-compete. It specifically curtains off their clients with respect to providing the same services. There is nothing in this clause that would prohibit you from working with a company that was not a client of ABC.
But again, I’m only commenting on the snippet posted here.
If you need clarification or help, feel free to reach out.