Non-Solicitation Agreements in Texas
Protect Your IP and Trade Secrets
Intellectual property and trade secrets give companies their competitive edge. Naturally, it’s in the interests of business owners to protect their most important assets proactively, and to create the comprehensive safeguards which allow for enforcement when violations create exposure to harm and losses. Non-solicitation agreements can be an important part of these preventative measures.
At Hendershot Cowart P.C., our business law and litigation team has extensive experience counseling clients in a range of industries in matters of contract drafting, intellectual property and trade secret protection, and the comprehensive legal oversight needed to ensure a solid foundation for future success – both in their market of choice and, if need be, the courtroom.
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Non-solicitation agreements are contractual clauses used by companies that have interests in protecting trade secrets. They are often used in conjunction with other restrictive covenants, such as non-compete agreements.
Whereas non-competes prevent employees within a specific geographical area from leaving a company and using knowledge gained from their employer in a competing business, non-solicitation agreements (or non-solicitation clauses if they’re included as part of a non-competition agreement) prevent former employees from soliciting clients or current employees from their former employer.
In Texas, state law treats non-solicitation agreements as non-competes for the purpose of enforcement. As such, non-solicitation clauses must be carefully crafted to ensure enforceability. Per § 15.50 of the Texas Business and Commerce Code, agreements must be reasonable in:
- Reasonable in geographic scope, duration of restriction, and extent of prohibited activity;
- Justified as a means to protect legitimate business interests (i.e. trade secrets).
Custom-Tailored Contract Drafting
Non-solicitation agreements can vary in their terms and conditions based on the individuals facts involved. Typically, they prohibit conduct such as servicing a former employer’s clients, “poaching,” a former employer’s current customers, and / or recruitment of a former employer’s workforce.
The terms of non-solicitation agreements and any other restrictive clause or contractual provision can be negotiated upon employment, as part of a severance package, or at any point during a professional relationship.
Ensuring contracts provide mutually agreeable terms, protections for critical investments, and sufficient specificity to ensure enforceability, while allowing businesses to still attract a skilled workforce, requires experienced legal guidance.
A well-structured non-solicitation agreement and contract can be crucially important to:
- Start-ups or new business formation
- Mergers and acquisitions
- Physician non-solicitation agreements
- Executive non-compete / non-solicitation agreements
- Franchise agreements
- Mitigating risks of litigation
- Avoiding shareholder or partnership disputes
- Protecting against trade secret violations and trade secret misappropriation
- Ensuring efficiency and IP rights during a business dissolution
Aggressively protecting propriety information that is unique to your company and instrumental to its operations is vital. A single technological breakthrough, marketing innovation, business strategy, client list or major client information can be the key to sustained success. Working with a law firm that handles both proactive and responsive legal matters can make all the difference.
Comprehensive IP and Trade Secret Dispute Litigation and Defense
Hendershot Cowart P.C. offers comprehensive counsel for contract review and drafting, IP and trade secret protection, dispute resolution, and many other business law matters. We serve clients across Texas in a range of industries, including health care, oil and gas, tech, construction, and more.
Because the best way to avoid a business dispute is to prevent one from the outset, our proactive services help companies address issues such as:
- Contract negotiation and drafting
- Non-compete, non-solicitation, and confidentiality agreements
- Buy-sell agreements
- Non-circumvention agreements
- Licensing or Technology Development Agreements
- Work-for-Hire Agreements
- Partnership and shareholder agreements
- Governance documents and compliance plans
- Equity compensation and profit sharing / stock option plans
- Intellectual property protection
If you believe an individual has violated terms of a non-solicitation agreement or any other contractual provision, or if you are being accused of misappropriation of trade secrets, our Texas lawyers can provide the responsive representation needed to minimize damage prevent the continued use of your valuable intellectual property, and protect your rights.
Call to Speak With an Attorney: (713) 909-7323
With decades of experience on both sides of contact and trade secret misappropriation claims, our team at Hendershot Cowart P.C. knows what it takes to protect and enforce our clients’ proprietary information. Learn more about our services and how we can help you by calling (713) 909-7323 or contacting us online.
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