How enforceable (and which parties) does my No Compete Cover?

[Lukasx_]

I have a question about the validity of a no-compete with the company that I work for.

Basically, COMPANY B is a US-based company with an office in the UK, where I am based (although the role is online, as it is an online based business). Given it is a US company, I am hired by COMPANY A who "contract" out my work to COMPANY B, therefore I technically work for COMPANY A, right?

Let's say that I — hypothetically — wanted to leave COMPANY B and start my own business within the same industry (doing basically the same thing but on a smaller scale). I'm just looking for advice about how enforceable my no-compete would be in this instance?

My contract with COMPANY A states a 6 month no-compete, but the wording is a little vague and it sounds like, from my understanding anyway, that it is saying that I have a no-compete with COMPANY A or any previous clients that COMPANY B has worked with, for a period of six months.

I also have an NDA with COMPANY B, which has a clause about no-compete but this is only effective whilst I'm contracting for them.

COMPANY A Clause:

For the purposes of this Clause "the Employer" includes: all the Employer's/Client’s subsidiaries, joint-ventures and outsourcing partners. You shall not for a period of 6 months after the termination of your employment, howsoever occasioned, for the purpose of competing with the Employer/Client, whether directly or indirectly, whether on your own account, with through or on behalf of any other person, firm, Company or organisation, solicit, obtain business from, or otherwise have any business dealings with any person, firm or Company who within the period of one year prior to the termination of your employment was a client or customer of the Employer/Client or had any business dealings with the Employer/Client and with whom you had dealings in the one year prior to the termination of your employment.

Earlier in the contact "the Employer" is defined as COMPANY A and the "client" COMPANY B.

The clause in COMPANY B:

Contractor agrees, during the term of its retention by Company, not to enter into a contract or accept an obligation that is inconsistent or incompatible with Contractor’s obligations under this agreement.

So, from my understanding, I only have a no-compete with COMPANY B for the period that I am contracting for them, and the 6 month no-compete afterwards with COMPANY A just stops me from approaching people/businesses that COMPANY B has had dealings with for the past year? Theoretically, there's nothing stopping me from starting my own business within the same industry as long as I don't approach any of COMPANY A or COMPANY B's clients, right?

I know this doesn't substitute legal advice, I just wanted to get a bit of clarity and any thoughts anyone has on the matter.

[efpom]

Are you an employee of company A?

[atticus]

You should take professional advice. These things can go badly (and expensively) wrong.

[Lukasx_]

efpom Yeah, I’m an employee of COMPANY A, but I only contract to COMPANY B. I was hired by COMPANY A specifically for COMPANY B.

I’ll be seeking advice from ACAS, just wanted to get a feel for what the opinions are.

[atticus]

The safest course is to assume that this is enforceable. Proving it isn't could be expensive, if indeed the court comes down on your side.

[ULA]

If your employment contract is between you and Company A then they are your employer. The clause that you have posted from your contract with Co A does not appear to prevent you from setting up business on your own, however it does prevent you, for a period of six months after you leave, from soliciting, obtaining business from, or otherwise having any business dealings with any person, firm or Company that has done business wth Co A or Co B in the twevle months up until you leave.

I am surprised this is the only part of a non-compete or restrictive convenant clause. Is there anything else that goes on from what you have posted?