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I was hoping someone could help me with this.
Currently I am employed full time/permanently by a consulting company. We are currently working on a project for another company / client.
The client may be making 1 on the roles (mine) a permanent head count on their side.
I could move onto another project but I would actually quite like to work for the client.
Does anyone have any experience in this area?
I've got some terms in my contract that Im not sure what the implications would be for me or the client. Obviously I can't ask my employer or really even the client until I know what to expect. Can I do if offered the role? If so, will there be costs? Who pays these? Is it not even an option? etc.
Below is the info I have from my contract.
Any help would be greatly appreciated
RESTRICTIVE COVENANTS
1. Competition
Unless you have the Company’s prior written consent, you undertake that for the period ofsix months following the Termination Date, you will not in competition with the Companyin the Restricted Area directly or indirectly be engaged or concerned or interested asagent, consultant, employee, owner, partner, shareholder or in any other capacity (otherthan as a holder of shares or other securities of not more than 5% of the total issued sharecapital of any company) in any business concern which is (or intends to be) engaged in anyRestricted Business.
2. Solicitation of customers
You undertake that for the period of six months following the Termination Date you willnot without the Company’s prior written consent (whether on your own account or onbehalf or in conjunction with any other person, company, partnership or organisation) incompetition with the Company directly or indirectly approach or solicit or by any othermeans seek to conduct Restricted Business with any person, company, partnership or otherorganisation who or which at any time during the twelve months preceding theTermination Date:
was a person, company, partnership or other organisation with whom you had regularsubstantial or a series of business dealings on behalf of the Company (whether or not acustomer or client of the Company) during such period.
3. Solicitation of suppliers
You undertake that for the period of six months following the Termination Date you willnot without the Company’s prior written consent (whether on your own account or onbehalf of or in conjunction with any person, company, partnership or other organisation)directly or indirectly seek to entice away from the Company or otherwise solicit anysupplier of the Company with whom you had material dealings in the course of theEmployment during the twelve months preceding the Termination Date or interfere withthe relationship between the Company and any such supplier.
4. Dealing
You undertake that for the period of six months following the Termination Date you willnot without the Company’s prior written consent (whether on your own account or onbehalf or in conjunction with any other person, company, partnership or organisation) incompetition with the Company conduct Restricted Business with any person, company,partnership or other organisation who or which at any time during the twelve monthspreceding the Termination Date:
was a person, company, partnership or other organisation with whom you had regularsubstantial or a series of business dealings on behalf of the Company (whether or not acustomer or client of the Company) during such period.
5. Recruitment
You undertake that for the period of six months following the Termination Date you willnot without the Company’s prior written consent (whether on your own account or onbehalf of or in conjunction with any person, company, partnership or other organisation)directly or indirectly:
is a separate restriction on you and will be enforceable by the Company separately andindependently of its right to enforce any one or more of the other restrictions contained in thisAgreement.
You agree that you will at the request and cost of the Company enter into a directagreement or undertaking with any Group Company whereby you will accept restrictionscorresponding to the restrictions contained in this Agreement (or such of them as may beappropriate in the circumstances).
Any period spent on garden leave will be deducted from the time periods of the restrictivecovenants set out in this Annex.
If you receive an offer to be involved in a business concern in any capacity during youremployment, or prior to the expiry of the last of the covenants in this Annex, you shallgive the person making the offer a copy of this Annex and shall notify the Company of theidentity of that person as soon as possible after accepting the offer.
Currently I am employed full time/permanently by a consulting company. We are currently working on a project for another company / client.
The client may be making 1 on the roles (mine) a permanent head count on their side.
I could move onto another project but I would actually quite like to work for the client.
Does anyone have any experience in this area?
I've got some terms in my contract that Im not sure what the implications would be for me or the client. Obviously I can't ask my employer or really even the client until I know what to expect. Can I do if offered the role? If so, will there be costs? Who pays these? Is it not even an option? etc.
Below is the info I have from my contract.
Any help would be greatly appreciated
RESTRICTIVE COVENANTS
1. Competition
Unless you have the Company’s prior written consent, you undertake that for the period ofsix months following the Termination Date, you will not in competition with the Companyin the Restricted Area directly or indirectly be engaged or concerned or interested asagent, consultant, employee, owner, partner, shareholder or in any other capacity (otherthan as a holder of shares or other securities of not more than 5% of the total issued sharecapital of any company) in any business concern which is (or intends to be) engaged in anyRestricted Business.
2. Solicitation of customers
You undertake that for the period of six months following the Termination Date you willnot without the Company’s prior written consent (whether on your own account or onbehalf or in conjunction with any other person, company, partnership or organisation) incompetition with the Company directly or indirectly approach or solicit or by any othermeans seek to conduct Restricted Business with any person, company, partnership or otherorganisation who or which at any time during the twelve months preceding theTermination Date:
- was a customer or client of the Company with whom you have had material dealings in thecourse of the Employment during such period or in respect of whom you had access toconfidential information;
- was a customer or client of the Company with whom employees reporting to or under yourdirect control had material dealings in the course of their employment during such period;
- was a person, company, partnership or other organisation with or to whom the Company was inthe process of negotiation or had made a presentation with a view to obtaining their businessor entering into any contract or project with them and in respect of whom you had materialdealings in the course of your employment during such period or in respect of whom you hadaccess to confidential information; or
was a person, company, partnership or other organisation with whom you had regularsubstantial or a series of business dealings on behalf of the Company (whether or not acustomer or client of the Company) during such period.
3. Solicitation of suppliers
You undertake that for the period of six months following the Termination Date you willnot without the Company’s prior written consent (whether on your own account or onbehalf of or in conjunction with any person, company, partnership or other organisation)directly or indirectly seek to entice away from the Company or otherwise solicit anysupplier of the Company with whom you had material dealings in the course of theEmployment during the twelve months preceding the Termination Date or interfere withthe relationship between the Company and any such supplier.
4. Dealing
You undertake that for the period of six months following the Termination Date you willnot without the Company’s prior written consent (whether on your own account or onbehalf or in conjunction with any other person, company, partnership or organisation) incompetition with the Company conduct Restricted Business with any person, company,partnership or other organisation who or which at any time during the twelve monthspreceding the Termination Date:
- was a customer or client of the Company with whom you had material dealings in the course ofthe Employment during such period or in respect of whom you had access to confidentialinformation;
- was a customer or client of the Company with whom employees reporting to or under yourdirect control had material dealings in the course of their employment during such period;
- was a person, company, partnership or other organisation with or to whom the Company was inthe process of negotiation or had made a presentation with a view to obtaining their businessor entering into any contract or project with them and in respect of whom you had materialdealings in the course of your employment during such period or in respect of whom you hadaccess to confidential information; or
was a person, company, partnership or other organisation with whom you had regularsubstantial or a series of business dealings on behalf of the Company (whether or not acustomer or client of the Company) during such period.
5. Recruitment
You undertake that for the period of six months following the Termination Date you willnot without the Company’s prior written consent (whether on your own account or onbehalf of or in conjunction with any person, company, partnership or other organisation)directly or indirectly:
- induce or procure or attempt to induce or procure any Restricted Person who is and was at theTermination Date employed or engaged by the Company to leave whether or not this would bea breach of contract by such Restricted Person; or
- accept into employment or otherwise engage or use the services of any Restricted Person whowas employed or engaged by the Company at the Termination Date or at any time during thetwelve months preceding the Termination Date.
Each of the restrictive covenants contained in paragraphs 1 to 5 above:
- is considered by the parties to be reasonable in all the circumstances. However both partiesrecognise that such restrictions may fail for technical reasons. Accordingly, it is agreed anddeclared that if any one or more of such restrictions shall, either by itself or themselves ortaken with others, be adjudged to exceed what is reasonable in all the circumstances for theprotection of the interests of the Company, but would be valid if any particular restriction orrestrictions were deleted or if part or parts of the wording were deleted, then the restrictionswill apply with such deletion(s) as may be necessary to make them valid and effective;
is a separate restriction on you and will be enforceable by the Company separately andindependently of its right to enforce any one or more of the other restrictions contained in thisAgreement.
You agree that you will at the request and cost of the Company enter into a directagreement or undertaking with any Group Company whereby you will accept restrictionscorresponding to the restrictions contained in this Agreement (or such of them as may beappropriate in the circumstances).
Any period spent on garden leave will be deducted from the time periods of the restrictivecovenants set out in this Annex.
If you receive an offer to be involved in a business concern in any capacity during youremployment, or prior to the expiry of the last of the covenants in this Annex, you shallgive the person making the offer a copy of this Annex and shall notify the Company of theidentity of that person as soon as possible after accepting the offer.
