Non-Solicitation Clause in Employment Law for Delft Residents

Non-Solicitation Clause

A non-solicitation clause in your employment contract prohibits you, after leaving your employer in Delft, from contacting specific clients of your former employer. This protects the business relationships of local companies, such as those around TU Delft or in the Municipality of Delft, but it must meet strict requirements to be enforceable. This article for Delft residents explains how it works, its validity, and practical tips.

What exactly does a non-solicitation clause mean for Delft residents?

A non-solicitation clause restricts you only with respect to the clients you served during your employment in Delft, unlike a broad non-compete clause that excludes entire sectors. It prevents you from taking established contacts with you to a new job or your own business in the region.

Example: As an account manager at a Delft engineering firm, you maintain relationships with three key accounts, such as suppliers for TU Delft. A non-solicitation clause could then prohibit you for one year from approaching those clients. It must be in writing, with precise details on the relationships involved, duration, and work area around Delft.

Legal basis for the non-solicitation clause

There is no specific law for non-solicitation clauses, unlike non-compete clauses. Since 2020, Article 7:653(1) of the Dutch Civil Code imposes strict requirements on non-compete clauses: in writing, detailed, and with compensation (at least 50% of the transition payment). In 2022, the Supreme Court ruled (ECLI:NL:HR:2022:390) that non-solicitation clauses fall outside this, as they are specific and do not impose a total ban. However, it must be reasonable and fair (Article 6:248 DCC) and not disproportionately restrict your freedom to work in Delft.

Differences between non-solicitation clause and non-compete clause

Here's an overview for clarity:

More info on the non-compete clause for Delft residents.

Requirements for a valid non-solicitation clause in Delft

To hold up in the District Court of The Hague, these points must be met:

• In writing in your contract.
• Precision: exact list of relationships (e.g., 'clients for which you were responsible in Delft').
• Limited duration: typically 6-12 months; longer requires good reasons.
• Regional scope: limited to Delft and surrounding areas.
• Legitimate interest: employer must prove necessity, such as with sensitive data from local projects.

Vague wording like 'all business clients' often fails before the sub-district judge in The Hague.

Practical cases relevant to Delft

Case 1: Jan, working for a Delft detachment firm on TU projects, approaches former client TU Delft after dismissal. The District Court of The Hague upholds the clause (12 months); Jan pays damages.

Case 2: Marie, a real estate agent in Delft, receives a call from a former client. Her broad clause ('clients from the past year') is declared invalid by the judge: no active solicitation.

Case 3: At a local IT firm with a 2-year clause for starters: sub-district judge in The Hague rejects it due to disproportionality.

Your rights and obligations regarding non-solicitation clauses

Rights as an employee in Delft

1. Review and negotiate the clause upon joining.
2. Have unreasonable clauses nullified via the sub-district court of the District Court of The Hague or Juridisch Loket Delft.
3. No penalty for passive contacts (unless explicitly stated).

Obligations as an employee

• Comply to avoid proceedings.
• Screen new jobs for client overlap.

Employer in Delft

May impose fines or file claims, but must provide evidence. Expect a case at the District Court of The Hague.

Frequently asked questions for Delft residents