How are these clauses different

[explorer]

Anti-competition clauses have to be reasonable, must not unduly limit trade of the other party and they have to be written so they are not over-reaching...

Thanks Sue, makes sense

[SueEllen]

How/why's that? Is there any such rule which states/implies this?

Anti-competition clauses have to be reasonable, must not unduly limit trade of the other party and they have to be written so they are not over-reaching

This clause is.

If they wanted to stop the other party trading in competition for a few months the clause needs to be specific to the type of work under taken, location and the time scale limited to the minimum. Then until it gets in front of a judge it's not enforceable but a clause that is very specific is more likely to be upheld.

So if Party A hires Party B and they are both small businesses and Party A put this in a contract:
"Party B is not allowed to set up business within 5 miles of the premises of party A doing x and approach our clients and customer for 12 months" then a judge would be more inclined to uphold this clause. (I know of one case of where this happened.)

There as if Party A hires Party B but this time Party A was a large business with multiple premises then the clause is not going to be upheld simply because the clause is either :
1. Excessive - you are limiting Party B from trading throughout the region/country, or
2. Vague - we don't know which actual premises is meant

Doesn't every contract/clausefall into this category - words written on a piece of paper, lacking significance until enforced (if needed) by an enforcement agency?

Yes but some clauses also have a standing in law i.e. there are Acts of Parliament and case law that enforce them.

[explorer]

12 months is totally unreasonable and un-enforceable anyway

How/why's that? Is there any such rule which states/implies this?

the only way this can be enforced is for it to be dealt with by a lawyer. Up until that point it is just words on a piece of paper.

Doesn't every contract/clausefall into this category - words written on a piece of paper, lacking significance until enforced (if needed) by an enforcement agency?

They might think about taking it legal if you are in a position to use one clients information on a similar project on another client. Just getting a different role or different project isn't really going to ruffle any feathers and highly unlikely anyone will do anything but moan a bit.

It's about working (for our purposes, signing a contract) for any of their clients, in any way, shape or form..strictly speaking that means obtain an offcial (from HR?) list of the clients they are serving on your last day on the contract :-), and don't consider any roles with those companies for the said duration of time..isn't it.

Solicits I believes means poaching in most cases, or generally approaching a ex clients staff.
I would say they all look a bit tough but nothing to worry about in the real world.

That's what I thought..Ta

..so they have overstepped the gagging three rendering them pretty useless and unenforceable

once again, why unenforceable?

[northernladuk]

12 months is totally unreasonable and un-enforceable anyway so isn't really worth the paper it is written on. On top of this the only way this can be enforced is for it to be dealt with by a lawyer. Up until that point it is just words on a piece of paper. They might think about taking it legal if you are in a position to use one clients information on a similar project on another client. Just getting a different role or different project isn't really going to ruffle any feathers and highly unlikely anyone will do anything but moan a bit.

Solicits I believes means poaching in most cases, or generally approaching a ex clients staff.

I would say they all look a bit tough but nothing to worry about in the real world.

I must admit I haven't seen the clause about not being paid if no work but it is a given in our line of work, sounds like with that and the three other clauses they are just err'ing very much on the side of caution, so much so they have overstepped the gagging three rendering them pretty useless and unenforceable

[explorer]

A contract I just received contains three (yes) hand-cuff clauses. Although, I don't in general, have an objection to them, (subject to your opinions on 1 & 2 below) but fail to understand how are they (a,b,c below) different..
1. Does (c) below appear to be an issue, as it prevents me for working for any of the clientco's clients, as the clientco is an IT consultancy specialising in the same technology areas as myself, and thus not working for any of their clients (not just the ones who I work for during the assignment) could mean a problem for myco?
2. Does (b) below appear to be a hindrance to a normal business? What does the word "solicits" here imply?

a. the service provider agrees that it will not, at any time during the 12 months immediately following the termination of this contract, whether on its own account or on behalf of any other person, firm or company, directly or indirectly, in connection with any business similar to or in competition with the Client, solicit or endeavour to entice away any person, firm or company who or which has been a customer of the Client at the time this contract was terminated.

b. The service provider agrees that it shall not for a period of 12 months after the termination of this contract, without the previous consent in writing of the Client, directly or indirectly be engaged, concerned or interested (whether as employee, agent, consultant or otherwise) in any new or existing business that solicits the client’s employees, intellectual property or customers.

c. Subject to the Service Provider’s compliance with the terms of this Agreement, it may not work for client of XXX after the termination of this contract and until a period of 6 months has passed.

Also, just to mention, this contract, specifically contains a clause which we guys keep talking about, but which I haven't seen specifically stated in any of the contracts I have come across:

WORK SCHEDULE AND AVAILABILITY
The client reserves the right to lay off any service provider without pay where no work is available at that time for whatever reason.
During any period of lay off the company will keep in regular contact with the service provider to inform if/when there is work available.
If the lay off period is extended for over 5 consecutive days the service provider will be entitled to terminate this agreement with immediate effect.

Ta.