Business Sale Risk Spotlight

That non-solicitation clause isn't protecting you like you think

Most business sale agreements let the buyer hire your team—and there's nothing you can do about it.

Download on the App Store
Check My Clause
The Problem

You just sold your life's work. Now the buyer is hiring your best people out from under you.

You signed the asset purchase agreement at 11pm because the deal was closing tomorrow. The non-solicitation clause seemed standard—'Buyer shall not solicit Key Employees for 12 months.' But 'Key Employees' is defined as your top 3 people only. By month 2, they've hired 8 of your staff. Your lawyer says the clause is too narrow to enforce.

  • Buyer hires your employees within 30 days of closing
  • Clause only protects 'key' employees (often defined as top 1-3)
  • You have no legal recourse because the language is weak
The Solution

Your non-solicitation clause should stop this. Here's how to fix it.

A properly drafted non-solicitation clause in a business sale prevents the buyer from hiring any of your employees for 2-3 years, not just a select few. It covers indirect hires too.

  • Clear definition: 'Employee' means anyone on your payroll at closing
  • Duration: Minimum 24 months, up to 36 months
  • Broad prohibition: No direct or indirect solicitation or hiring

Fix your non-solicitation clause in 3 steps

No lawyer needed. Takes 8 minutes.

1

Upload your asset purchase agreement

Just drag and drop your business sale contract. We read the legalese so you don't have to.

2

AI highlights every weak provision

See exactly where your non-solicitation clause fails—vague definitions, short durations, loopholes.

3

Get a rewritten clause in plain English

Receive ready-to-use language that actually stops the buyer from poaching your team.

Numbers that don't lie

3962
Founders protected
17928
Agreements analyzed
74%
Found hidden risks
2847
Clauses rewritten

Real founders, real fixes

"I thought my non-solicit was solid. Turned out it only covered my top 3 people. Legal Shell found 12 others they could hire. We got it fixed before closing."

Sarah K. · IT Services Founder

"Sold my manufacturing business. Buyer started hiring my floor managers month one. My lawyer missed the loophole. Legal Shell caught it and we amended the clause. Saved my team."

Mark T. · Manufacturing Owner

"The non-solicitation clause said 'key employees' but didn't define it. Legal Shell showed me how vague that was. Rewrote it to include all staff. Peace of mind."

Elena R. · Marketing Agency Seller

Frequently asked questions

Does a non-solicitation clause stop the buyer from hiring any of my employees?
Not if it's poorly drafted. Most only protect 'key' employees. You need it to cover everyone on your payroll at closing.
How long should the non-solicitation period last?
24-36 months is standard. Anything less is weak. Some states limit it, but 2 years is the minimum you should accept.
Can I negotiate this after I've signed the LOI?
Yes, but it's harder. The time to fix it is before signing the asset purchase agreement. Use our tool to catch it early.
What's the difference between non-solicitation and non-compete?
Non-solicitation stops hiring your people. Non-compete stops you from competing. They're separate clauses. Both matter in a sale.

Don't let your buyer steal your team

Analyze your business sale agreement in minutes. See exactly what your non-solicitation clause allows—and what it doesn't.

Download on the App Store

This content is for informational purposes only and does not constitute legal advice. Always consult a licensed attorney for legal matters.