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A covenant starts out void. Only reasonableness rescues it — which is why the ones drawn as widely as possible are the ones that protect nothing.
Your sales manager resigned on Friday and starts at your closest competitor in a month. Whether the non-compete in her contract stops her turns on one question: does it go no further than reasonably necessary to protect a legitimate business interest? If not, it is void — and most fail that test not because the law is hostile to covenants, but because they were drafted as widely as the drafter could manage. A covenant is not strong because it is tough. It is strong because it is narrow enough to be justified.
In England and Wales a post-termination restriction is an unlawful restraint of trade — unenforceable — unless you can show it is reasonable. The burden is on the employer, and reasonableness is judged as at the date the clause was agreed. So a covenant signed when someone was a junior account manager is tested as a junior account manager's covenant, however senior they later became. The interests you may protect are real but limited: client connections, confidential information and trade secrets, and the stability of your workforce. Wanting to avoid ordinary competition is not one of them.
Each covenant stands or falls on its own wording. A court may strike out an over-reaching non-compete while enforcing a reasonable non-solicit in the very same contract, so one weak clause does not doom the rest.
Drafting broadly and letting a judge trim it back does not survive contact with the courts. A court may apply the blue-pencil test and delete a clearly severable word or phrase where what remains stands on its own and the character of the clause is unchanged. It will not redraft an unreasonable restriction into a reasonable one. So a twelve-month, UK-wide ban on working anywhere in your sector reads as an attempt to shut down competition, and you are left with nothing.
A made-up scenario, not a real matter. A regional agency puts a two-year, UK-wide non-compete in every contract it issues, from directors down to junior account managers. A mid-level manager leaves for a competitor and the agency threatens to enforce it. On any realistic view the clause is far too long and far too broad for her role, so the threat is empty and both sides know it. A six-month non-solicit limited to the specific clients she personally handled would have given the agency something real instead of a bluff.
For most businesses the useful restriction is not a non-compete at all. Stopping a leaver approaching customers they personally dealt with in their final twelve months is narrower, easier to justify and far more likely to be enforced.
Start from what you are afraid of losing and draft to that. Starting from a template is how the same wording ends up in the receptionist's contract and the sales director's.
You can, but they may not bind unless the employee gets something fresh in return. Continued employment on unchanged terms is generally not enough; a pay rise, a promotion, a bonus or a genuine new benefit tied to accepting the change usually is. Bolting tougher covenants onto a long-serving employee with nothing given in exchange is one of the commonest reasons they fail, and pushing hard enough invites a constructive dismissal argument on top. Time it to a real moment — a promotion, a new role, a salary review — and record what was given for it.
Nothing has landed. A statutory three-month cap on non-competes was announced in May 2023 and never legislated. The Employment Rights Act 2025 does not touch restrictive covenants at all. The Department for Business and Trade published a working paper on wider reform options and closed it for responses on 18 February 2026, which is as far as it has gone. The common-law reasonableness test above is the whole of the law, and drafting to it is the only protection you have.
Take the contract of the person whose departure would hurt most and ask two questions. If the worst part of the covenant were deleted, would what remained still protect you? And could you explain to a judge why this duration and this scope were necessary for that role on the day it was signed? If either answer is no, the clause is decoration.
Reviewing and redrafting covenants is non-reserved work. A contract review starts at £249 +VAT; an employment starter pack covering the contract, offer letter, confidentiality agreement and contractor template starts at £895 +VAT. The best moment is before your next senior hire, when new terms carry proper consideration. If a leaver is already breaching, gather the evidence first — who was approached, when, what was said — then book a legal review. Injunctions and court proceedings are reserved, contentious work handled by RHF Solicitors (SRA no. 324115); we can tell you whether the covenant is likely to hold before you spend money finding out.
Covenants sit inside the wider document set — see our guide to employment contracts for employers and the companion post on settlement agreements, where covenants are often reaffirmed on exit. Prices are on fixed-fee work.
This is general legal information, not advice on your situation, and nothing here is drafting you can lift into a contract. For advice tailored to your business, book a legal review. Buzz Legal Ltd is not a firm of solicitors and is not regulated by the SRA; it provides non-reserved business legal support, and reserved legal activities are carried out by RHF Solicitors, authorised and regulated by the Solicitors Regulation Authority (no. 324115).
Leave your email and we'll send the covenant audit sheet — the six questions to ask of every restriction in your contracts, and the wording patterns that fail most often.
They can be, but they start from a position of being void. A restrictive covenant is treated as an unlawful restraint of trade unless the employer can show it goes no further than reasonably necessary to protect a legitimate business interest — trade connections, confidential information, or the stability of the workforce. The burden is on the employer, and reasonableness is judged as at the date the clause was agreed, not the date you try to use it. A statutory three-month cap was announced in May 2023 and never legislated, and the Employment Rights Act 2025 left covenants untouched. Most fail because they were drafted too widely.
Because it is wider than the interest it protects. The usual failures are: too long, such as twelve months on a role that could be replaced in six weeks; too broad, barring work across an entire industry rather than the part that competes; too large geographically, with a nationwide restriction on someone whose client list was local; or applied indiscriminately, with the same wording in every contract from the receptionist to the sales director. A clause drawn as widely as possible usually protects nothing at all, because a court will not narrow it to rescue it. A narrow clause you can enforce is worth far more.
Generally not. A court may apply the blue-pencil test and delete a clearly severable word or phrase where the rest still stands on its own and the character of the clause is unchanged, but it will not redraft an unreasonable restriction into a reasonable one. That is exactly why the “draft it as wide as we can and let a judge trim it” approach fails. The clause has to be reasonable as written on the day it was agreed. When auditing contracts, the useful question is whether, if its worst part were deleted, what remained would still protect you.
You can, but they may not bind unless the employee receives something fresh in return. Continued employment on unchanged terms is generally not enough consideration; a pay rise, a promotion, a bonus or a genuine new benefit tied to accepting the change usually is. Bolting tougher covenants onto a long-serving employee with nothing given in exchange is one of the most common reasons they later fail. Time the change to a real moment in the relationship — a promotion, a new role, a salary review — and record what was given for it. Imposing terms unilaterally also risks a constructive dismissal argument.
Send us the contracts. Reviewing and redrafting restrictive covenants is non-reserved work, and it is best done alongside the rest of the employment paperwork rather than in isolation, because a covenant is only as good as the confidentiality and intellectual property clauses sitting next to it. A contract review starts at £249 +VAT; an employment starter pack covering the contract, offer letter, confidentiality agreement and contractor template starts at £895 +VAT. The most useful moment is before your next senior hire, when you can introduce new terms with proper consideration.
Clear scope · fixed fees available. Buzz Legal Ltd is not a firm of solicitors and is not regulated by the SRA.