Terminations & Severance
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Learn more Restrictive Covenants
Restrictive covenants lawyer for employers.
Your client relationships, confidential information, and key people are worth protecting, but the rules have changed. We draft non-solicitation, confidentiality, and (where still available) non-competition provisions, using the narrow, well-targeted drafting Ontario courts are most likely to enforce.
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Restrictive Covenants in Ontario
The ground has shifted on non-competes
In Ontario, most non-competition agreements are now prohibited. In 2021, the Ontario government passed the Working for Workers Act, 2021, which banned employers from imposing non-competition agreements (an agreement that precludes employees from working in competitive industries for a period of time after their employment ends) on employees. Narrow exceptions remain, however: notably certain senior executives and the sale of a business. Relying on a non-compete that isn't valid can leave you with no protection exactly when you need it.
This may soon extend to federally regulated workplaces (such as employees in telecommunications and banking), as Bill C-31, which is working its way through the Canadian Parliament, proposes a similar ban.
What still works
The tools that remain available, and that, drafted well, are often more reliable than a non-compete ever was, include:
- Non-solicitation clauses: restricting a departing employee from poaching your clients or your staff
- Confidentiality and trade-secret protections: safeguarding your proprietary information
- Invention and intellectual property (IP) assignment: ensuring work product belongs to the business
Enforceability turns on reasonableness. A restrictive covenant that's broader than necessary, too long, too geographically wide, or protecting more than a legitimate business interest, risks being struck down entirely, leaving you with nothing. Narrow, well-targeted drafting is what actually protects you.
Getting them to hold up
Courts are cautious about anything that restricts a person's ability to earn a living, and they read these clauses narrowly. Enforceable covenants need to be reasonable in scope, duration, and geography; supported by proper consideration; and tailored to a genuine, protectable interest. The details are where these clauses are won or lost.
How we help
- Draft non-solicitation, confidentiality, and IP provisions built to be enforceable
- Advise whether a non-compete is available in your situation, and structure it correctly if it is
- Review and modernize the covenants in your existing contracts
- Advise on enforcement when a departing employee crosses the line
Restrictive Covenants FAQs
Common questions about restrictive covenants.
Practical, Canadian-law guidance for employers protecting their business, across Ontario and Canada.
No, in most cases non-compete covenants or agreements are prohibited for Ontario employees, with narrow exceptions. For most employers, the reliable protections are non-solicitation and confidentiality clauses.
A non-compete tries to stop a former employee from working for a competitor after they leave. A non-solicitation clause is narrower: it stops them from soliciting your clients or employees. Non-solicits remain enforceable if reasonably drafted, which makes them the go-to tool now.
Yes, if they're reasonable: limited in duration and scope, and tied to a legitimate business interest. Overly broad clauses can be struck down entirely, so careful drafting is what makes them worth having.
Through well-drafted confidentiality and non-solicitation provisions, sound IP assignment, and practical safeguards. The goal is protection that's narrow enough to be enforceable but strong enough to matter, which is a drafting exercise worth doing properly.
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Protecting your business?
We'll review your covenants and tell you plainly whether they'll actually hold up.
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