Restraint of trade deed, drafted to be enforced

Stop a departing worker or a business seller taking your clients with them.

Ready in about 15 minutes

What this document does

This deed restrains a departing employee or contractor, or the seller of a business you are buying, from competing with you, chasing your clients or poaching your staff. Courts strike out restraints that over-reach, so the deed is built the way enforceable ones are: it names the interest it protects, defines clients by actual dealings, and ladders the duration and area so a court can enforce the widest combination that is reasonable. It is executed as a deed, which binds without fresh consideration. An Australian solicitor reviewed and approved the template.

The questions we’ll ask

  1. What is being restrained?

  2. The protected party

  3. The restrained party

  4. Background

  5. The business sold

  6. What you are protecting

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Are non-compete clauses enforceable in Australia?
Only so far as they protect a real interest, like client connections or the goodwill of a business you sold or bought. A restraint that just stops ordinary competition is void. This deed recites the interest it protects and keeps the scope honest, which is what enforceability turns on.
What is the 2027 non-compete ban I keep hearing about?
The Commonwealth has announced, but not yet passed, a reform targeted at 1 July 2027 that would void post-employment non-competes for employees earning under the Fair Work high-income threshold. It would not touch non-solicitation, non-poaching or confidentiality covenants, and it does not affect restraints given by the seller of a business. The deed's covenants are separate, so the ones the reform leaves alone keep working.
Why is it a deed and not an agreement?
A restraint added to an existing job can fail because the worker got nothing new for it. A deed binds without consideration, which closes that gap. The trade-off is formality: a person signing a deed needs an independent adult witness.
What is a cascading restraint?
A ladder of periods and areas, each a separate covenant, for example 12, 6 and 3 months. If the longest rung is too wide, a court can strike it and enforce the next one down instead of losing the whole restraint. The deed keeps each ladder short, because courts refuse to rescue over-long menus.
Why does the deed default to NSW law?
New South Wales is the only state whose courts can read an over-wide restraint down to a reasonable extent under the Restraints of Trade Act 1976. Everywhere else the restraint must be reasonable exactly as written, so the cascade does all the work.
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