Dubious Ontario independent contractor agreement: Is giving a colleague an ordinary character or employment reference (for a company I myself do not work for) considered soliciting an employee away from the company?
I am re-signing an independent contractor agreement for a senior role in a tiny Ontario company (less than 10 employees), and the agreement has an incredibly broad non-solicitation clause that seems to prohibit, for three months, any solicitation, "in any capacity whatsoever" that would "have the effect of" causing an employee to work at a competing company. This seems to be written in such a way that I would be prohibited from giving an ordinary employment or character reference to a colleague or subordinate who wants to get a job at another company -- even if I don't work for that other company or have any affiliation with them.
The wrinkle here is that the actual head of the company flips their lid and takes it personally when people quit their jobs to work for other companies, and absolutely would never give a reference.
From what I know about Ontario employment law, this seems totally unenforceable. Can they really prohibit me from giving references? Is this enforceable?
Normally, I would just request a change to the contract, but I don't want to draw attention to this. I am thinking I will just sign it and then go ahead and do whatever I want. If you're a lawyer, can you let me know if I'm on the right track here?
Posted Jul 8, 2025, 4:45 PM UTC