It may turn out that much depends on the exact matrix of the facts before the court. Indeed, the very notion of adequacy, which is central to the doctrine of trade limitation, inevitably requires a precise analysis of the relevant facts. When employers have a trade limitation clause in an employment contract, they must be aware of the interests they wish to protect and ensure that the clause is not broader than is necessary to protect those interests. The courts will carefully consider – in relation to the competing interests of the employer and the worker – whether the facts and the concrete circumstances of the case are clarified to decide whether the clause should be upheld or lowered. In order for an employer to impose a trade restriction, there must be a specific trade clause in the employment contract. The deference of trade doctrine is based on the two concepts of prohibition of agreements that are contrary to public policy, unless the relevance of an agreement can be demonstrated. A trade restriction is simply a kind of agreed provision that aims to curb the trade of another. In Nordenfelt v Maxim, Nordenfelt Guns and Ammunition Co, for example, a Swedish arms inventor, by selling his business to an American arms manufacturer, promised that he would “not manufacture weapons or ammunition anywhere in the world and would in no way compete with Maxim.” If a staff member has access to confidential information and has the opportunity to disclose it, the first two requirements are met. Whether there is an alternative remedy takes into account the relevance of limiting the trade agreement and balancing competing interests. There are certain conditions that validate a trade restriction on a sale of value, these are: Lord Denning MR, in the same case, explains what a restriction is in the same sense: if you intend to operate or join a business in competition with a former employer, it is strongly recommended that you receive your own independent legal advice to find out if a restriction of the trade clause might apply to you. In this particular case, Reddy/Siemens, the court found that the restriction of the trade agreement did not prevent the worker from incurring employment with a Siemens competitor – it did not prevent the worker from hiring, but merely limited the employer concerned. The court also found that the worker had access to confidential information from the employer (Siemens) and, although it is sufficient for him to be able to disclose this confidential information, it is not necessary for him to actually disclose that information. That is why the restriction of the trade agreement was found to be valid and applicable.
Diplock LJ had explained to Petrofina (Britain) Ltd/Martin (2) what a restriction is in this way: historically, the restriction of trade clauses was not valid, but the law has changed over time, as they are non-applicable if they can be justified as appropriate in the interest of the parties and public opinion. Singapore`s Trade Limitation Act is subject to jurisprudence rather than legislation. Restrictions on trade clauses are often found in different types of contracts – for example. B in employment contracts and the sale of commercial contracts.