What is it?
It functions as a contractual clause type governing the inducement of agreement; it controls the initiation and attraction of mutual assent between parties.
solicit
Contract LawLegal glossary term
Quick answer
Solicit usually means actively enticing another party into a deal or agreement. In contracts, it matters because the act of asking can create an immediate obligation on the solicitor. Before signing, check if your solicitation was made in good faith.
Definitions
What is solicit?
Legal Definition
Solicit means to actively seek out or entice another party into entering a legal agreement or transaction. This action creates an obligation on the solicitor, often giving the other party a right to accept terms under specific conditions. The crucial qualifier here involves whether the solicitation was made in good faith, especially when seeking business from existing clientele.
Plain-English Translation
Soliciting is like asking your friend if they want to borrow your favorite colored crayon. If they say yes, you've successfully persuaded them into a deal.
Contract relevance
Why solicit matters in contracts
Ignoring an offer that resulted from solicitation can lead to a breach of contract claim or liability for damages. The solicitor bears this risk if their invitation was faulty or deceptive.
Document context
Where solicit appears in documents
| Document type | Section | Why it matters |
|---|---|---|
| Sales Agreement | Scope of Work section | Determines when the seller is obligated to perform under UCC § 2-207. |
| Employment Contract | Offer Letter/Recruitment Terms | Establishes if the employer solicited a candidate and what terms apply. |
| Real Estate Purchase Agreement | Representations & Warranties | Shows if one party actively sought out the other's agreement on price or timeline. |
| Settlement Agreement | Consideration Clause | Confirms that one side actively proposed the settlement terms to resolve litigation. |
| Marketing Agreement | Promotional Activities section | Defines the scope of outreach required by the solicitor to generate leads. |
Contract language
Common contract wording
| Contract wording | Plain-English meaning | What to check |
|---|---|---|
| Shall solicit and secure acceptance from... | Actively seek out and convince... | Ensure the solicitation was not merely passive advertising. |
| The Seller agrees to solicit purchase offers pursuant to... | The vendor commits to asking for bids under... | Verify that a concrete offer was expected after the outreach. |
| To solicit binding commitment from either party... | To actively induce a firm promise from one side or the other... | Check if acceptance is required, or just an indication of interest. |
Red flags
Red flags to watch for
Wording examples
Clearer wording examples
Vague wording
Company shall not solicit any customer with whom it had contact during the 12 months prior to termination
Clearer wording
Company agrees not to contact customers it interacted with in the year before the agreement ended
Vague wording
Employee shall not directly or indirectly solicit customers with whom they had personal involvement
Clearer wording
Employee agrees not to approach customers they personally worked with, either directly or through intermediaries
Note: “clearer” means easier to read — not legally reviewed or guaranteed safe.
Pre-signature checklist
What to check before signing
1
Is the solicitation effort defined (e.g., 'daily,' 'within 30 days')?
2
Does it specify *who* is being solicited?
3
Are the terms offered in the solicitation clearly stated?
4
Is there a definition of 'good faith' applied to the act of soliciting?
5
What happens if the solicitation results in rejection vs. acceptance?
6
Does the agreement mandate further steps after the initial solicitation?
Party impact
How solicit affects each party
| Party | What this party should check |
|---|---|
| Solicitor (The one asking) | Must ensure their outreach meets a defined standard of diligence. |
| Solicitee (The one being asked) | Should review *how* they were solicited to confirm compliance with contract terms. |
| Both Parties | Need to agree on the timeline and scope of the solicitation activity. |
Comparison
solicit vs similar terms
| Related term | Plain meaning | Main difference from solicit |
|---|---|---|
| Advertise | Passive promotion; putting information out there without targeting a specific response. | Solicitation requires an active effort or direct attempt to elicit a response. |
| Induce | To persuade someone into doing something, often with incentives. | While related, inducement focuses on the *persuasion*, while solicitation is the *act of seeking* that persuasion. |
| Request | A formal asking for information or action. | A request can be passive (e.g., 'Please review this'), whereas a solicitation implies an expectation of commitment. |
Missing or vague
If solicit is missing or vague
If the term isn't clearly defined, disputes often erupt over whether the effort was sufficient. One party might claim they simply sent emails, while the other demands site visits and follow-up calls count as 'solicitation.' Ambiguity also complicates determining when a duty to act begins or ends under the agreement. This uncertainty forces litigation over intent.
Document map
Document section map
| Contract section | What to inspect |
|---|---|
| Definitions Section | Must explicitly define 'Solicit' if it is a core action of the contract. |
| Scope of Work/Obligations | Inspect this section to see *what* must be solicited (e.g., services, funds). |
| Remedies and Damages | Check here to see what happens when solicitation fails or succeeds unexpectedly. |
| Representations & Warranties | Confirm that one party warrants they have actively sought out the other's agreement. |
Visual model
Understand solicit fast
An explainer image has not been generated for this term yet.
01
Landlord solicits new tenants by posting flyers; outcome is lease signing under specified terms.
02
Franchisor solicits local restaurant owners to buy a franchise package; outcome is binding agreement.
03
Borrower solicits bank financing through a formal loan application; outcome is issuance of committed funds.
Document context
How solicit shows up in legal documents
Why does it matter?
Ignoring an offer that resulted from solicitation can lead to a breach of contract claim or liability for damages. The solicitor bears this risk if their invitation was faulty or deceptive.
When does it matter?
The act triggers upon the initial presentation of terms, but legal liability solidifies when the solicited party accepts the overture within the specified timeframe. For instance, within 10 days of receiving a bid solicitation.
Where is it usually seen?
You frequently see this term in commercial contracts, specifically in Non-Solicitation clauses and during UCC § 2-305 acceptance procedures for goods.
Who is affected?
A franchisor solicits potential franchisees to sign an agreement, gaining a new business partner. A creditor solicits repayment from a debtor, risking default if the debt remains unpaid.
How does it work?
First, one party actively reaches out with a proposal—the solicitation itself. Then, the recipient evaluates this offer against their needs. Finally, acceptance solidifies the deal, completing the mechanism of mutual assent.
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Wikipedia
Solicitation
Solicitation is the act of offering, or attempting to purchase, goods and/or services. Legal status may be specific to the time or place where it occurs. The crime of "solicitation to commit a crime" occurs when a person encourages, "solicits, requests,...
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Where solicit connects to real contract work
This layer links the term to nearby glossary entries, document use cases, and contract-risk guides so readers can move from definition to context without dead ends.
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BGRisk context hubGlossary meaning, document paths, and adjacent risk pages connected around this clause.
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Source & disclosure
This page is an AI-assisted plain-English explanation based on LexPredict Legal Dictionary context and contract-review patterns. It is not legal advice. Meaning may vary by jurisdiction, industry, and exact clause wording.
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