Non Compete Agreement Ohio Template

Ohio Non-Competition Agreement

Document ID: TR-NCA-OH-001 Effective Date: [//2026]

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Instructions for Use:

• This agreement is to be completed by the Company's HR or Legal Department and signed by the Employee prior to or concurrent with the commencement of employment, or for existing employees, in exchange for separate, adequate consideration (e.g., promotion, bonus, access to specific confidential information).
• Retain the original, fully executed document in the Employee's official personnel file for a minimum of seven (7) years post-termination. Provide a complete copy to the Employee.
• Mandatory Attachment: A copy of the Employee's official job description or an addendum outlining specific duties and access to confidential information should be appended to this agreement.

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OHIO NON-COMPETITION AGREEMENT

This Non-Competition Agreement ("Agreement") is made effective as of the Effective Date specified above, by and between:

COMPANY: [__________] (Legal Company Name) a [__________] (State of Incorporation/Organization) corporation/LLC, with its principal place of business at [__________] (Company Street Address), [__________] (City), Ohio [__________] (Zip Code) (hereinafter referred to as the "Company"),

AND

EMPLOYEE: [__________] (Employee's Full Legal Name) residing at [__________] (Employee Street Address), [__________] (City), [__________] (State) [__________] (Zip Code) (hereinafter referred to as the "Employee").

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1. RECITALS

WHEREAS, the Company is engaged in the business of [__________] (Brief description of Company's core business activities);

WHEREAS, the Company desires to employ or continue the employment of the Employee in the position of [__________] (Employee's Job Title) ("Position");

WHEREAS, in the course of the Employee's employment, the Employee will have access to and will develop highly valuable confidential and proprietary information, trade secrets, customer relationships, strategic plans, and other goodwill concerning the Company's business operations and clients within Ohio and potentially beyond;

WHEREAS, the Company's legitimate business interests necessitate the protection of its confidential information, trade secrets, customer relationships, and goodwill from unfair competition;

WHEREAS, the Employee acknowledges that the covenants contained herein are a condition of employment (or continued employment and other valuable consideration as specified below) and are reasonably necessary to protect the Company's legitimate business interests.

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2. DEFINITIONS

For the purpose of this Agreement, the following terms shall have the meanings set forth below:

2.1. "Confidential Information" shall mean all non-public information, in any form, concerning the Company's business, including but not limited to, trade secrets, proprietary business methods, marketing plans, client lists, pricing strategies, financial data, product development, software, personnel data, and any other information that provides the Company with a competitive advantage, whether or not designated as "confidential."

2.2. "Company's Business" shall mean the business activities conducted by the Company, specifically including [__________] (Specify 1-2 core business functions/products/services, e.g., "the development and sale of [Product Type] solutions" or "provision of [Service Type] services").

2.3. "Restricted Period" shall mean the period of Employee's employment with the Company and for [__________] (Number between 6 and 24) months following the termination of Employee's employment for any reason.

2.4. "Restricted Area" shall mean the geographic area encompassing: [ ] a [__________] (Number) mile radius from the Company's principal place of business in [__________] (City, State). [ ] the following counties in Ohio: [__________] (List specific Ohio counties). [ ] any county or state in which the Employee provided services, developed client relationships, or had access to confidential information during the [__________] (Number between 12 and 36) months preceding the termination of employment. [ ] the entire state of Ohio. [ ] other: [__________] (Describe other specific geographic limitations, e.g., "where the Company has active clients").

2.5. "Competing Business" shall mean any person or entity engaged in the Company's Business or a substantially similar business within the Restricted Area.

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3. COVENANT NOT TO COMPETE

During the Restricted Period, the Employee shall not, directly or indirectly, for themselves or on behalf of any other person or entity, engage in or provide services to a Competing Business:

• As an owner, partner, shareholder (holding more than [__________] % of publicly traded stock), director, officer, manager, employee, consultant, advisor, independent contractor, or in any other capacity.
• By performing duties substantially similar to those performed for the Company or those that would inherently require the use or disclosure of the Company's Confidential Information.

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4. NON-SOLICITATION OF CUSTOMERS

During the Restricted Period, the Employee shall not, directly or indirectly, solicit, divert, or attempt to solicit or divert any customer, client, or prospective client of the Company with whom the Employee had direct contact or about whom the Employee acquired Confidential Information during the [__________] (Number between 12 and 36) months preceding the termination of employment, for the purpose of providing services or products that are competitive with the Company's Business.

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5. NON-SOLICITATION OF EMPLOYEES

During the Restricted Period, the Employee shall not, directly or indirectly, solicit, induce, or attempt to induce any employee of the Company to leave their employment with the Company, or hire or engage any such employee for the purpose of engaging in a Competing Business. This restriction applies to any employee with whom the Employee had direct professional interaction or managerial responsibility during the [__________] (Number between 12 and 36) months preceding the termination of employment.

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6. CONFIDENTIALITY

The Employee acknowledges and agrees that all Confidential Information is and shall remain the exclusive property of the Company. At no time during or after employment shall the Employee use, disclose, or permit the disclosure of any Confidential Information, except as required in the performance of their duties for the Company or as required by law.

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7. RETURN OF COMPANY PROPERTY

Upon termination of employment for any reason, or at any time upon the Company's request, the Employee shall immediately return to the Company all property belonging to the Company, including but not limited to, all Confidential Information, documents, files, data, equipment, keys, and access cards.

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8. REMEDIES

The Employee acknowledges that a breach of this Agreement would cause irreparable harm to the Company for which monetary damages alone would not be an adequate remedy. Therefore, in the event of any actual or threatened breach of this Agreement, the Company shall be entitled to seek, in addition to any other remedies available at law or in equity:

• Injunctive relief to prevent any further breach.
• Specific performance of the terms of this Agreement.
• Recovery of reasonable attorneys' fees and costs incurred in enforcing this Agreement.

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9. SEVERABILITY

If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The parties agree that if any such provision is held to be invalid, illegal, or unenforceable, the court shall be empowered to modify such provision to the minimum extent necessary to make it valid, legal, and enforceable.

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10. GOVERNING LAW AND VENUE

This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict of laws principles. Any litigation arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in [__________] (Specify County, e.g., Franklin County) County, Ohio.

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11. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements, discussions, and understandings, whether written or oral, between the parties. No modification of this Agreement shall be effective unless in writing and signed by both the Company and the Employee.

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12. WAIVER

No waiver by the Company of any breach of this Agreement shall be considered as a waiver of any subsequent breach of the same or any other provision hereof.

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13. ASSIGNMENT

This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the Company. The Employee may not assign this Agreement without the prior written consent of the Company.

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14. ACKNOWLEDGEMENT

The Employee acknowledges that they have carefully read this Agreement, understand its terms, and have had the opportunity to consult with legal counsel of their choice prior to signing. The Employee further acknowledges that the restrictions contained herein are reasonable and necessary for the protection of the Company's legitimate business interests.

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IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date first written above.

COMPANY:

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Authorized Signature

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Printed Name: [__________]

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Title: [__________]

Date: [____/____/2026]

EMPLOYEE:

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Employee Signature

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Printed Name: [__________]

Date: [____/____/2026]

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Disclaimer: This document is provided as a standardized framework. Consult qualified legal counsel for jurisdiction-specific statutory compliance.