Non Compete Agreement Sample for Small Business

NON-COMPETE AND NON-DISCLOSURE AGREEMENT

This Non-Compete and Non-Disclosure Agreement (the "Agreement") is entered into as of this ______ day of ________, 20 (the "Effective Date"), by and between:

EMPLOYER: ________________________________________, a [State] [Entity Type, e.g., Limited Liability Company/Corporation] with its principal place of business located at ________________________________________________ (the "Company"),

AND

EMPLOYEE: ________________________________________, residing at ________________________________________________ (the "Employee").

(Collectively referred to as the "Parties.")

1. PURPOSE

The Employee acknowledges that in the course of their employment with the Company, they will have access to "Confidential Information" (as defined below) and will develop unique relationships with the Company’s clients, customers, and business partners. The Employee agrees that the Company has a legitimate business interest in protecting its trade secrets and goodwill.

2. CONFIDENTIAL INFORMATION

The Employee agrees to hold in strict confidence all proprietary information, including but not limited to, client lists, marketing strategies, pricing structures, trade secrets, software code, and financial data. The Employee shall not disclose, copy, or use such information for any purpose other than the performance of their duties for the Company.

3. NON-COMPETE COVENANT

During the term of employment and for a period of ______ [months/years] following the termination of employment for any reason (the "Restricted Period"), the Employee shall not, directly or indirectly:

a) Engage in, consult with, be employed by, or have any interest in any business that competes directly with the Company’s business of ________________________________________ within the geographic area of ________________________________________ (the "Restricted Territory").

b) Solicit, induce, or attempt to influence any client, customer, or vendor of the Company to cease doing business with the Company or to divert their business to a competitor.

c) Solicit or attempt to hire any employee or independent contractor of the Company to terminate their relationship with the Company.

4. CONSIDERATION

The Employee acknowledges that the Company is providing them with [specific consideration, e.g., specialized training, access to proprietary databases, or a signing bonus of $__________], which the Employee agrees is sufficient and adequate consideration for the obligations set forth in this Agreement.

5. ENFORCEABILITY AND MODIFICATION

If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be severed, and the remaining provisions shall continue to be valid and enforceable. If a court of competent jurisdiction determines that any portion of this Agreement is overbroad, the Parties agree that the court shall have the authority to modify such provision to the minimum extent necessary to make it enforceable.

6. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of ____________________. Any disputes arising hereunder shall be resolved in the courts located in ____________________ County, ____________________.

7. ENTIRE AGREEMENT

This document constitutes the entire agreement between the Parties and supersedes all prior agreements or understandings, whether written or oral.

SIGNATURES

COMPANY:

Signature: _________________________________ Name: _____________________________________ Title: ______________________________________ Date: ______________________________________

EMPLOYEE:

Signature: _________________________________ Name: _____________________________________ Date: ______________________________________