Non Compete Agreement Template Between Companies

NON-COMPETE AND NON-SOLICITATION AGREEMENT

THIS NON-COMPETE AND NON-SOLICITATION AGREEMENT (the "Agreement") is entered into as of this ______ day of ________________, 20____ (the "Effective Date"), by and between:

[__________________________________], a corporation organized and existing under the laws of [________________], with its principal place of business located at [________________________________________________] ("Company A"), and

[__________________________________], a corporation organized and existing under the laws of [________________], with its principal place of business located at [________________________________________________] ("Company B").

(Collectively referred to as the "Parties" and individually as a "Party").

1. BACKGROUND AND PURPOSE

The Parties are currently engaged in, or are contemplating entering into, a business relationship involving [________________________________________________] (the "Purpose"). In the course of this relationship, the Parties may share Proprietary Information and Trade Secrets. The Parties agree that the restrictions contained herein are reasonable and necessary to protect the legitimate business interests and goodwill of the disclosing Party.

2. DEFINITION OF RESTRICTED BUSINESS

For the purposes of this Agreement, "Restricted Business" shall be defined as: [__________________________________________________________________________________________________________________________________________________________________].

3. NON-COMPETE COVENANT

During the term of the business relationship between the Parties and for a period of [______] months/years following the termination of such relationship, Company B agrees that it shall not, directly or indirectly, engage in, consult with, be employed by, or have any interest in any business entity that competes with the Restricted Business of Company A within the following geographical area: [________________________________________________].

4. NON-SOLICITATION OF CLIENTS AND EMPLOYEES

During the term of the business relationship and for a period of [______] months/years thereafter, Company B shall not, directly or indirectly: (a) Solicit, induce, or attempt to induce any client, customer, or vendor of Company A to cease doing business with, or reduce their business with, Company A. (b) Solicit, recruit, or hire any employee, independent contractor, or consultant of Company A to terminate their relationship with Company A.

5. CONFIDENTIALITY

The Parties acknowledge that any information exchanged regarding the Restricted Business is deemed "Confidential Information." The Parties agree to maintain the confidentiality of such information and shall not disclose it to any third party without the express written consent of the disclosing Party, except as required by law.

6. REMEDIES

The Parties acknowledge that a breach of this Agreement would cause irreparable harm to the non-breaching Party, for which monetary damages would be an inadequate remedy. Therefore, the non-breaching Party shall be entitled to seek injunctive relief, specific performance, and any other equitable relief in addition to any other remedies available at law.

7. GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the State/Province of [________________]. Any disputes arising out of this Agreement shall be subject to the exclusive jurisdiction of the courts located in [________________].

8. SEVERABILITY

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect to the maximum extent permitted by law.

9. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties concerning the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, whether written or oral.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

COMPANY A

Signature: __________________________ Name: [__________________________] Title: [__________________________]

COMPANY B

Signature: __________________________ Name: [__________________________] Title: [__________________________]