Non Compete Agreement Texas Template

Texas Non-Compete Agreement

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

---

Instructions for Use

• Completion Responsibility: This form is to be completed by the Company's HR Department in conjunction with Legal Counsel, and then presented to the prospective or current Employee for review and signature.
• Filing & Retention: The fully executed original document must be filed in the Employee's personnel file. A scanned copy should be retained in a secure digital repository. Retain for a minimum of seven (7) years following the termination of employment.
• Mandatory Attachments: Ensure a copy of the Employee's Job Description and any relevant Company Confidentiality Policy or Employee Handbook sections are appended to this agreement at the time of execution.

---

Document Body & Detailed Sections

This Texas Non-Compete Agreement (the "Agreement") is entered into on this [____] day of [__________], [____] by and between:

1. Parties

• Company:

  • Legal Name: [__________]
  • Type of Entity: [ ] Corporation [ ] LLC [ ] Other: [__________]
  • Principal Address: [__________]
  • City, State, Zip: [__________]
  • (Hereinafter referred to as "Company")

• Employee:

  • Full Legal Name: [__________]
  • Home Address: [__________]
  • City, State, Zip: [__________]
  • (Hereinafter referred to as "Employee")

2. Recitals

WHEREAS, Company is engaged in the business of [__________], which involves highly sensitive and proprietary information, specialized training, and significant investments in client relationships and goodwill;

WHEREAS, Employee is either currently employed by Company or is being offered employment by Company in the position of [__________] (the "Position");

WHEREAS, in the course of Employee’s employment, Employee will be exposed to, acquire, or develop Confidential Information (as defined herein), specialized training, and build relationships with Company's clients, customers, and employees;

WHEREAS, Company desires to protect its legitimate business interests, including its Confidential Information, trade secrets, goodwill, and customer relationships;

WHEREAS, Employee acknowledges and agrees that the covenants and restrictions contained in this Agreement are necessary, reasonable, and supported by adequate consideration.

3. Consideration

In consideration of Employee’s employment with Company, the compensation and benefits provided, and the specific consideration detailed below, Employee agrees to the terms of this Agreement. Employee acknowledges receipt and sufficiency of the following consideration:

• [ ] Access to Company's confidential and proprietary information, trade secrets, and intellectual property.
• [ ] Specialized, industry-specific training and development programs provided by Company.
• [ ] Access to Company's goodwill, established client and customer relationships, and strategic business plans.
• [ ] Initial or continued employment with Company.
• [ ] Grant of equity, stock options, or other long-term incentives.
• [ ] Other specific consideration: [__________]

4. Confidential Information

For purposes of this Agreement, "Confidential Information" means all non-public, proprietary information, data, and know-how relating to the Company's business, regardless of form or whether marked confidential. This includes, but is not limited to:

• [ ] Trade secrets, inventions, patents, patent applications, copyrights.
• [ ] Customer lists, client data, pricing strategies, and sales forecasts.
• [ ] Marketing plans, business strategies, and operational methods.
• [ ] Financial information, budgets, and profit margins.
• [ ] Software, source code, object code, algorithms, and technical specifications.
• [ ] Employee data, compensation structures, and training materials.
• [ ] Research and development data, product designs, and manufacturing processes.
• [ ] Other: [__________]

Employee agrees to hold all Confidential Information in strict confidence and not to disclose, use, or copy it, directly or indirectly, except as required in the performance of duties for Company. This obligation survives the termination of employment.

5. Non-Compete Covenants

In consideration of the promises and undertakings herein, and to protect the Company's legitimate business interests, Employee covenants and agrees that during the term of employment and for a period of [__________] months (the "Restricted Period") immediately following the termination of Employee’s employment with Company for any reason, Employee shall not, directly or indirectly, in any capacity (e.g., as an owner, partner, investor, employee, consultant, contractor, or advisor):

• 5.1. Prohibited Activities: Engage in, be employed by, or render services to any business that directly competes with the Company's business activities as conducted during Employee's employment. This includes:

  • [ ] Developing products or services substantially similar to those of Company.
  • [ ] Marketing or selling products or services substantially similar to those of Company.
  • [ ] Providing services substantially similar to those provided by Company.
  • Specific competing activities: [__________]

• 5.2. Geographic Scope: The restriction shall apply within the following geographic area(s) where Company conducted business and where Employee had material responsibilities or access to Confidential Information:

  • [ ] A radius of [__________] miles from Company’s principal place of business in [__________], Texas.
  • [ ] The State(s) of: [__________]
  • [ ] The following counties/cities: [__________]
  • [ ] Other specific areas relevant to Employee’s role: [__________]

Employee acknowledges that the duration and geographic scope of these restrictions are reasonable and necessary given the nature of Company’s business, the market in which it operates, and Employee’s role and access to Confidential Information and customer relationships.

6. Non-Solicitation Covenants

During the Restricted Period, Employee further covenants and agrees not to:

• 6.1. Customer/Client Solicitation: Directly or indirectly solicit, divert, or appropriate, or attempt to solicit, divert, or appropriate, any customer, client, or prospective customer/client of the Company with whom Employee had direct contact, oversight, or access to their Confidential Information during the last [__________] years of Employee’s employment with Company, for the purpose of providing products or services competitive with those offered by Company.

• 6.2. Employee Solicitation: Directly or indirectly solicit, induce, recruit, or encourage any employee of Company to terminate their employment with Company or to accept employment with any competing business. This restriction applies to any employee with whom Employee had material contact or supervisory authority during the last [__________] years of employment.

7. Injunctive Relief

Employee acknowledges that a breach of this Agreement would cause irreparable harm to Company for which monetary damages would be inadequate. Therefore, Company shall be entitled, in addition to any other remedies available at law or in equity, to seek temporary and permanent injunctive relief without the necessity of posting a bond, to prevent any actual or threatened breach of this Agreement.

8. Severability

If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from this Agreement, and the remaining provisions shall continue in full force and effect. The parties agree that the court shall have the authority to modify any invalid or unenforceable provision to make it valid and enforceable to the maximum extent permitted by law.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws principles. The parties agree that any action or proceeding arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in [__________] County, Texas.

10. Entire Agreement

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

11. Amendments

This Agreement may not be amended or modified except by a written instrument signed by both Company and Employee.

12. Waiver

No waiver of any breach of any provision of this Agreement shall be construed as a waiver of any subsequent breach of the same or any other provision, nor shall any delay or omission on the part of either party to exercise or avail itself of any right or remedy hereunder operate as a waiver of that right or remedy.

13. Employee Acknowledgment

Employee acknowledges that Employee has read and understands this Agreement, has had the opportunity to consult with legal counsel of Employee’s choice, and agrees to be bound by its terms. Employee further acknowledges that the restrictions contained herein are reasonable and necessary to protect the legitimate business interests of Company.

---

Execution & Signature Block

COMPANY:

By:

---

Authorized Signature

Printed Name: [__________] Title: [__________] Date: [____/____/2026]

EMPLOYEE:

By:

---

Employee Signature

Printed Name: [__________] Date: [____/____/2026]

---

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