Non compete agreements are often a part of (or clause within) a broader agreement, e.g. an independent contractor agreement, employment agreement, confidentiality agreement distributorship agreement, etc. The following is a helpful non-exclusive checklist for a non-compete clause.
- Describe the consideration provided (e.g., salary, payment, disclosure, etc.).
- Describe restrictive time period (must be reasonable and enforceable).
- Describe geographical scope of restriction.
- Describe scope of restricted activities, e.g. “employee will not . . .
1. contact or solicit customers
2. discourage customers
3. participate in, restricted activities, e.g. engage in business that competes, etc.
- Require attorneys fees and cost be paid in event of breach of
Non Compete Agreement.
- Provide for injunctive remedy, in addition to other remedies in event of breach of Non Compete Contract.
Note, non-circumvention provisions may also be appropriate in certain circumstances.