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Deed Of Non Competition
"I need a Deed of Non-Competition for the sale of my Sydney-based software development company, preventing the seller from competing within Australia and New Zealand for 3 years after the sale completion date of March 1, 2025, with specific focus on protecting our client relationships and proprietary technology."
1. Parties: Identifies and defines all parties to the deed, including full legal names and addresses
2. Background: Sets out the context and circumstances leading to the deed, including the relationship between the parties
3. Definitions and Interpretation: Defines key terms used throughout the deed and establishes interpretation principles
4. Non-Competition Obligations: Details the core restrictions on competitive activities, including specific prohibited actions
5. Duration of Restrictions: Specifies the time period during which the non-compete obligations will apply
6. Geographic Scope: Defines the geographical area where the restrictions apply
7. Confidential Information: Provisions regarding the protection and non-use of confidential information
8. Acknowledgments: Parties' acknowledgments regarding the reasonableness of restrictions
9. Breach and Remedies: Consequences of breach and available remedies including injunctive relief
10. Severance: Provisions for severing unenforceable terms while maintaining others
11. General Provisions: Standard boilerplate clauses including notices, governing law, and entire agreement
12. Execution: Formal execution block meeting deed requirements under Australian law
1. Non-Solicitation of Employees: Additional restrictions on soliciting employees, used when protecting against staff poaching is relevant
2. Non-Solicitation of Customers: Restrictions on approaching customers, used in business sale or similar commercial contexts
3. Intellectual Property: Provisions regarding IP rights and restrictions, used when IP is a significant concern
4. Garden Leave: Provisions for garden leave periods, used in employment-related non-compete scenarios
5. Assignment and Novation: Rights to assign the deed, used in commercial contexts where business transfers are contemplated
6. Independent Legal Advice: Acknowledgment of receiving legal advice, used when one party may be at a disadvantage
7. Consideration: Detailed consideration provisions, used when specific payments or benefits are provided for the restrictions
1. Restricted Activities: Detailed list of specific activities that constitute prohibited competition
2. Restricted Area: Detailed maps or descriptions of the geographical areas where restrictions apply
3. Competitor List: List of specific competitors or types of competitors covered by the restrictions
4. Confidential Information: Detailed description of what constitutes confidential information
5. Consideration Details: Schedule detailing any payment terms or other consideration for the restrictions
6. Key Customers/Clients: List of specific customers or clients covered by non-solicitation provisions
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