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Acquisition Non Compete Agreement
"Need an Acquisition Non-Compete Agreement to prevent the founder of a software development company we're acquiring from starting a competing business within 50 miles of our offices in Texas and California for 3 years after closing in March 2025."
1. Parties: Identification of the parties involved in the acquisition and bound by the non-compete
2. Background/Recitals: Context of the acquisition and reason for the non-compete provisions
3. Definitions: Key terms used throughout the agreement including 'Restricted Business', 'Territory', 'Restricted Period'
4. Non-Compete Obligations: Core restrictions and specific prohibited activities
5. Duration and Territory: Time period and geographic scope of restrictions
6. Consideration: Value provided in exchange for non-compete obligations
7. Remedies: Consequences of breach and enforcement mechanisms
8. Governing Law: Jurisdiction and applicable law
1. Non-Solicitation Provisions: Additional restrictions on soliciting employees or customers, used when protection of customer relationships and employee retention is crucial
2. Confidentiality Provisions: Protection of confidential information, included when a separate confidentiality agreement doesn't exist
3. Carve-outs: Specific exceptions to restrictions, used when certain activities or territories need to be excluded from the non-compete obligations
4. Assignment Rights: Rights to transfer the agreement, included when future corporate restructuring is anticipated
1. Territory Definition Schedule: Detailed description of geographic restrictions and boundaries of the non-compete territory
2. Restricted Business Description Schedule: Detailed scope of business activities covered by the non-compete provisions
3. Consideration Schedule: Details of payment or other consideration provided in exchange for the non-compete obligations
4. Excluded Activities Schedule: List of specifically permitted activities that are carved out from the non-compete restrictions
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