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Non Compete Non Solicitation Agreement for Malaysia

Non Compete Non Solicitation Agreement Template for Malaysia

A comprehensive legal agreement governed by Malaysian law that restricts an individual or entity from competing with or soliciting customers/employees from a business for a specified period and within a defined geographical area. The agreement must comply with Malaysian legal requirements, particularly the Contracts Act 1950 and relevant case law, which require such restrictions to be reasonable and necessary to protect legitimate business interests. The document includes specific provisions for non-competition, non-solicitation of customers and employees, and confidentiality obligations, with careful consideration given to enforcement mechanisms and remedies available under Malaysian law.

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Non Compete Non Solicitation Agreement

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What is a Non Compete Non Solicitation Agreement?

This Non-Compete Non Solicitation Agreement is essential for businesses operating in Malaysia seeking to protect their legitimate interests, confidential information, and customer relationships. The document is typically used when onboarding senior executives, during business sales, or when engaging key employees who will have access to sensitive business information. It must be carefully drafted to comply with Malaysian legal requirements, particularly Section 28 of the Contracts Act 1950 regarding restraint of trade, and should include reasonable limitations in terms of duration, geographical scope, and business activities. The agreement balances the employer's need to protect business interests with the employee's right to earn a livelihood, incorporating both non-compete and non-solicitation provisions that are enforceable under Malaysian law.

What sections should be included in a Non Compete Non Solicitation Agreement?

1. Parties: Identifies and defines the parties to the agreement

2. Background: Sets out the context and purpose of the agreement, including the legitimate business interests being protected

3. Definitions: Defines key terms including 'Confidential Information', 'Competitive Business', 'Territory', and 'Restricted Period'

4. Non-Compete Obligations: Details the specific restrictions on competitive activities, including scope, duration, and geographical limitations

5. Non-Solicitation of Customers: Specifies restrictions on approaching or dealing with customers or clients

6. Non-Solicitation of Employees: Outlines restrictions on recruiting or hiring employees from the protected business

7. Confidentiality Obligations: Details obligations regarding confidential information and trade secrets

8. Duration and Territory: Specifies the time period and geographical scope of the restrictions

9. Acknowledgments: Contains acknowledgments of reasonableness and receipt of consideration

10. Remedies: Sets out consequences of breach and available remedies including injunctive relief

11. General Provisions: Standard clauses including governing law, severability, and entire agreement

What sections are optional to include in a Non Compete Non Solicitation Agreement?

1. Garden Leave: Used when the agreement includes provisions for paid non-compete period

2. Return of Property: Include when the restricted party has access to physical or digital assets

3. Independent Contractor Provisions: Required when the agreement is with contractors rather than employees

4. Consideration: Detailed section about consideration when separate consideration is being provided

5. Assignment Rights: Include when transfer of rights needs to be addressed explicitly

6. Survival: Used to specify which provisions survive termination of primary relationship

7. Industry-Specific Restrictions: Added for specialized industries with unique competitive concerns

What schedules should be included in a Non Compete Non Solicitation Agreement?

1. Schedule 1 - Restricted Territory: Detailed description or map of geographical areas covered by restrictions

2. Schedule 2 - Restricted Customers: List of specific customers or customer categories covered by non-solicitation

3. Schedule 3 - Restricted Business Activities: Detailed description of prohibited business activities

4. Schedule 4 - Consideration Details: Breakdown of any consideration or compensation provided

5. Appendix A - Confidential Information: Detailed categorization of protected confidential information

6. Appendix B - Affiliated Companies: List of related companies covered by the restrictions

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Malaysia

Cost

Free to use
Relevant legal definitions



























Clauses

























Relevant Industries

Technology

Financial Services

Professional Services

Healthcare

Manufacturing

Telecommunications

Consulting

Pharmaceuticals

Software Development

Research and Development

Sales and Distribution

Education and Training

Business Process Outsourcing

E-commerce

Relevant Teams

Human Resources

Legal

Executive Leadership

Sales

Business Development

Research and Development

Product Development

Customer Success

Operations

Information Technology

Finance

Strategy

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Sales Director

Business Development Manager

Senior Software Engineer

Research Director

Regional Manager

Account Executive

Product Manager

Technical Lead

Senior Consultant

Head of Operations

Managing Director

Chief Financial Officer

Vice President of Sales

Senior Account Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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