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Non Compete Non Circumvention Agreement
"I need a Non-Compete Non-Circumvention Agreement under Nigerian law for a senior software developer leaving our Lagos-based tech company in January 2025, preventing them from working with competitors or approaching our clients for 2 years within West Africa."
1. Parties: Identification of all parties to the agreement, including full legal names, addresses, and registration details for corporate entities
2. Background: Context of the agreement, relationship between parties, and purpose of entering into these restrictions
3. Definitions: Detailed definitions of key terms including 'Confidential Information', 'Competing Business', 'Territory', 'Restricted Period', and 'Circumvention'
4. Non-Compete Obligations: Specific restrictions on competitive activities, including scope, duration, and geographical limitations
5. Non-Circumvention Obligations: Restrictions on direct/indirect business dealings with protected relationships, including clients, suppliers, and business opportunities
6. Confidentiality Obligations: Requirements for handling confidential information, including use restrictions and protection measures
7. Duration and Territory: Specific timeframes for restrictions and geographical scope of the agreement
8. Consideration: Clear statement of consideration provided in exchange for these restrictions, ensuring enforceability
9. Acknowledgments: Party acknowledgments regarding reasonableness of restrictions and receipt of independent legal advice
10. Remedies: Available remedies for breach, including injunctive relief and damages
11. General Provisions: Standard clauses including governing law, jurisdiction, entire agreement, and severability
1. Non-Solicitation: Additional restrictions on soliciting employees, customers, or suppliers - used when protecting human resources is crucial
2. Assignment Rights: Rights to assign the agreement to other parties - included when business sale or restructuring is anticipated
3. Guarantees: Personal or corporate guarantees for compliance - used when additional security is required
4. Audit Rights: Rights to audit compliance with the agreement - included for high-value or high-risk relationships
5. Alternative Dispute Resolution: Mediation or arbitration procedures - included when parties prefer alternative dispute resolution to court proceedings
6. Return of Materials: Procedures for returning confidential materials - included when physical or electronic materials are shared
1. Schedule 1 - Protected Relationships: List of specific clients, customers, suppliers, or business relationships covered by non-circumvention
2. Schedule 2 - Restricted Activities: Detailed description of prohibited competitive activities and business types
3. Schedule 3 - Territorial Scope: Detailed mapping of geographical restrictions with specific regions or territories
4. Schedule 4 - Confidential Information: Detailed categorization of protected confidential information and trade secrets
5. Appendix A - Consideration Details: Detailed breakdown of any financial or other consideration provided
6. Appendix B - Compliance Certificate: Template for periodic compliance certification if required
Authors
Technology
Manufacturing
Professional Services
Financial Services
Healthcare
Energy and Natural Resources
Telecommunications
Real Estate Development
Trading and Distribution
Construction
Pharmaceuticals
Agricultural Business
Oil and Gas
Educational Services
Legal
Executive Leadership
Sales
Business Development
Research and Development
Product Development
Operations
Strategic Planning
Client Relations
Technical Operations
Procurement
Partner Management
Chief Executive Officer
Managing Director
Business Development Manager
Sales Director
Technical Director
Chief Technology Officer
Senior Consultant
Project Manager
Account Manager
Regional Manager
Product Development Manager
Operations Director
Research and Development Lead
Strategic Partnership Manager
Senior Sales Executive
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