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Supplier Non Compete Agreement
"I need a Supplier Non-Compete Agreement for a Hong Kong-based technology services provider who will have access to our AI algorithms and customer data, with restrictions covering Southeast Asia for 24 months from January 2025."
1. Parties: Identification of the contracting parties - the company and the supplier
2. Background: Context of the relationship and purpose of the agreement
3. Definitions: Key terms used throughout the agreement, including 'Competitive Business', 'Restricted Period', 'Territory', etc.
4. Scope of Non-Compete: Detailed description of prohibited competitive activities
5. Duration and Territory: Time period and geographical area of restrictions
6. Confidentiality Obligations: Protection of confidential information and trade secrets
7. Acknowledgments: Supplier's acknowledgment of reasonableness of restrictions
8. Independent Contractor Status: Confirmation that the supplier is not an employee
9. Remedies: Available remedies in case of breach, including injunctive relief
10. Governing Law and Jurisdiction: Specification of Hong Kong law and courts' jurisdiction
11. General Provisions: Standard boilerplate clauses including severability, entire agreement, etc.
1. Non-Solicitation: Additional restrictions on soliciting customers or employees, used when supplier has significant customer contact
2. Intellectual Property: IP-related provisions, used when supplier creates or has access to IP
3. Assignment and Delegation: Terms for transferring rights/obligations, used for suppliers likely to undergo corporate changes
4. Audit Rights: Right to audit supplier's compliance, used for high-risk relationships
5. Alternative Dispute Resolution: Mediation or arbitration provisions, used when parties prefer alternative to court proceedings
6. Compliance with Laws: Specific compliance obligations, used in regulated industries
7. Insurance Requirements: Required insurance coverage, used for high-risk services or products
1. Schedule 1 - Restricted Business Activities: Detailed list of specific activities the supplier is prohibited from engaging in
2. Schedule 2 - Restricted Territory: Detailed description or map of geographical restrictions
3. Schedule 3 - Competitor List: List of specific competitors or competing businesses
4. Schedule 4 - Confidential Information: Detailed description of what constitutes confidential information
5. Appendix A - Consideration: Details of any consideration provided for the non-compete obligations
6. Appendix B - Existing Commitments: Supplier's disclosure of existing business relationships that might affect compliance
Authors
Manufacturing
Technology
Professional Services
Research and Development
Healthcare
Pharmaceuticals
Financial Services
Telecommunications
Consumer Goods
Industrial Products
Software Development
Consulting
Engineering
Biotechnology
Legal
Procurement
Supply Chain
Operations
Risk Management
Compliance
Commercial
Vendor Management
Business Development
Strategic Sourcing
Chief Legal Officer
Legal Counsel
Procurement Manager
Supply Chain Director
Commercial Director
Contract Manager
Chief Operating Officer
Vendor Management Specialist
Risk Management Officer
Compliance Officer
Business Development Manager
Strategic Sourcing Manager
General Counsel
Operations Manager
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