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Supplier Non Compete Agreement Template for Hong Kong

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Key Requirements PROMPT example:

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."

Document background
This Supplier Non-Compete Agreement is designed for use in the Hong Kong business environment where companies need to protect their legitimate business interests when engaging with suppliers who may gain access to sensitive information, trade secrets, or valuable business knowledge. The document is particularly crucial when suppliers provide strategic services or have access to proprietary information that could be used competitively. It incorporates Hong Kong's common law principles regarding reasonable restraint of trade and includes specific provisions for duration, geographical scope, and prohibited activities. The agreement balances the company's need for protection with the requirement that restrictions must be reasonable and enforceable under Hong Kong law. It is typically used when onboarding new suppliers or updating agreements with existing suppliers who have access to sensitive business information.
Suggested Sections

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.

Optional Sections

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

Suggested Schedules

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

Alex Denne

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

Relevant legal definitions






























Clauses




























Relevant Industries

Manufacturing

Technology

Professional Services

Research and Development

Healthcare

Pharmaceuticals

Financial Services

Telecommunications

Consumer Goods

Industrial Products

Software Development

Consulting

Engineering

Biotechnology

Relevant Teams

Legal

Procurement

Supply Chain

Operations

Risk Management

Compliance

Commercial

Vendor Management

Business Development

Strategic Sourcing

Relevant Roles

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

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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