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Consulting Non Compete Agreement Template for India

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Key Requirements PROMPT example:

Consulting Non Compete Agreement

"I need a Consulting Non-Compete Agreement for a senior IT security consultant who will have access to our proprietary software architecture and client data; the agreement should include strong confidentiality provisions and during-term non-compete restrictions for the Indian market."

Document background
The Consulting Non Compete Agreement is essential for businesses in India engaging external consultants or professional service providers where protection of business interests, confidential information, and intellectual property is crucial. This document is specifically structured to comply with Indian law, particularly Section 27 of the Indian Contract Act, which places significant restrictions on non-compete provisions. The agreement focuses on establishing clear parameters for the consulting relationship, including detailed service scope, confidentiality obligations, and enforceable competitive restrictions during the engagement period. It is particularly relevant for situations involving access to sensitive business information, strategic projects, or specialized industry knowledge, and includes provisions for intellectual property protection, data security, and professional service standards.
Suggested Sections

1. Parties: Identification of the consulting company/individual and the client company, including full legal names, addresses, and registration details

2. Background: Context of the consulting engagement and purpose of the agreement

3. Definitions: Key terms used throughout the agreement, including Confidential Information, Competitive Business, Territory, and Services

4. Scope of Services: Detailed description of consulting services to be provided

5. Term and Termination: Duration of the agreement and termination provisions

6. Non-Compete Obligations: Restrictions during the term of engagement, carefully worded to comply with Indian law

7. Confidentiality Obligations: Protection of confidential information and trade secrets

8. Intellectual Property Rights: Ownership and transfer of IP created during the engagement

9. Fees and Payment Terms: Compensation structure, payment schedule, and expenses

10. Representations and Warranties: Standard warranties regarding capacity, authority, and non-breach of other obligations

11. Indemnification: Mutual indemnification provisions for breach of agreement

12. Governing Law and Jurisdiction: Specification of Indian law and jurisdiction for dispute resolution

13. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Non-Solicitation: Additional restrictions on soliciting employees or clients, used when the consultant will have significant contact with key personnel or customers

2. Insurance: Requirements for professional liability insurance, relevant for high-risk or regulated industries

3. Data Protection: Specific provisions for handling personal data, required when consulting involves processing personal information

4. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in long-term consulting arrangements

5. Dispute Resolution: Alternative dispute resolution mechanisms like arbitration or mediation, useful for complex or high-value engagements

6. Compliance with Laws: Specific regulatory compliance obligations, necessary for regulated industries or specialized consulting services

Suggested Schedules

1. Schedule A - Scope of Services: Detailed breakdown of consulting services, deliverables, and timelines

2. Schedule B - Fee Structure: Detailed fee calculations, payment milestones, and expense categories

3. Schedule C - Restricted Territory: Geographic scope of non-compete restrictions during the engagement

4. Schedule D - Competitive Business Definition: Specific description of business activities covered by non-compete provisions

5. Schedule E - Key Personnel: List of key consultant personnel assigned to the engagement

6. Appendix 1 - Confidential Information: Categories and examples of confidential information covered by the agreement

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

Information Technology

Management Consulting

Professional Services

Financial Services

Healthcare

Manufacturing

Software Development

Business Process Outsourcing

Digital Transformation

Strategy Consulting

Engineering Services

Research and Development

Relevant Teams

Legal

Procurement

Human Resources

Operations

Finance

Risk Management

Compliance

Business Development

Strategy

Information Technology

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Head of Procurement

Human Resources Director

Chief Technology Officer

Project Manager

Business Development Manager

Operations Director

Procurement Manager

Contract Manager

Head of Strategy

Chief Financial Officer

Risk 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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