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Non Compete Agreement Selling Business Template for Singapore

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Key Requirements PROMPT example:

Non Compete Agreement Selling Business

"I need a Non Compete Agreement Selling Business for the sale of my Singapore-based software development company, with a 3-year restriction period within Southeast Asia, including specific provisions for protecting our client database and proprietary coding techniques."

Document background
The Non Compete Agreement Selling Business is essential when transferring business ownership in Singapore, providing crucial protection for the purchaser's investment. It prevents sellers from immediately establishing competing businesses or poaching customers and staff. The agreement must balance the purchaser's legitimate interests with Singapore's competition laws and common law principles. Typical provisions include duration of restrictions, geographic scope, prohibited activities, and consideration. The agreement should be carefully drafted to ensure enforceability under Singapore law while protecting the business's goodwill and customer relationships.
Suggested Sections

1. Parties: Identification of the seller and purchaser with complete legal details

2. Background: Context of the business sale and reason for non-compete provisions

3. Definitions: Key terms used tHRoughout the agreement including business scope, territory, and restricted activities

4. Non-Compete Obligations: Core restrictions and specific prohibited activities

5. Duration: Time period for which restrictions apply

6. Geographic Scope: Territorial limits of the restrictions

7. Consideration: Payment or benefit provided in exchange for non-compete obligations

8. Remedies: Consequences of breach and enforcement mechanisms

Optional Sections

1. Non-Solicitation Provisions: Additional restrictions on approaching customers or employees, used when protecting client relationships is crucial

2. Confidentiality Obligations: Protection of business information, used when sensitive information is involved

3. Assignment Rights: Rights to transfer the agreement, included when business may be further sold

4. Carve-outs: Specific exceptions to restrictions, used when seller retains certain business interests

Suggested Schedules

1. Business Description: Detailed description of the business being sold and protected

2. Territory Map: Visual representation of geographic restrictions

3. Restricted Activities: Detailed list of specific prohibited business activities

4. Consideration Details: Breakdown of payment or consideration structure

Authors

Alex Denne

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

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Industries

Contract Law: Singapore follows English common law principles. Key considerations include Singapore Contract Act, requirements for valid consideration, capacity, and consent in contract formation.

Competition Act (Cap. 50B): Primary legislation governing competition law in Singapore, particularly Section 34 prohibition on anti-competitive agreements. Ensures non-compete provisions are not overly restrictive.

Restraint of Trade Doctrine: Common law principles requiring restrictions to be reasonable in geographic scope, duration, and scope of restricted activities. Must protect legitimate business interests.

Employment Act: Relevant when the business sale involves transfer of employees. Includes provisions on transfer of employment and employee rights during business transfers.

Companies Act: Governs corporate entities in Singapore, including provisions related to business transfers and ownership changes.

Business Registration Act: Regulates business registration and transfer requirements in Singapore.

Reasonableness Requirements: Legal principle requiring restrictions to be reasonable and proportionate, not wider than necessary, with justifiable time and geographical limitations.

Valid Consideration: Legal requirement that the non-compete agreement must be supported by adequate consideration to be enforceable.

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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