A Non-Compete Clause in Shareholders Agreement is essential for protecting company interests when shareholders have access to sensitive information or significant influence over the business. This document is particularly relevant in the United States, where enforcement varies by state and requires careful consideration of duration, geographic scope, and reasonableness of restrictions. It typically includes specific provisions about prohibited activities, time limitations, and territorial boundaries, while ensuring compliance with both federal and state regulations. The agreement becomes particularly important during ownership transitions, mergers, or when bringing in new strategic investors.
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1. Parties: Identification and details of all shareholders and the company
2. Background: Context of the agreement and relationship between parties, including the purpose of the non-compete provisions
3. Definitions: Key terms used throughout the agreement including 'Competitive Business', 'Restricted Period', 'Territory'
4. Scope of Non-Compete: Detailed description of prohibited activities and protected business interests
5. Duration: Specific time period for which the non-compete restrictions apply
6. Geographic Limitations: Clear definition of the territorial scope where restrictions apply
7. Consideration: Details of value provided in exchange for non-compete obligations
8. Enforcement: Remedies and procedures for enforcing the non-compete provisions
9. General Provisions: Standard clauses including governing law, severability, and amendment procedures
1. Carve-outs: Specific exceptions and permitted activities excluded from non-compete restrictions
2. Garden Leave: Provisions for paid leave during restriction period, including terms and conditions
3. Non-solicitation Provisions: Additional restrictions on soliciting employees, customers, or suppliers
4. Confidentiality Obligations: Additional provisions regarding the protection of confidential information
1. Schedule A - Restricted Activities: Detailed list of specific prohibited activities and business areas
2. Schedule B - Geographic Territory: Detailed description or map of restricted geographic areas
3. Schedule C - Consideration Details: Specific details of compensation or benefits provided as consideration
4. Schedule D - Competitive Businesses: List of specific competitors or types of businesses considered competitive
Relevant legal definitions
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