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1. Assignment and Succession: Include when the agreement needs to bind successors or assignees, particularly relevant for corporate vendors

2. Independent Contractor Relationship: Include when the vendor is an individual contractor to clarify the nature of the relationship

3. Intellectual Property Protection: Include when specific IP rights need protection beyond general confidentiality provisions

4. Training and Trade Secrets: Include when the vendor has received specialized training or access to valuable trade secrets

5. Exceptions and Permitted Activities: Include when certain competitive activities need to be explicitly permitted

6. Dispute Resolution: Include when specific dispute resolution procedures (mediation/arbitration) are preferred over court proceedings

7. Garden Leave: Include for senior vendors where a paid non-compete period is required

1. Schedule 1 - Restricted Territory: Detailed map or list of geographical areas where restrictions apply

2. Schedule 2 - Competitive Business Activities: Detailed description of prohibited business activities and competitors

3. Schedule 3 - Confidential Information: Specific list of confidential information and trade secrets covered

4. Schedule 4 - Key Customers and Suppliers: List of specific customers and suppliers covered by non-solicitation provisions

5. Appendix A - Consideration Details: Detailed breakdown of any financial or other consideration provided

6. Appendix B - Compliance Certificate: Template certificate for vendor to periodically confirm compliance with restrictions