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Sales Non Compete Agreement
"I need a Sales Non-Compete Agreement for our Malaysian technology company to use with our senior sales representatives who handle enterprise clients in Southeast Asia, with specific focus on protecting our customer relationships and proprietary sales methodologies for a period of 24 months post-employment."
1. Parties: Identification of all parties to the agreement, including full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the non-compete restrictions
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Confidential Information', 'Competitive Activities', 'Territory', etc.
4. Duration and Territory: Specific timeframe and geographical scope of the non-compete restrictions
5. Scope of Restrictions: Detailed description of prohibited activities, including direct/indirect competition, solicitation of customers/employees
6. Consideration: Details of the consideration provided in exchange for the non-compete obligations
7. Confidentiality Obligations: Obligations regarding the protection and non-disclosure of confidential information
8. Enforcement and Remedies: Rights and remedies available in case of breach, including injunctive relief
9. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction for dispute resolution
10. Execution: Signature blocks and execution formalities
1. Assignment: Terms regarding the ability to assign rights and obligations under the agreement, used when transfer of rights might be necessary
2. Severability: Provision ensuring that if any part of the agreement is found invalid, the rest remains enforceable - particularly important in jurisdictions where non-compete enforcement can be challenging
3. Garden Leave: Provisions for paid leave during notice period to prevent immediate competition, used primarily for senior sales positions
4. Return of Property: Requirements for returning company property and materials, important when sales staff has access to significant company resources
5. Post-Termination Obligations: Additional obligations after the end of the relationship, used when there are specific concerns about post-relationship conduct
6. Alternative Dispute Resolution: Mediation or arbitration provisions, useful for maintaining confidentiality in disputes
7. Force Majeure: Provisions for unforeseen circumstances affecting performance, included when long-term obligations exist
1. Schedule 1 - Restricted Territory: Detailed map or list of geographical areas covered by the non-compete restrictions
2. Schedule 2 - Restricted Customers: List of specific customers or customer categories covered by non-solicitation provisions
3. Schedule 3 - Restricted Products/Services: Detailed description of products or services covered by the non-compete restrictions
4. Schedule 4 - Consideration Details: Breakdown of any financial compensation or benefits provided as consideration
5. Appendix A - Confidential Information: Detailed categorization of information considered confidential under the agreement
6. Appendix B - Compliance Certificate: Form of certificate to be signed periodically confirming compliance with non-compete obligations
Authors
Technology and Software
Pharmaceutical and Healthcare
Financial Services
Manufacturing
Professional Services
Retail and Consumer Goods
Telecommunications
Industrial Equipment
Real Estate
Insurance
Automotive
Sales
Business Development
Account Management
Channel Distribution
Customer Success
Commercial Operations
Market Development
Technical Sales
Strategic Accounts
Sales Operations
Sales Director
Regional Sales Manager
Account Executive
Business Development Manager
Sales Representative
Territory Manager
Key Account Manager
Sales Consultant
Channel Sales Manager
Distribution Manager
Sales Engineer
Technical Sales Specialist
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