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Vendor Non Compete Agreement Template for Nigeria

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Key Requirements PROMPT example:

Vendor Non Compete Agreement

"I need a Vendor Non-Compete Agreement for a technology services provider in Nigeria who will have access to our proprietary software and client database, with nationwide restrictions and a two-year non-compete period starting from March 2025."

Document background
The Vendor Non-Compete Agreement is essential for businesses operating in Nigeria who need to protect their legitimate interests when engaging with vendors who may gain access to sensitive information, trade secrets, or strategic business knowledge. This document becomes particularly important in the Nigerian business context where vendor relationships often involve significant knowledge transfer and access to proprietary information. The agreement must be carefully structured to comply with Nigerian competition law, particularly the Federal Competition and Consumer Protection Act 2018, while remaining commercially practical. It typically includes provisions for non-competition, non-solicitation, and confidentiality, with specific attention to reasonable geographical and temporal limitations to ensure enforceability under Nigerian law. The agreement is designed to protect the company's interests while balancing the vendor's right to trade and maintain business activities that don't directly compete with the company's core interests.
Suggested Sections

1. Parties: Identification of the contracting parties - the company and the vendor

2. Background: Context of the business relationship and purpose of the agreement

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

4. Scope of Business Relationship: Description of the vendor's role and business relationship with the company

5. Non-Compete Obligations: Core restrictions on competitive activities, including duration and geographical scope

6. Non-Solicitation Provisions: Restrictions on soliciting customers, employees, or other vendors

7. Confidentiality Obligations: Requirements for handling and protecting confidential information

8. Duration and Territory: Specific timeframe and geographical area of restrictions

9. Consideration: The consideration provided in exchange for the non-compete commitments

10. Acknowledgments: Vendor's acknowledgment of reasonableness and necessity of restrictions

11. Breach and Remedies: Consequences of breach and available remedies including injunctive relief

12. General Provisions: Standard clauses including governing law, severability, and entire agreement

Optional Sections

1. Post-Termination Obligations: Additional obligations that survive after the business relationship ends

2. Assignment Rights: Include when the agreement needs to be assignable to company successors

3. Independent Contractor Status: Clarification of vendor's status when relevant to the relationship

4. Dispute Resolution: Specific procedures for resolving disputes, including arbitration if preferred

5. Training and Trade Secrets: When vendor receives specialized training or access to trade secrets

6. Corporate Authority: When vendor is a corporate entity rather than an individual

7. Insurance Requirements: When specific insurance coverage is required from the vendor

Suggested Schedules

1. Schedule A - Restricted Territory: Detailed description of geographical areas covered by restrictions

2. Schedule B - Competitive Business Activities: Specific list of prohibited business activities and competitors

3. Schedule C - Consideration Details: Breakdown of any financial or other consideration provided

4. Schedule D - Confidential Information: Detailed list of types of confidential information covered

5. Appendix 1 - Vendor Services: Detailed description of services provided by the vendor

6. Appendix 2 - Key Customers: List of protected customers if applicable to the non-solicitation provisions

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 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

Technology

Manufacturing

Professional Services

Retail

Healthcare

Financial Services

Telecommunications

Oil and Gas

Construction

Logistics and Supply Chain

Consulting

Food and Beverage

Relevant Teams

Legal

Procurement

Vendor Management

Supply Chain

Operations

Compliance

Risk Management

Commercial

Finance

Business Development

Relevant Roles

Procurement Manager

Legal Counsel

Vendor Relations Manager

Supply Chain Director

Commercial Director

Contracts Administrator

Chief Legal Officer

Business Development Manager

Operations Director

Risk Manager

Compliance Officer

Chief Financial Officer

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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