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Non Compete Agreement Buying A Business Template for Singapore

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Key Requirements PROMPT example:

Non Compete Agreement Buying A Business

"I need a Non Compete Agreement Buying A Business for purchasing a Singapore-based software development company, with a 3-year restriction period within Southeast Asia, and specific provisions preventing the seller from developing similar enterprise software solutions."

Document background
The Non Compete Agreement Buying A Business is essential when purchasing a business in Singapore to protect the buyer's investment and maintain the acquired business's value. This document establishes restrictions on the seller's ability to compete, typically including geographic limitations, time periods, and specific prohibited activities. Under Singapore law, such agreements must be reasonable in scope and duration to be enforceable, balancing the buyer's legitimate business interests with public policy considerations against restraint of trade. The agreement is commonly used in business acquisitions, mergers, and sales of professional practices where customer relationships and business knowledge are crucial assets.
Suggested Sections

1. Parties: Identification of buyer and seller with full legal names and addresses

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 including duration, geographic scope, and prohibited activities

5. Duration: Time period for which restrictions apply

6. Territory: Geographic scope of restrictions

7. Consideration: Value provided in exchange for non-compete obligations

Optional Sections

1. Non-Solicitation Provisions: Additional restrictions on approaching customers or employees of the business

2. Confidentiality Obligations: Protection of business information and trade secrets that were shared during business operations

3. Assignment Rights: Provisions regarding the right to transfer agreement obligations, particularly relevant if buyer might restructure or sell business

Suggested Schedules

1. Description of Business: Detailed scope of business being protected under the non-compete agreement

2. Territory Map: Visual representation and/or detailed description of restricted geographic area

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

4. Customer List: List of protected customer relationships if applicable to the scope of restrictions

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

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Industries

Singapore Contract Law: Common law principles of contract formation and Singapore Contract Law (Cap. 53), including Unfair Contract Terms Act (Cap. 396) - fundamental basis for the agreement's validity

Competition Act: Competition Act (Cap. 50B) - ensures the non-compete provisions are reasonable and do not violate anti-competition regulations in Singapore

Employment Act: Employment Act (Cap. 91) and Ministry of Manpower guidelines - relevant when non-compete provisions affect employees or employment relationships

Restraint of Trade Doctrine: Legal principle from case law (including Esso Petroleum Co Ltd v Harper's Garage) that requires non-compete restrictions to be reasonable and necessary to protect legitimate business interests

Geographic Scope Requirements: Legal requirement that the geographic scope of non-compete restrictions must be reasonable and justified for the specific business context in Singapore

Time Duration Requirements: Legal principle requiring that the duration of non-compete restrictions must be reasonable and justified based on business protection needs

Scope of Activities Restriction: Legal requirement that the scope of restricted activities must be specific and not overly broad, protecting only legitimate business interests

Companies Act: Companies Act (Cap. 50) - governs corporate entities and business transfers in Singapore

Business Registration Act: Business Registration Act (Cap. 32) - regulates business registration and transfers in Singapore

Singapore Case Law: Relevant Singapore court decisions like Man Financial v Wong Bark Chuan David that provide guidance on non-compete agreement enforcement

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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