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International Non Compete Agreement
"I need an International Non-Compete Agreement under Austrian law for our upcoming technology company merger in March 2025, specifically to restrict the selling company's founders from competing in the AI software development space across the EU and UK for 12 months post-closing."
1. Parties: Identification of all contracting parties, including full legal names, registration details, and addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the non-compete arrangement
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Confidential Information', 'Competitive Activity', and 'Territory'
4. Scope of Non-Compete: Detailed description of prohibited activities, including specific business areas, products, and services
5. Geographic Scope: Clear definition of the territories where the non-compete obligations apply
6. Duration: Specific timeframe for the non-compete obligations, ensuring compliance with Austrian maximum duration limits
7. Consideration: Details of compensation provided in exchange for the non-compete obligations
8. Confidentiality Obligations: Provisions regarding the handling and protection of confidential information
9. Exceptions and Permitted Activities: Clear listing of activities that are explicitly permitted despite the non-compete provisions
10. Enforcement and Remedies: Consequences of breach and available remedies, including potential injunctive relief
11. Governing Law and Jurisdiction: Specification of Austrian law as governing law and jurisdiction for disputes
12. Notice Provisions: Requirements and procedures for giving formal notices under the agreement
13. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Non-Solicitation Provisions: Additional restrictions on soliciting employees, customers, or suppliers - include when broader protection is needed
2. Garden Leave: Provisions for paid leave during notice period - relevant for employment-related non-competes
3. Training and Investment Protection: Justification for non-compete based on specialized training or investment - include when applicable
4. Industry-Specific Compliance: Additional compliance requirements for regulated industries
5. Alternative Dispute Resolution: Mediation or arbitration provisions - include when parties prefer alternative to court proceedings
6. Post-Termination Obligations: Specific obligations following termination of main agreement - include for complex business relationships
7. Monitoring and Reporting: Procedures for monitoring compliance - include for high-risk or high-value arrangements
1. Schedule 1 - Restricted Territory: Detailed map or list of geographical areas covered by the non-compete
2. Schedule 2 - Restricted Business Activities: Detailed description of specific prohibited business activities and market segments
3. Schedule 3 - Compensation Structure: Detailed breakdown of compensation amounts and payment schedule
4. Schedule 4 - Key Customers and Suppliers: List of specific customers and suppliers covered by non-solicitation provisions
5. Schedule 5 - Confidential Information Categories: Detailed categorization of confidential information covered by the agreement
6. Appendix A - Compliance Checklist: Checklist ensuring compliance with Austrian and EU legal requirements
7. Appendix B - Notice Forms: Template forms for various notices required under the agreement
Authors
Affiliate
Business Day
Competitive Activity
Confidential Information
Competing Business
Customer
Effective Date
Group
Intellectual Property Rights
Key Personnel
Notice
Parties
Protected Business
Restricted Period
Restricted Territory
Restricted Products
Restricted Services
Strategic Information
Subsidiary
Trade Secrets
Territory
Termination Date
Working Hours
Business Relationship
Material Interest
Compensation
Professional Services
Market Area
Legitimate Business Interests
Professional Capacity
Solicitation
Direct Competition
Indirect Competition
Proprietary Information
Interpretation
Duration
Non-Competition
Non-Solicitation
Confidentiality
Geographic Scope
Consideration
Exceptions and Carve-outs
Compensation
Reasonableness
Severability
Remedies
Injunctive Relief
Notice
Assignment
Governing Law
Jurisdiction
Enforcement
Warranties
Monitoring and Compliance
Amendment
Waiver
Entire Agreement
Third Party Rights
Force Majeure
Survival
Counterparts
Data Protection
Dispute Resolution
Technology and Software
Manufacturing
Professional Services
Pharmaceuticals and Biotechnology
Financial Services
Engineering
Research and Development
Telecommunications
Consumer Goods
Industrial Technology
Healthcare
Automotive
Chemical Industry
Management Consulting
Energy and Utilities
Legal
Executive Leadership
Research and Development
Product Development
Sales
Business Development
Human Resources
Information Technology
Operations
Strategy
Innovation
Technical Operations
Commercial
Intellectual Property
Corporate Development
Chief Executive Officer
Chief Technology Officer
Managing Director
Senior Software Engineer
Research Director
Head of Product Development
Business Development Director
Senior Sales Executive
Technical Architect
Chief Scientific Officer
Regional Manager
Vice President of Operations
Head of Research
Principal Consultant
Senior Account Manager
Product Manager
Chief Financial Officer
Innovation Director
Head of Strategy
Technical Director
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