The Non Competition And Confidentiality Agreement is a critical legal instrument used in Swiss business relationships to protect an organization's confidential information, trade secrets, and competitive position. It is particularly relevant when engaging employees, contractors, or business partners who will have access to sensitive information or could pose a competitive threat after the relationship ends. The agreement must comply with Swiss law, specifically the Swiss Code of Obligations and federal data protection regulations, which require non-compete provisions to be reasonably limited in time, geography, and scope. This document is typically used during employee onboarding, business partnerships, or when engaging consultants, and includes detailed provisions on confidentiality obligations, restricted activities, and enforcement mechanisms.

1. Parties: Identification of the contracting parties, including full legal names and addresses

2. Background: Context of the agreement, nature of the business relationship, and legitimate interests being protected

3. Definitions: Key terms including 'Confidential Information', 'Competitive Activity', 'Territory', and 'Restricted Period'

4. Confidentiality Obligations: Detailed obligations regarding the protection, non-disclosure, and non-use of confidential information

5. Non-Competition Obligations: Specific restrictions on competitive activities, including scope, duration, and geographical limitations as per Swiss law

6. Duration and Territory: Temporal and geographical scope of the restrictions, ensuring compliance with Swiss law requirements for reasonableness

7. Exceptions and Permitted Activities: Circumstances under which confidentiality or non-compete obligations do not apply

8. Return of Confidential Information: Obligations regarding the return or destruction of confidential materials upon request or termination

9. Compensation: Any compensation for non-compete obligations as required under Swiss law

10. Breach and Remedies: Consequences of breach, including penalties and injunctive relief options

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