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1. Parties: Identification of the contracting parties - typically the employer/business and the individual subject to the restriction
2. Background: Context of the agreement, including the business relationship and legitimate interests being protected
3. Definitions: Key terms including 'Confidential Information', 'Competing Business', 'Territory', and 'Restricted Activities'
4. Scope of Non-Compete: Detailed description of prohibited activities and business areas
5. Duration and Territory: Specification of the lifetime duration and geographical scope of restrictions
6. Consideration: Clear statement of the consideration provided in exchange for the non-compete obligations
7. Acknowledgments: Individual's acknowledgment of the reasonableness and necessity of restrictions
8. Confidentiality Obligations: Obligations regarding confidential information and trade secrets
9. Severability: Provisions allowing court modification of unreasonable terms while preserving the rest
10. Remedies: Available remedies in case of breach, including injunctive relief
11. Governing Law: Specification of Hong Kong law as governing law and jurisdiction
1. Garden Leave: Optional provisions for paid non-compete period, recommended when immediate competition risk exists
2. Non-Solicitation: Additional restrictions on soliciting customers or employees, useful for client-facing roles
3. Training and Investment: Details of company investment in individual's training/development, supporting the need for restrictions
4. Reporting Obligations: Requirements to report new employment or business ventures, useful for high-risk situations
5. Alternative Dispute Resolution: Mediation or arbitration provisions, recommended for sensitive matters
6. Assignment Rights: Right to assign the agreement, important if business sale is contemplated
1. Schedule 1: Restricted Territory: Detailed definition of geographical areas where restrictions apply
2. Schedule 2: Competing Businesses: List of specific competitors or types of competing businesses
3. Schedule 3: Confidential Information: Detailed categorization of protected confidential information
4. Schedule 4: Consideration Details: Breakdown of compensation or benefits provided as consideration
5. Appendix A: Acknowledgment Form: Form for periodic reaffirmation of obligations
6. Appendix B: Compliance Certificate: Template for certifying compliance with restrictions
Affiliate
Associated Company
Business
Competing Business
Competitive Activity
Confidential Information
Consideration
Customer
Effective Date
Group
Intellectual Property Rights
Key Employee
Material Interest
Non-Compete Period
Parties
Prospective Customer
Restricted Activities
Restricted Business
Restricted Period
Restricted Territory
Services
Subsidiary
Substantial Interest
Trade Secrets
Territory
Termination Date
Working Days
Business Day
Breach
Proprietary Information
Market Area
Protected Business
Direct Competitor
Indirect Competitor
Definitions
Non-Competition
Non-Solicitation
Confidentiality
Trade Secrets Protection
Duration
Territorial Scope
Consideration
Acknowledgments
Reasonableness
Severability
Remedies
Injunctive Relief
Governing Law
Jurisdiction
Assignment
Amendments
Notices
Entire Agreement
Third Party Rights
Waiver
Force Majeure
Survival
Monitoring and Compliance
Garden Leave
Alternative Dispute Resolution
Representations and Warranties
Further Assurance
Costs
Technology
Financial Services
Professional Services
Pharmaceuticals
Manufacturing
Research and Development
Telecommunications
Consumer Electronics
Biotechnology
Investment Banking
Management Consulting
Software Development
Executive Leadership
Research & Development
Product Development
Information Technology
Legal & Compliance
Strategic Planning
Sales & Business Development
Engineering
Investment Management
Innovation
Technical Operations
Intellectual Property
Chief Executive Officer
Chief Technology Officer
Chief Financial Officer
Managing Director
Senior Vice President
Research Director
Head of Product Development
Principal Engineer
Senior Software Architect
Head of Strategy
Chief Scientific Officer
Senior Investment Manager
Managing Partner
Head of Sales
Technical Director
Chief Operating Officer
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