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Non Solicitation Agreement
"I need a Non-Solicitation Agreement to protect my Indonesian technology company from departing senior employees poaching our development team members and technical staff, effective from March 1, 2025, with coverage across Java and Sumatra."
1. Parties: Identifies and defines the parties entering into the agreement, including their legal names, addresses, and company registration details
2. Background: Sets out the context and purpose of the agreement, including the business relationship between the parties
3. Definitions: Defines key terms used throughout the agreement, including 'solicitation', 'restricted period', 'confidential information', and other relevant terms
4. Scope of Non-Solicitation: Details the specific activities prohibited under the agreement, including employee, customer, and supplier non-solicitation provisions
5. Duration: Specifies the time period during which the non-solicitation obligations will remain in effect
6. Geographic Scope: Defines the geographical areas where the non-solicitation restrictions apply
7. Exceptions: Lists permitted activities that would not constitute a breach of the agreement
8. Confidentiality Obligations: Outlines the duties to maintain confidentiality of business information obtained during the business relationship
9. Remedies: Specifies the consequences of breach and available remedies, including injunctive relief and damages
10. Governing Law and Jurisdiction: Establishes Indonesian law as the governing law and specifies jurisdiction for dispute resolution
11. General Provisions: Standard contractual provisions including severability, entire agreement, and amendments
1. Non-Compete Provisions: Additional restrictions on competitive activities, used when broader protection is needed beyond non-solicitation
2. Assignment and Succession: Provisions for transferring rights under the agreement, included when relevant to corporate structure or potential future transactions
3. Alternative Dispute Resolution: Mediation or arbitration procedures, included when parties prefer alternative dispute resolution to court proceedings
4. Special Industry Provisions: Industry-specific terms and compliance requirements, included for regulated industries
5. Return of Materials: Procedures for returning confidential materials, included when significant physical or electronic materials are involved
6. Survival Clause: Specifies which provisions continue after termination, included when certain obligations should extend beyond the agreement term
1. Schedule A - Restricted Customers: List of specific customers covered by the non-solicitation provisions
2. Schedule B - Restricted Employees: Categories or list of employees covered by the non-solicitation provisions
3. Schedule C - Restricted Territory: Detailed description or map of geographical areas where restrictions apply
4. Appendix 1 - Confidential Information: Detailed categorization of information considered confidential under the agreement
5. Appendix 2 - Permitted Activities: Detailed list of activities explicitly permitted despite non-solicitation restrictions
Authors
Confidential Information
Business Day
Effective Date
Restricted Period
Restricted Territory
Protected Business
Protected Customers
Protected Employees
Protected Suppliers
Solicitation
Direct Solicitation
Indirect Solicitation
Business Relationship
Group Company
Affiliate
Material Interest
Representatives
Services
Termination Date
Working Hours
Business Opportunities
Competing Business
Client
Customer
Employment Relationship
Key Personnel
Professional Contact
Trade Secrets
Intellectual Property Rights
Non-Solicitation of Customers
Non-Solicitation of Suppliers
Duration and Term
Territorial Scope
Confidentiality
Permitted Activities
Consideration
Representations and Warranties
Remedies and Damages
Injunctive Relief
Notice Requirements
Assignment
Severability
Governing Law
Dispute Resolution
Force Majeure
Entire Agreement
Amendment and Modification
Survival
Waiver
Third Party Rights
Interpretation
Counterparts
Compliance with Laws
Data Protection
Technology
Professional Services
Financial Services
Manufacturing
Retail
Healthcare
Telecommunications
Construction
Education
Consulting
Information Technology
Real Estate
Energy
Legal Services
Legal
Human Resources
Executive Leadership
Business Development
Sales
Operations
Compliance
Risk Management
Procurement
Contract Administration
Chief Executive Officer
Human Resources Director
Legal Counsel
Business Development Manager
Sales Director
Managing Director
Chief Operating Officer
Recruitment Manager
Account Manager
Partnership Manager
Operations Director
Contract Manager
Compliance Officer
General Manager
Regional Director
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