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1. Parties: Identification of the parties entering into the agreement, including full legal names, addresses, and registration details for companies
2. Background: Context of the agreement, nature of the business relationship, and purpose of entering into these restrictive covenants
3. Definitions: Detailed definitions of key terms including Confidential Information, Restricted Business, Territory, and other relevant terms
4. Confidentiality Obligations: Detailed provisions regarding the protection, non-disclosure, and permitted uses of confidential information
5. Non-Circumvention Obligations: Provisions preventing parties from bypassing each other in business dealings or directly approaching identified business contacts
6. Non-Competition Obligations: Restrictions on competitive activities, including scope, duration, and geographical limitations
7. Duration and Survival: Term of the agreement and which provisions survive termination
8. Return of Confidential Information: Obligations regarding the return or destruction of confidential information
9. Breach and Remedies: Consequences of breach and available remedies including injunctive relief
10. Notice Requirements: Procedures for giving formal notices under the agreement
11. General Provisions: Standard contractual provisions including governing law, jurisdiction, entire agreement, and amendments
1. Intellectual Property Rights: Specific provisions protecting intellectual property rights when the confidential information includes IP
2. Non-Solicitation: Additional restrictions on soliciting employees, customers, or suppliers, used when there's direct exposure to these stakeholders
3. Assignment and Succession: Rules about transferring rights under the agreement, particularly relevant for corporate parties
4. Independent Contractor Relationship: Clarification of relationship between parties when not employer-employee
5. Dispute Resolution: Alternative dispute resolution procedures like mediation or arbitration, useful for international parties
6. Data Protection: Specific provisions regarding personal data protection when confidential information includes personal data
7. Force Majeure: Provisions for unforeseen circumstances preventing performance, particularly relevant in long-term relationships
1. Schedule 1 - Confidential Information: Detailed list or categories of information considered confidential under the agreement
2. Schedule 2 - Restricted Territory: Specific geographical areas where non-compete and non-circumvention obligations apply
3. Schedule 3 - Restricted Business Activities: Detailed description of business activities covered by non-compete provisions
4. Schedule 4 - Protected Business Relationships: List of specific business contacts, customers, or suppliers covered by non-circumvention provisions
5. Schedule 5 - Authorized Representatives: List of individuals authorized to receive or handle confidential information
6. Appendix A - Security Protocols: Specific procedures for handling and protecting confidential information
7. Appendix B - Reporting Requirements: Forms and procedures for reporting potential breaches or required disclosures
Disclosing Party
Receiving Party
Authorized Representative
Affiliate
Business Purpose
Business Relationship
Competitive Business
Protected Business Contacts
Restricted Territory
Restricted Period
Intellectual Property Rights
Trade Secrets
Proprietary Information
Permitted Purpose
Representatives
Subsidiary
Material Breach
Effective Date
Confidential Materials
Business Opportunity
Circumvention
Competitive Activities
Protected Information
Group Company
Related Party
Confidentiality Period
Disclosures
Non-Public Information
Protected Business
Business Contact
Competitive Products
Competitive Services
Legitimate Business Interests
Restricted Activities
Technical Information
Commercial Information
Strategic Information
Working Day
Territory
Term
Non-Disclosure
Non-Circumvention
Non-Competition
Non-Solicitation
Information Protection
Term and Duration
Permitted Uses
Return of Information
Breach and Remedies
Injunctive Relief
Governing Law
Jurisdiction
Severability
Assignment
Third Party Rights
Entire Agreement
Amendment
Force Majeure
Notices
Indemnification
Survival
Waiver
Representatives and Warranties
Dispute Resolution
Intellectual Property
Data Protection
Termination
Security Measures
Reporting Requirements
Technology and Software Development
Oil and Gas
Financial Services
Manufacturing
Professional Services
Healthcare
Telecommunications
Real Estate Development
Mining and Natural Resources
E-commerce
Retail
Education and Training
Consulting Services
Agriculture and Agribusiness
Media and Entertainment
Legal
Human Resources
Executive Leadership
Business Development
Research and Development
Information Technology
Operations
Sales and Marketing
Finance
Strategy and Planning
Procurement
Corporate Development
Innovation
Compliance
Project Management
Chief Executive Officer
Business Development Manager
Legal Counsel
Chief Technology Officer
Project Manager
Investment Manager
Human Resources Director
Operations Manager
Research and Development Director
Sales Director
Strategy Consultant
Product Manager
Chief Financial Officer
Partnership Manager
Innovation Director
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