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Independent Contractor Non Compete Agreement
"I need an Independent Contractor Non-Compete Agreement for a software development consultant in Manila who will be working on our proprietary fintech platform starting March 2025, with a one-year non-compete period covering the Philippines and Singapore."
1. Parties: Identifies the contracting parties - the company and the independent contractor, including their complete legal names and addresses
2. Background: Explains the context of the agreement, nature of the company's business, and the independent contractor's services
3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Competing Business', 'Territory', and 'Restricted Period'
4. Independent Contractor Relationship: Clearly establishes the nature of the relationship as independent contractor, not employment
5. Scope of Services: Outlines the services to be provided by the contractor
6. Term and Termination: Specifies the duration of the agreement and conditions for termination
7. Non-Compete Obligations: Details the specific restrictions on competing activities, including temporal and geographical limitations
8. Non-Solicitation: Prohibits solicitation of company's employees, contractors, and clients
9. Confidentiality: Outlines obligations regarding confidential information and trade secrets
10. Intellectual Property Rights: Addresses ownership and rights to work product created during the engagement
11. Compensation: Details payment terms, rates, and payment schedule
12. Representations and Warranties: Contains standard representations and warranties from both parties
13. Indemnification: Outlines mutual indemnification obligations
14. General Provisions: Includes standard boilerplate clauses like governing law, notices, and amendments
1. Insurance Requirements: Required when the contractor needs to maintain specific insurance coverage
2. Equipment and Resources: Include when the company provides specific tools or resources to the contractor
3. Performance Metrics: Add when specific performance standards need to be measured and maintained
4. Dispute Resolution: Include detailed arbitration or mediation procedures when preferred over court litigation
5. Compliance with Specific Regulations: Add when the services involve regulated industries or specific compliance requirements
6. Exit Interview: Include when requiring formal handover procedures upon termination
7. Training and Support: Add when the company provides specific training or ongoing support
1. Schedule A - Scope of Services: Detailed description of services to be provided, including specific deliverables and timelines
2. Schedule B - Compensation Structure: Detailed breakdown of fees, payment terms, and any performance-based incentives
3. Schedule C - Restricted Territory: Map or detailed description of the geographical area covered by non-compete restrictions
4. Schedule D - Competing Businesses: List of specific competitors or types of businesses considered competitive
5. Schedule E - Confidential Information: Detailed list of types of confidential information covered by the agreement
6. Appendix 1 - Required Qualifications: List of certifications, licenses, or qualifications the contractor must maintain
7. Appendix 2 - Approved Tools and Equipment: List of company-provided or approved tools and equipment for service delivery
Authors
Confidential Information
Competing Business
Company
Contractor
Effective Date
Intellectual Property Rights
Products
Services
Territory
Restricted Period
Trade Secrets
Work Product
Client
Deliverables
Fees
Material Breach
Proprietary Information
Restricted Activities
Term
Termination Date
Affiliate
Business Day
Competitive Activity
Company Business
Direct Competitor
Force Majeure Event
Key Client
Market Area
Project
Related Entity
Sensitive Information
Specifications
Technical Information
Business Opportunity
Commercial Information
Engagement
Professional Services
Appointment
Independent Contractor Status
Scope of Services
Term
Compensation
Non-Competition
Non-Solicitation
Confidentiality
Intellectual Property
Data Protection
Representations and Warranties
Indemnification
Termination
Force Majeure
Assignment
Compliance with Laws
Insurance
Notices
Dispute Resolution
Governing Law
Severability
Entire Agreement
Amendment
Waiver
Relationship of Parties
Tax Obligations
Performance Standards
Reporting Requirements
Conflict of Interest
Return of Property
Survival
Third Party Rights
Signature Authority
Information Technology
Management Consulting
Professional Services
Healthcare
Financial Services
Engineering
Digital Marketing
Software Development
Business Process Outsourcing
Creative Services
Research and Development
Telecommunications
Education and Training
Legal
Human Resources
Procurement
Finance
Information Technology
Research & Development
Business Development
Operations
Project Management Office
Marketing
Product Development
Sales
Strategy
Consultant
Software Developer
Business Analyst
Project Manager
Marketing Specialist
Financial Advisor
Technical Architect
Training Specialist
Research Analyst
Digital Marketing Consultant
Management Consultant
IT Security Specialist
Healthcare Consultant
Systems Engineer
Product Designer
Content Strategist
Sales Consultant
UX/UI Designer
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