Non Compete Agreement For Contractors Template for Philippines

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Key Requirements PROMPT example:

Non Compete Agreement For Contractors

"I need a Non Compete Agreement For Contractors for our Manila-based software development company, protecting our source code and development methodologies, with a restriction period of 12 months post-termination and covering the entire Philippines, to be effective from January 2025."

Document background
This Non-Compete Agreement For Contractors is designed for use in the Philippines when engaging independent contractors who will have access to sensitive business information, trade secrets, or valuable client relationships. The document provides essential protections for companies while ensuring compliance with Philippine constitutional rights, the Civil Code, Labor Code principles, and competition laws. It typically includes specific provisions on restricted activities, geographic scope, duration, and enforcement mechanisms. Companies should implement this agreement before contractors begin their engagement, particularly in situations where they will have access to proprietary information, strategic plans, or key business relationships. The agreement must be carefully drafted to ensure enforceability under Philippine law, which requires restrictions to be reasonable in scope and necessary to protect legitimate business interests.
Suggested Sections

1. Parties: Identifies and provides full details of the contracting parties - the company and the contractor

2. Background: Explains the context of the agreement, nature of the contractor relationship, and why protection is needed

3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Competing Business', 'Territory', etc.

4. Scope of Non-Compete: Details the specific activities the contractor agrees not to engage in, including geographic limitations and specific industry restrictions

5. Duration: Specifies the time period during which the non-compete obligations will remain in effect

6. Legitimate Business Interests: Outlines the company's legitimate business interests being protected by the agreement

7. Contractor Acknowledgments: Contractor's confirmation of the reasonableness of restrictions and receipt of adequate consideration

8. Consideration: Details the consideration provided to the contractor in exchange for the non-compete obligations

9. Remedies: Specifies the consequences of breach, including injunctive relief and damages

10. Governing Law and Jurisdiction: Establishes Philippine law as governing law and specifies jurisdiction for dispute resolution

11. General Provisions: Standard contract clauses including severability, entire agreement, and amendments

Optional Sections

1. Non-Solicitation: Additional restrictions on soliciting employees, contractors, or customers - used when there's significant risk of relationship interference

2. Intellectual Property: Additional provisions protecting IP rights - used when contractor has access to or develops intellectual property

3. Return of Property: Procedures for returning company property - used when contractor has access to physical or digital assets

4. Alternative Dispute Resolution: Mediation or arbitration procedures - used when parties prefer alternative dispute resolution to court proceedings

5. Survival: Specifies which provisions survive termination - used in complex engagements with ongoing obligations

6. Independent Contractor Confirmation: Explicitly confirms independent contractor status - used when misclassification risk exists

Suggested Schedules

1. Schedule A - Restricted Territory: Detailed map or list of geographic areas covered by non-compete restrictions

2. Schedule B - Restricted Activities: Comprehensive list of specific activities, businesses, and roles restricted by the agreement

3. Schedule C - Consideration Details: Detailed breakdown of consideration provided, including any periodic payments or benefits

4. Appendix 1 - Contractor's Current Business Interests: Declaration of contractor's existing business interests and commitments

5. Appendix 2 - Company's Protected Relationships: List of key customers, suppliers, and business relationships protected by the agreement

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant Industries

Information Technology

Professional Services

Management Consulting

Healthcare

Financial Services

Manufacturing

Research and Development

Telecommunications

Engineering

Digital Marketing

Biotechnology

Software Development

Relevant Teams

Legal

Human Resources

Executive Leadership

Procurement

Operations

Research & Development

Sales

Marketing

Information Technology

Product Development

Finance

Strategy

Relevant Roles

Business Consultant

Software Developer

Project Manager

Technical Architect

Sales Representative

Marketing Strategist

Research Scientist

Financial Advisor

Management Consultant

Product Designer

Business Analyst

Systems Engineer

Strategic Advisor

Content Strategist

Development Lead

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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