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Supplier Non Compete Agreement

Supplier Non Compete Agreement Template for Canada

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Key Requirements PROMPT example:

Supplier Non Compete Agreement

"I need a Supplier Non-Compete Agreement for my technology consulting firm based in Ontario, with a focus on protecting our AI development methodologies and client relationships, applying to all of Canada and lasting for 18 months after contract termination."

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Document background
This Supplier Non-Compete Agreement is designed for use in Canadian business relationships where a company needs to protect its legitimate business interests when engaging with suppliers who may gain access to sensitive information, trade secrets, or strategic knowledge. The agreement is particularly relevant when suppliers provide specialized services or have deep insight into the company's operations, innovations, or customer relationships. It includes specific provisions tailored to comply with Canadian competition law and contract principles, defining the scope of restricted activities, temporal and geographical limitations, and confidentiality obligations. This document reflects Canadian courts' approach to non-compete provisions, which requires restrictions to be reasonable and demonstrably necessary to protect legitimate business interests.
Suggested Sections

1. Parties: Identification of the contracting parties - the company and the supplier

2. Background: Context of the agreement, nature of the business relationship, and legitimate business interests being protected

3. Definitions: Key terms including Confidential Information, Competitive Business, Territory, and Restricted Period

4. Scope of Services: Overview of the supplier's services and business relationship with the company

5. Non-Compete Obligations: Specific restrictions on competitive activities, including temporal and geographical limitations

6. Confidentiality Obligations: Protection of confidential information and trade secrets

7. Duration: Time period for which the non-compete restrictions will apply

8. Geographic Scope: Specific territories where the non-compete restrictions apply

9. Acknowledgments: Supplier's acknowledgment of reasonableness of restrictions and receipt of consideration

10. Remedies: Available remedies in case of breach, including injunctive relief

11. General Provisions: Standard clauses including governing law, severability, and entire agreement

Optional Sections

1. Non-Solicitation: Additional restrictions on soliciting customers or employees - include when broader protection is needed

2. Consideration: Specific section detailing consideration provided - include when additional compensation is provided for non-compete

3. Assignment Rights: Rights to assign the agreement - include when transfer rights are important to the business

4. Survival: Specific provisions that survive termination - include when certain obligations should continue

5. Return of Materials: Obligations regarding return of company materials - include when supplier has access to physical or digital assets

6. Independent Contractor: Clarification of independent contractor status - include when relationship needs to be clearly distinguished from employment

Suggested Schedules

1. Schedule A - Restricted Territory: Detailed description of geographic areas where non-compete applies

2. Schedule B - Competitive Business Description: Detailed description of prohibited competitive activities

3. Schedule C - Consideration Details: Breakdown of any specific consideration provided for non-compete obligations

4. Appendix 1 - Confidential Information: Detailed list of types of confidential information covered

5. Appendix 2 - Existing Commitments: Supplier's disclosure of any existing obligations or commitments that might affect compliance

Authors

Alex Denne

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

alex.den.21@genieai.co
Relevant legal definitions




























Clauses


























Relevant Industries

Manufacturing

Technology

Professional Services

Research and Development

Healthcare

Pharmaceuticals

Industrial Services

Information Technology

Consulting

Engineering

Consumer Goods

Telecommunications

Biotechnology

Automotive

Energy

Relevant Teams

Legal

Procurement

Supply Chain

Vendor Management

Operations

Executive Leadership

Risk Management

Compliance

Commercial

Strategic Sourcing

Business Development

Relevant Roles

Chief Legal Officer

Legal Counsel

Procurement Manager

Supply Chain Director

Vendor Relations Manager

Contract Administrator

Business Development Manager

Operations Director

Chief Executive Officer

Chief Operating Officer

Risk Manager

Compliance Officer

Commercial Director

Strategic Sourcing Manager

General Counsel

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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