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Vendor Non Solicitation Agreement

Vendor Non Solicitation Agreement Template for India

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Key Requirements PROMPT example:

Vendor Non Solicitation Agreement

"I need a Vendor Non-Solicitation Agreement for my technology company that will prevent our new software development partner from approaching our critical component suppliers in India, to be effective from January 2025 for a duration of 3 years."

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Document background
The Vendor Non-Solicitation Agreement is essential in today's competitive Indian business environment where maintaining stable vendor relationships is crucial for business success. This document becomes necessary when companies want to protect their vendor networks from competitors, particularly during business collaborations, joint ventures, or when sharing vendor information. It's commonly used in situations where one company gains knowledge of another's vendor relationships through business interactions or partnerships. The agreement, governed by Indian law, typically includes details of protected vendors, specific prohibited activities, duration of restrictions, and consequences of breach. It's particularly important in industries with specialized suppliers or where vendor relationships represent significant investment or competitive advantage.
Suggested Sections

1. Parties: Identifies and provides details of the contracting parties

2. Background: Explains the context of the relationship and purpose of the agreement

3. Definitions: Defines key terms used throughout the agreement, including 'Vendor', 'Solicitation', 'Confidential Information'

4. Non-Solicitation Obligations: Details the core restrictions on approaching, soliciting, or engaging with vendors

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

6. Geographic Scope: Defines the territorial limits within which the agreement applies

7. Exceptions: Lists permitted activities and circumstances where restrictions don't apply

8. Breach and Remedies: Outlines what constitutes a breach and the consequences/remedies available

9. Governing Law and Jurisdiction: Specifies Indian law as governing law and defines jurisdiction for disputes

10. Notices: Details how formal communications between parties should be made

11. Entire Agreement: Confirms this document represents the complete agreement between parties

Optional Sections

1. Confidentiality: Additional provisions protecting confidential information exchanged during vendor relationships

2. Non-Circumvention: Prevents indirect solicitation through third parties or affiliated entities

3. Survival: Specifies which provisions survive termination of the agreement

4. Assignment: Controls ability to transfer rights and obligations under the agreement

5. Severability: Ensures remainder of agreement stays valid if specific provisions are found unenforceable

6. Force Majeure: Addresses circumstances beyond parties' control affecting agreement performance

7. Dispute Resolution: Details mediation or arbitration procedures before court litigation

Suggested Schedules

1. Schedule A - Protected Vendors: List of specific vendors covered by the non-solicitation provisions

2. Schedule B - Prohibited Activities: Detailed list of specific actions considered as solicitation

3. Schedule C - Pre-Existing Relationships: List of any existing vendor relationships exempt from the agreement

4. Appendix 1 - Notice Requirements: Detailed procedures and contact information for serving notices

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

Information Technology

Manufacturing

Professional Services

Retail

Healthcare

Logistics and Supply Chain

Construction

Telecommunications

Financial Services

Automotive

Pharmaceuticals

Electronics

Relevant Teams

Legal

Procurement

Supply Chain

Operations

Vendor Management

Compliance

Business Development

Strategy

Risk Management

Contract Administration

Relevant Roles

Chief Procurement Officer

Procurement Manager

Supply Chain Director

Vendor Relations Manager

Legal Counsel

Contract Manager

Chief Operating Officer

Business Development Director

Strategic Sourcing Manager

Operations Manager

Purchasing Manager

Compliance Officer

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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