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Non Compete Non Circumvent Agreement Template for Philippines

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Key Requirements PROMPT example:

Non Compete Non Circumvent Agreement

"I need a Non Compete Non Circumvent Agreement for our Philippines-based software development company to protect our business interests when hiring senior developers who will have access to our proprietary technology and client relationships, with the agreement taking effect from March 2025."

Document background
The Non-Compete Non-Circumvent Agreement is essential for businesses operating in the Philippines seeking to protect their competitive advantages, confidential information, and business relationships. This document is particularly crucial given the Philippines' dynamic business environment and the increasing mobility of workforce and business partnerships. The agreement must be carefully crafted to comply with Philippine constitutional rights, civil code provisions, and labor regulations, which generally favor employee rights and fair competition. It typically includes detailed provisions on restricted activities, geographic limitations, time periods, and specific protected relationships, while ensuring restrictions are reasonable and enforceable under Philippine law. This document is commonly used in employment relationships, business partnerships, joint ventures, and consulting arrangements where parties have access to sensitive information or valuable business relationships.
Suggested Sections

1. Parties: Identifies and defines all parties to the agreement, including their legal names, addresses, and company registration details

2. Background: Explains the context and purpose of the agreement, including the business relationship between the parties

3. Definitions: Defines key terms used throughout the agreement, including 'Confidential Information', 'Competitive Activities', 'Territory', and 'Restricted Period'

4. Non-Compete Obligations: Details the specific activities, industries, and roles that are restricted, including geographic scope and duration

5. Non-Circumvention Obligations: Specifies prohibited actions regarding direct business relationships, customers, suppliers, and other business opportunities

6. Duration and Territory: Clearly defines the time period and geographic area where restrictions apply

7. Confidentiality Obligations: Outlines the handling and protection of confidential information exchanged between parties

8. Legitimate Business Interests: Establishes the legitimate business interests being protected to support enforceability

9. Acknowledgments: Contains party acknowledgments regarding the reasonableness of restrictions and receipt of consideration

10. Remedies: Specifies available remedies for breach, including injunctive relief and damages

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

Optional Sections

1. Independent Contractor Relationship: Required when agreement involves independent contractors - clarifies non-employment relationship

2. Assignment Rights: Include when transfer of rights needs to be specifically addressed or restricted

3. Survival Clause: Add when certain obligations need to explicitly survive agreement termination

4. Return of Materials: Include when physical or digital materials must be returned upon relationship termination

5. Non-Solicitation Provisions: Add specific provisions about not soliciting employees, customers, or suppliers

6. Consideration: Required when specific consideration is being provided for the restrictions

7. Audit Rights: Include when compliance monitoring rights are needed

8. Garden Leave: Add for executive agreements where paid non-compete period is contemplated

Suggested Schedules

1. Schedule A - Restricted Activities: Detailed list of specific activities, businesses, and roles that are restricted

2. Schedule B - Territory Definition: Detailed description or map of geographic areas where restrictions apply

3. Schedule C - Protected Relationships: List of specific customers, suppliers, or business relationships covered by non-circumvention

4. Schedule D - Consideration Details: If applicable, detailed breakdown of consideration provided for the restrictions

5. Appendix 1 - Competitor List: Non-exhaustive list of known competitors or competitive businesses

6. Appendix 2 - Confidential Information Categories: Detailed categorization of types of confidential information covered

Authors

Alex Denne

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

Relevant legal definitions


































Clauses




























Relevant Industries

Technology

Manufacturing

Professional Services

Financial Services

Healthcare

Telecommunications

Real Estate Development

Energy

Retail and Distribution

Software Development

Pharmaceutical

Business Process Outsourcing

Industrial Design

Research and Development

Investment and Banking

Relevant Teams

Legal

Executive Leadership

Sales

Business Development

Research and Development

Product Development

Information Technology

Operations

Strategic Planning

Human Resources

Finance

Marketing

Customer Relations

Technical Services

Professional Services

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Sales Director

Business Development Manager

Senior Software Engineer

Research Director

Product Manager

Investment Analyst

Technical Consultant

Account Executive

Operations Manager

Strategic Partnership Manager

Senior Business Analyst

Project Manager

Department Head

Regional Manager

Chief Financial Officer

Marketing Director

Lead Developer

Senior Consultant

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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