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Employee Restrictive Covenants Agreement

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Employee Restrictive Covenants Agreement Powered By Docstoc
					This is an agreement between an employer and employee stating the restrictive
covenants that are imposed on the employee pursuant to the employee's employment
with the employer. Some of the restrictive covenants contained in the agreement
include non-compete covenants, non-solicitation covenants, non-poaching of
employees, and restrictions on the use of confidential information. This document
should be used by employers seeking to place restrictions on employee competition and
seeking to protect company confidential information.
         EMPLOYEE RESTRICTIVE COVENANTS AGREEMENT
THIS EMPLOYEE RESTRICTIVE COVENANTS AGREEMENT (this "Agreement"),
effective as of ____________ [Instruction: Insert Date] (the “Effective Date”), between
___________________ [Instruction: Insert Name of Company] having its principal place of
business at _______________________ [Instruction: Insert Address] (the "Company"), and
____________________ [Instruction: Insert Name of Employee], ______________
[Instruction: Insert Address] (the "Employee").

WHEREAS, on ____________ [Instruction: Insert Date], Company and Employee entered into
an employment agreement (the “Employment Agreement”), whereby Employee agreed to work
under the employ of Company;

WHEREAS, Company and Employee desire to enter into an agreement setting forth the
obligations of Employee to refrain from competing with Company, soliciting Company’s
employee’s, and/or disclosing Company’s confidential information.

NOW, THEREFORE, In consideration of the mutual promises and agreements contained herein,
and for other good and valuable consideration, the receipt of which is hereby acknowledged, the
parties hereto agree as follows:

1.   RESTRICTIVE COVENANTS

    A. NON-COMPETITION. Employee hereby agrees that, throughout the term of
employment under the Employment Agreement and for a period of ____________ (___)
[Instruction: Insert Duration] years thereafter (the “Restrictive Period”) (whether Employee’s
termination under the Employment Agreement was with or without good cause or for any or no
cause, at the option either of the Company or the Employee, with or without notice), Employee
will not compete with the Company and its successors and assigns, without the prior written
consent of the Company. Particularly, the Employee shall not, alone, with and/or through others:

      i.   be, become or function as an officer, director, employee, owner, corporate affiliate,
salesperson, co-owner, partner, trustee, promoter, founder, technician, engineer, analyst,
employee, agent, representative, distributor, re-seller, sub-licensor, supplier, investor or lender,
consultant, advisor or manager of or to, or otherwise acquire or hold any interest in or otherwise
engage in the provision of services to, any person or entity that engages in a business that is
Directly Competitive. For purposes hereof, “Directly Competitive” shall mean, developing,
manufacturing, providing, marketing, distributing or otherwise commercially exploiting any
products, services or technology that directly compete with the Company’s products, services or
technology. Notwithstanding the foregoing, Employee may work exclusively for a division,
entity or subgroup of such a business if the division, entity or subgroup is not Directly
Competitive;

   ii. authorize Employee’s name to be used in connection with a business that is Directly
Competitive;
    iii. engage or participate, directly or indirectly, in any business that is conducted under
any name that may be the same as or similar to the name of the Company or any trade name used
by Company; and

     iv.   transfer, sell, assign, pledge, hypothecate, give, create a security interest in or lien on,
place in trust (voting or otherwise), or in any other way dispose of more than 1% of total
outstanding shares of the Company as of the date of said disposition in one or a series of related
transactions directly owned of record by the Employee to any person who is Directly
Competitive with the business of the Company.

    B. NON-SOLICITATION. Employee hereby agrees that, throughout the Restrictive
Period, Employee will not hire any employees of the Company and will not, either directly or
indirectly, solicit, induce, recruit or encourage any of the Company’s employees to leave their
employment, or take away such employees, or attempt to solicit, induce, recruit, encourage or
take away employees of the Company, either on behalf of the Employee personally or for any
other person or entity.

    C. NON-DISCLOSURE. The parties agree that Employee will have access to confidential
and proprietary information or trade secrets relating to the business operations and expansion
plans of the Company. Employee hereby agrees not to disclose any of this information and these
trade secrets and agrees to treat all information concerning the Company, acquired or obtained as
a result of his or her relationship with the Company, including, but without limitation its
services, systems, employees, customers, pricing schedules, training programs, methods of doing
business, recruiting practices, strategies, plans, general or specific “know-how”, information
regarding the Company’s financial condition, and the terms and conditions of this Agreement as
confidential, and to use such proprietary information solely for the benefit of the Company.

2.   GEOGRAPHIC SCOPE

This Agreement shall cover the Employee’s activities in every part of the Territory in which the
Employee may conduct business during the term of the Employment Agreement. For purposes
hereof, “Territory” shall mean (A) all counties in the State of _______________ [Instruction:
Insert State], (B) all other states of the United States of America and (C) all other countries of
the world; provided that, with respect to clauses (B) and (C) in this paragraph, the Company
derives at least _______ percent (__%) [Instruction: Insert Percentage] of its gross revenues
from such geographic area as of the Effective Date of this Agreement.

3.   BREACH

   A. In the event the Employee does not comply with the terms of this Agreement, the
Company reserves the right to discharge the Employee as an employee. Employee expressly
acknowledges that any breach or threatened b
				
DOCUMENT INFO
Description: This is an agreement between an employer and employee stating the restrictive covenants that are imposed on the employee pursuant to the employee's employment with the employer. Some of the restrictive covenants contained in the agreement include non-compete covenants, non-solicitation covenants, non-poaching of employees, and restrictions on the use of confidential information. This document should be used by employers seeking to place restrictions on employee competition and seeking to protect company confidential information.
This document is also part of a package Employee Hiring Documents for your Business 31 Documents Included