Non Compete Non Solicitation Agreement Template for Germany

The Non-Compete Non-Solicitation Agreement is essential for German employers seeking to protect their legitimate business interests after an employee's departure. This document is particularly crucial when dealing with employees who have access to sensitive information, client relationships, or specialized knowledge. The agreement must strictly comply with German law requirements, including the German Commercial Code (HGB) provisions on mandatory compensation (minimum 50% of last remuneration) and maximum duration (2 years) for non-compete clauses. It's commonly used during senior hiring, business acquisitions, or when promoting employees to positions with access to critical business information. The document balances employer protection with employee rights under German constitutional law regarding freedom of occupation.

1. Parties: Identification of the contracting parties, including full legal names and addresses

2. Background: Context of the agreement, including the nature of the previous or current business relationship

3. Definitions: Key terms used in the agreement, including 'Competitive Activity', 'Confidential Information', 'Restricted Period', and 'Restricted Territory'

4. Non-Compete Obligations: Specific restrictions on competitive activities, including scope, duration (max 2 years under German law), and geographical limitations

5. Non-Solicitation of Customers: Restrictions on approaching or dealing with customers or prospective customers

6. Non-Solicitation of Employees: Restrictions on approaching or hiring employees of the company

7. Compensation: Mandatory compensation details (minimum 50% of last remuneration) as required by German law

8. Duration and Termination: Term of the agreement and circumstances under which it can be terminated

9. Confidentiality Obligations: Obligations regarding confidential information and trade secrets

10. Acknowledgments: Confirmations regarding reasonableness of restrictions and receipt of independent legal advice

11. Remedies: Legal remedies available in case of breach, including injunctive relief

12. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes