Not To Compete Agreement Template for Netherlands

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Key Requirements PROMPT example:

Not To Compete Agreement

"I need a Not To Compete Agreement for a senior software developer in Amsterdam who will have access to our proprietary AI algorithms; the agreement should cover the Benelux region and include specific provisions about technical knowledge protection."

Document background
The Not To Compete Agreement is a crucial document used in Dutch employment relationships to protect an employer's legitimate business interests following an employee's departure. This agreement becomes relevant when employees have access to confidential information, trade secrets, strategic plans, or valuable customer relationships. Under Dutch law, such agreements must be in writing and signed by an adult employee, include fair compensation for the restriction period, and contain reasonable limitations in terms of duration (typically maximum 12 months) and geographical scope. The agreement must specifically detail the restricted activities and provide clear compensation terms as required by Dutch Civil Code Article 7:653. It's particularly important for senior positions, technical roles, and customer-facing positions where employees gain significant insider knowledge or customer relationships.
Suggested Sections

1. Parties: Identification of the employer and employee/former employee, including full legal names and addresses

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

3. Definitions: Clear definitions of key terms including 'Confidential Information', 'Competitive Activities', 'Territory', and 'Restricted Period'

4. Scope of Non-Compete: Detailed description of prohibited competitive activities and specific industry sectors covered

5. Duration: Specific time period for the non-compete obligations, typically not exceeding 12 months under Dutch law

6. Geographic Scope: Clear definition of the territorial limitations of the non-compete restrictions

7. Compensation: Details of the compensation to be paid during the non-compete period, as required by Dutch law

8. Exceptions: Specific circumstances under which the non-compete restrictions do not apply

9. Enforcement: Provisions for enforcement including penalties for breach and notification requirements

10. Severability: Clause ensuring that if any provision is found invalid, the remainder of the agreement remains in force

11. Governing Law: Explicit statement that Dutch law governs the agreement and jurisdiction for disputes

Optional Sections

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

2. Garden Leave: Provisions for paid leave during notice period, used for sensitive positions

3. Training Costs: Repayment provisions for training costs, included when significant training investment has been made

4. International Scope: Additional provisions for international operations, included when the business operates across multiple countries

5. Industry-Specific Restrictions: Detailed restrictions specific to particular industries or professional roles

6. Early Termination: Conditions under which the non-compete obligations may be terminated early

7. Alternative Employment: Provisions for approval process of alternative employment during restriction period

Suggested Schedules

1. Schedule 1 - Compensation Calculation: Detailed breakdown of compensation calculation during the non-compete period

2. Schedule 2 - Restricted Territory: Detailed maps or lists of geographical areas covered by the restrictions

3. Schedule 3 - Restricted Activities: Comprehensive list of specific prohibited activities and competitors

4. Appendix A - Notification Form: Template for employee to notify employer of potential new employment

5. Appendix B - Compliance Certificate: Form for periodic certification of compliance with restrictions

Authors

Alex Denne

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

Relevant legal definitions
Relevant Industries

Technology

Professional Services

Financial Services

Pharmaceuticals

Manufacturing

Consulting

Software Development

Healthcare

Telecommunications

Research and Development

Energy

Biotechnology

Sales and Marketing

Engineering

Relevant Teams

Legal

Human Resources

Executive Leadership

Sales

Research & Development

Product Development

Client Services

Business Development

Technical Operations

Marketing

Finance

Strategy

Innovation

Customer Relations

Engineering

Relevant Roles

Chief Executive Officer

Chief Technology Officer

Sales Director

Senior Software Engineer

Account Manager

Research Scientist

Product Manager

Business Development Manager

Technical Lead

Financial Controller

Marketing Director

Senior Consultant

Regional Manager

Data Scientist

Operations Manager

Senior Engineer

Client Relations Manager

Head of Innovation

Technical Architect

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

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