Below is a sample noncompete agreement. However, the laws have changed (and are continually evolving in this area), so do not use this form without proper legal advice. If you are involved in a noncompete issue, you need to hire an attorney.
This Agreement dated as of ___________, 2005 is made and entered into between ____________, a Florida Corporation (AEmployer@) and_______________(AEmployee@).
WHEREAS, the Employer has offered to employ or to continue to employ Employee on certain favorable terms and conditions, which offer is expressly conditioned upon, among other things, Employees agreement to adhere to, among other things, the various covenants and agreements contained in this Agreement;
WHEREAS the Employer, has or will expend considerable time, energy and funds properly training and educating Employee in all phases of the business;
WHEREAS, Employee acknowledges that Employer has legitimate business reasons for protecting its proprietary information, customer lists, and customer relationships and that the provisions of this Agreement are necessary for this protection. Employee further acknowledges and agrees that these provisions will not and do not place an undue hardship on Employee=s ability to earn a livelihood;
In consideration of the mutual covenants and conditions herein contained and their performance, Employer and Employee agree as follows:
- Employment. Employer employs and continues to employ Employee, subject to the direction of Employer. This agreement shall not be construed as modifying the employment-at-will status of Employee and Employee may continue to be terminated, at will, without cause, in accordance with Florida law. Employee understands that nothing in this Agreement requires the Employer to retain or promote Employee.
- Non-Compete/Non-Disclosure/Non-Solicitation. Employee agrees that during the term of his/her employment and for two (2) years after the termination of his/her employment, Employee shall be prohibited from competing with Employer and working in the same or a substantially similar business nationwide. During that time, Employee agrees not to directly or indirectly, solicit, induce, or attempt to solicit any of Employers= customers, suppliers, or business contacts for any purpose. Finally, during that time, Employee agrees not to directly or indirectly solicit or attempt to solicit any person known to be an employee of the Employer to terminate his/or her employment with Employer. Finally, Employee agrees to maintain strictly confidential all recipes, preparation techniques, or other information relating to the formulation and preparation of Employer=s products.
- Return of Documents, Files, and Materials. Employee agrees, upon the termination of his employment with Employer, to return all files, documents, or other property of Employer. The employee is not entitled to retain copies of any Employer documents.
- Rights and Remedies upon Breach. If Employee breaches the terms of this Agreement, Employee agrees that the Employer shall have the right and remedy to specifically enforce this Agreement and each of the covenants contained herein. Employee further agrees that any breach or threatened breach of the terms of this Agreement could cause irreparable injury to Employer and that money damages would not provide an adequate remedy at law to the Employer. In any action seeking to enforce this Agreement, the prevailing party shall be entitled to recover all reasonable attorneys= fees, costs, and expenses, including any expert fees that were incurred in connection with any such action.
- Severability. Employee acknowledges that the covenants within this agreement are reasonable and valid. Should a court determine that any of the covenants contained herein are not fair or correct, the remainder of this agreement and its covenants shall not be affected. They shall be given full effect without regard to the invalid provisions.
- Governing Law. This Agreement shall be construed in accordance with Florida law. The parties agree that the venue for enforcement of this Agreement will be in Broward County, Florida.
- Entire Agreement. This Agreement represents the entire agreement of the parties with respect to the subject matter contained herein and shall supersede all prior contracts, arrangements, or undertakings between the parties. This Agreement may not be modified except in an agreement in writing signed by the Employer and Employee.
- Voluntary Agreement. Employer and Employee agree that both parties have had an opportunity to read this Agreement and consult with legal counsel regarding the terms contained herein. The parties agree that they are entering into this Agreement freely and voluntarily without any duress or undue pressure.
IN WITNESS WHEREOF, the parties hereto have signed this Agreement on the day and year written below.