Contracts

NON-COMPETE AGREEMENT

This Non-Compete Agreement ("Agreement") is made and entered into this [Day] of [Month, Year], at [Place of Execution], by and between:

[Company Name], a company duly organized and existing under the laws of the Republic of the Philippines, with office address at [Company Address], represented herein by [Authorized Representative’s Name], [Position], hereinafter referred to as the “Employer”;

AND

[Employee’s Full Name], of legal age, [civil status], [nationality], and residing at [Employee’s Address], hereinafter referred to as the “Employee”;

The Employer and Employee are collectively referred to as the "Parties."

WHEREAS, the Employee will have access to confidential and proprietary information of the Employer, including trade secrets, client lists, and business strategies;

WHEREAS, the Employer desires to prevent the Employee from engaging in competing activities that could harm its business interests;

NOW, THEREFORE, for and in consideration of the mutual covenants herein contained, the Parties agree as follows:

1. NON-COMPETITION CLAUSE

1.1. The Employee agrees that during his/her employment with the Employer and for a period of [Number] months/years after termination of employment, he/she shall not, directly or indirectly:

• Engage in or work for any business that competes with the Employer within [geographical area, e.g., Metro Manila, Philippines, ASEAN region];

• Solicit or attempt to solicit the Employer’s clients, customers, or employees for any competing business;

• Establish, own, manage, operate, consult for, or be employed by a competing business.

1.2. The restriction shall apply to businesses involved in [describe the industry, e.g., IT services, legal consultancy, financial services], which directly compete with the Employer’s operations.

2. CONFIDENTIALITY CLAUSE

2.1. The Employee agrees to maintain the confidentiality of all trade secrets, business plans, financial data, marketing strategies, and client information obtained during his/her employment.
2.2. This obligation remains effective even after the termination of employment, unless the information becomes publicly available through lawful means.

3. EXCEPTIONS

This Agreement shall not apply if:
3.1. The Employee secures prior written consent from the Employer to engage in a competing business;
3.2. The Employee's new employer is not engaged in direct competition with the Employer;
3.3. The Employee is engaged in self-employment or consultancy, provided it does not harm the Employer’s business.

4. REMEDIES FOR BREACH

4.1. In case of a violation of this Agreement, the Employer may seek the following remedies:

• Injunctive Relief – The Employer may obtain a court order stopping the Employee from engaging in the prohibited activities.

• Monetary Damages – The Employee shall be liable for any financial losses incurred by the Employer due to the breach.

• Termination of Benefits – The Employer may revoke any remaining employee benefits or severance pay.

4.2. The Employee acknowledges that a breach of this Agreement will cause irreparable harm to the Employer and agrees to the enforcement of these remedies.

5. GENERAL PROVISIONS

5.1. Governing Law – This Agreement shall be governed by the laws of the Republic of the Philippines.
5.2. Severability – If any provision is found invalid, the rest of the Agreement shall remain in effect.
5.3. Amendments – Any modification to this Agreement must be made in writing and signed by both Parties.
5.4. Entire Agreement – This Agreement represents the entire understanding between the Parties regarding non-competition.

IN WITNESS WHEREOF, the parties have hereunto affixed their signatures this [day] of [month, year], at [place of execution].

SIGNED BY:

[Company Name]

By:
[Authorized Representative’s Name]

[Position]
Employer

[Employee’s Full Name]

Employee

SIGNED IN THE PRESENCE OF:

[Witness 1 Name]

Witness

[Witness 2 Name]

Witness

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES
[Province/City/Municipality]) S.S.

BEFORE ME, a Notary Public for and in [Location], this ___ day of [month], [year], personally appeared the following persons:

1. [Employer’s Name], identified through [Government ID Type & Number], issued on [Date], representing [Company Name]; and

2. [Employee’s Name], identified through [Government ID Type & Number], issued on [Date],

both known to me to be the same persons who executed the foregoing Non-Compete Agreement, and acknowledged that the same is their free and voluntary act and deed, as well as that of the entity they represent.

WITNESS MY HAND AND SEAL this ___ day of [month], [year], at [place of notarization], Philippines.

NOTARY PUBLIC

Doc. No. ____________
Page No. ____________
Book No. ____________
Series of [YEAR].