COURTESY OF STUART ADAMS LAW OFFICE, P.S.C.
8009 New LaGrange Road, Suite 1
Louisville, Kentucky 40222-4791
PHONE (502) 587-7750 \ FAX (502) 585-7177
WEB www.juristechnology.com
Non-Competition and nondisclosure Agreement Checklist
© 2006 by Stuart Adams
* Please see Terms of Use and Disclaimer
(Please note that the following document is only a portion of a form we use to assist our clients in
drafting an appropriate nondisclosure agreement. The usefulness of the form and the agreement
will vary from jurisdiction to jurisdiction, and from one set of factual circumstances to another.)
1.
What level of non-compete language do you desire?
G
Low Level (Employee is allowed to perform services in the same industry
during employment, as long as Employer gives prior written consent)
G
Medium Level (Employee not allowed to perform services in the same
industry during employment);
G
High Level (Employee not allowed to perform services in the same industry
during employment, and for a certain time after employment ends in a clearly
defined regional area)
2.
If you chose High Level, please select a time frame after termination of employment
in which the former Member would be restricted. Please note that we do not recommend
periods over 3 years based on likelihood to be scrutinized and perhaps altered by courts.
G
6 months
G
1 year
G
2 years
G
3 years
3. If you chose High Level, please specify a geographic region in which the employee
would be restricted. Please note that the region must be reasonably related to the
business (ex. within 50 miles of the current principal office of the Employer, or within
Jefferson County, Kentucky). Cross country or multi-state restrictions (i.e. the continental
US, Kentucky, Indiana and Ohio) are highly scrutinized by courts, and not recommended
unless they serve a bona fide, demonstrable business interest for an existing market, or
reasonably foreseeable expansion of it.
COURTESY OF STUART ADAMS LAW OFFICE, P.S.C.
8009 New LaGrange Road, Suite 1
Louisville, Kentucky 40222-4791
PHONE (502) 587-7750 \ FAX (502) 585-7177
WEB www.juristechnology.com
Geographic region or territory is best described as: ____________________________
___________________________________________________________________.
4.
If you chose High Level, please give a specific description of your business. This
wording will be used in the Agreement to detail exactly what your company is engaged in,
thereby specifying what you feel the Employee should not be involved in during the term
of the non-compete. It is extremely important to give a carefully worded, detailed
description of all current services, goods, etc., along with anything that you reasonably
foresee your company's entrance into in the near future.
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
5.
Do you want the non-compete to include a provision in which the Employee, during
the time period chosen in section 2, is prohibited from soliciting other employees from
leaving their employment with your company?
G
Yes
G
No
6.
Do you want to include a non-disclosure provision in which the Employee, during the
term of employment and for an indefinite period thereafter, is prohibited from using your
Confidential Information for his or her personal benefit or disclosing such to any third
parties. For purposes of this provision, Confidential Information would include, but not be
limited to, technical or business information, designs, plans, drawings, software, data, and
prototypes, procedures, business and financial plans, operations and processes,
projections, results, prospects, sales and inventory reports, customer, employee,
stockholder, client and supplier information or lists, research and other business and/or
technical information, trade secrets, etc.
G
Yes
G
No
Upon completion of this checklist, please sign where indicated below, and return the
original to our offices. Upon receipt, we will prepare the draft of a Non-Competition
Agreement for your review, according to the selections you have made herein. If you have
any questions, please feel free to contact us.
________________________________
Date:__________
BY:
Title: