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The Non Competition Non Solicitation And Confidentiality Agreement is essential for German employers seeking to protect their legitimate business interests, trade secrets, and customer relationships. This document is typically used when onboarding senior employees, key technical staff, or those with access to sensitive information or significant customer relationships. It must comply with strict German legal requirements, particularly regarding the mandatory waiting allowance (Karenzentschädigung) for non-compete provisions, which must be at least 50% of the employee's last contractual benefits. The agreement also needs to balance the employer's protective interests with the employee's constitutional right to freedom of occupation under German law, while ensuring GDPR compliance for data protection aspects.

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

2. Background: Context of the agreement, relationship between parties, and purpose of the restrictions

3. Definitions: Key terms including Confidential Information, Competitive Activity, Territory, Restricted Period, and Customer/Employee definitions

4. Confidentiality Obligations: Detailed provisions regarding the protection, use, and non-disclosure of confidential information

5. Non-Competition Provisions: Scope of competitive restrictions, including geographical and temporal limitations, and mandatory waiting allowance (Karenzentschädigung)

6. Non-Solicitation Provisions: Restrictions on soliciting employees, customers, and business partners

7. Compensation and Waiting Allowance: Details of the mandatory compensation (at least 50% of last received contractual benefits) for non-compete restrictions

8. Duration and Territorial Scope: Specific timeframes and geographical limitations for restrictions

9. Return of Confidential Information: Obligations regarding the return or destruction of confidential materials

10. Data Protection: GDPR compliance provisions and data handling requirements

11. Breach and Remedies: Consequences of breach, including contractual penalties (Vertragsstrafe) and injunctive relief

12. Severability: Provisions for maintaining validity if certain clauses are found unenforceable

13. Governing Law and Jurisdiction: Specification of German law application and competent courts