Non-Compete

Text for a Non-Compete Agreement

I am an independent consultant, so our equivalent is the "work-for-hire" clause which says everything I do belongs to them. I typically start the statement of work off on my paper/template that says the following:

Client appreciates the value of reusing works created by Consultant at previous engagements and understands the need for the Company to reuse non-confidential portions of works created during this engagement with future clients. Any work, including but not limited to, patentable works; designs; drawings; specifications; models; software; source codes; and object codes, created by Consultant during this engagement shall be provided with a non-exclusive, perpetual, worldwide, royalty-free license, with no rights to sublicense, to use in the context of this engagement to the Client at no additional cost to the Client.

Translation: they get the knowledge I developed at other customers if other customers get the benefit of knowledge I developed with them. When HR/legal tries to change the agreement, I start off by saying these are the terms I use when dealing with IP. If they push harder, I tell them that I'm willing to use their terms, but:

• My rate will increase because I can't use this work elsewhere and could potentially be working at another client where my work could be reused and make me more valuable.
• My time estimates will at least double since I have to recreate everything I've done elsewhere that I had previously planned on using for this project

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