Idaho Non-Compete Agreement Template

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The Idaho Non-Compete Agreement Template is often used as a tool by a variety of Businesses to protect themselves against unfair competition from entities that have (intentionally or by happenstance) gained sensitive information such as the Business’ Trade Secret(s). When Businesses expose such information, they run the risk that it may be misappropriated or misused in a manner that may aid its competitors or even create new competitors. Obviously, such happenings can have a dramatic effect on a Business’ health in the market. Yet, at the same time, most businesses must hire employees, staff members, obtain consultations, or even partner with other businesses to survive. How then should one prevent an ex-employee or partner from using any knowledge gained strictly from its relationship with a business from using such information to compete unfairly with that same business? Obviously, a written promise that any such knowledge will not be used in such a way would be quite beneficial if gained from the questionable party. The paperwork available on this page can be considered an ideal preventative measure because it will outline the details of such a promise then (through a binding signature) exert a contractual power over the Recipient of sensitive information.

This template can be accessed, downloaded, then worked on in one of three formats (PDF, MS Word, or a simple ODT file) and will need some attention where Party Identities and Preferences are concerned. Make sure that both parties have every intention of signing this agreement before filling it out with the terms they have agreed upon. It should be presented with enough time allowed for one last review by each Signature Party. This will ensure a clear understanding of what is expected during the Time Period this document’s terms are active.


Non-compete agreements are governed by Idaho Code Ann. §§ 44-2701 to 44-2704. Non-compete agreements in Idaho must protect the employer’s legitimate business interests, only prohibit the employee or independent contractor post-termination, from engaging in employment or a line of business that directly competes with the employer’s business after termination. Be reasonable in duration; geographical area; and the type of employment or line of business restricted, not impose a greater restraint than is reasonably necessary to protect the employer’s legitimate business interests. Only restrict “key employees” or “key independent contractors,” as defined.

noncompete agreement is reasonable and enforceable only if it is not:

  1. Greater than necessary to protect the employer in some legitimate business interest.
  2. Unduly harsh or oppressive to the employee.
  3. Injurious to the public.

Laws§§ 44-2701 to 44-2704

How to Write

1 – The First Article Will Serve As An Introduction To The Agreement And The Parties Involved

Generally, two parties will be involved in this type of contract: A Disclosing Company and a Recipient Party. In order for this contract to be effective, we will need to identify the Signature Parties by Name and make sure their roles are clearly defined. The language for this task will be found in “1. Purpose.” Here, we will report the Identity of each Signature Party by entering the Issuing Company’s Name on the first blank space and the Recipient Party on the second blank line. The Issuing Company should be considered the entity seeking to solidify a Non-Compete Guarantee from the Recipient Party.

2 – The Issuer’s Expectations Need To Be Documented To Be Agreed Upon

Simply asking for a Non-Compete is rarely enough to gain the Business Security most companies seek. Thus, we will now review some specific promises the Issuing Company may view as necessary before risking a security leak revolving around its business operations. The second part of this document (“2. Non-Compete/Disclosure”) will focus on a checklist detailing what precisely the Issuing Business seeks from the Recipient of this contract.

It may be necessary to gain a promise that a Recipient of this Agreement will avoid actions competing with the services (or products) of the Issuing Party. If this restriction should be placed, then checkmark the “Business Practices” statement.

The Company issuing this contract will be able to gain the Recipient’s promise that he or she will not conduct a similar business or deal in similar products/services as the Issuer does with any of the Company’s “Clients/Customers” by checking the “Clients/Customers” paragraph.

The Recipient will guarantee he or she will not engage in any kind of business activity with the Issuing Party’s Competitors if the “General Competitor(s)” statement has been checked.

The Disclosing Entity issuing this contract may provide a detailed list of Competitors it expects the Recipient to refrain from associating with in any way. If such entities exist, list them on the blank lines in the “Specific Competitors” statement and mark the checkbox.

The Recipient will be compelled by this document to avoid working with or associating their actions with any staff member, employees, partners, etc. of the Company if the last statement (“Employees”) is check marked.

3 – It Is Imperative To This Document’s Effect That Its Time Frame Be Defined

The focus of section “3. Time Period” would be the amount of time the company shall restrict the Recipient’s use of any of the Company’s information, sales, and continuation of sales to current clients (whether or not the client was acquired by the employee during their employment period). Enter the amount of time the company shall exert its influence through this contract on the blank line in the first statement. Once the time period has been established, the company must check the box that will specify exactly when the terms of the document shall begin. The first checkbox will indicate a Start Date as the same Calendar Date of the Execution Date while the second checkbox will name the Start Date as the Date of the Professional Relationship’s Termination (between the Issuing Company and the Recipient of this contract).

4 – The Issuer’s Consideration Regarding A Purchase Option Should Be Documented

The fourth section of this document “4. Purchase Option,” demands the Issuing Entity indicate if it will offer the Recipient the opportunity to buy relief from this contract by paying the Issuing Party a definitive sum of money. If this option is available or will be available, then mark the first checkbox here and record how much money the Issuing Party requires to nullify this paperwork’s effect.

5 – The Jurisdiction Of The Governing State Should Be Documented

In “5. Jurisdiction,” find the empty line in the statement presented, then enter the State that holds Authority over this matter. You may further define the government involved by listing the Locality(ies) where this document will be enforced in this blank space.

6 – The Final Segment Of This Paperwork Must Be Signed By The Issuing Party And The Recipient

The remaining sections and subsections must be reviewed and agreed to by all parties. Once this task has been successfully accomplished, the Execution Date of this paperwork must be provided. Three blank spaces in the last statement of part “13. Entire Agreement” have been supplied so that the Calendar Day, Month, and Year of the Execution Date can be properly documented with each Date Component in its own space.

The two columns beneath at the end of this document will need the attention of the Signature Parties. The column on the left has been supplied purely for the Issuing Part of this document. It is titled “The Company.” Make sure the Issuing Party provides a binding signature on the blank line labeled “Signature,” his or her Printed Name and Title on the blank line beneath this, and the exact Date this signature was provided on the line labeled “Date.”

The column on the right is titled “Recipient.” Here, the individual entering this contract at the request of the Issuing Party must sign the line labeled “Signature” then, print his or her Name on the line labeled “Print Name.” The last blank line, “Date,” demands the Signature Date when the Recipient has signed his or her Name presented.