Make a Nebraska Non-Compete Agreement

Applicable State Laws - None

Nebraska is clear that non-compete agreements can be enforced as long as the agreement is fair in its limitations. The non-compete agreement may not cause an undue burden on former employees. The agreement must also be written in good faith. The geographic area and the period of time must also be reasonable. The non-compete agreement must not violate public policy, either.

Nebraska is not a blue pencil state. Rather, it is a red pencil state. This means that Nebraska courts will declare an entire non-compete agreement null and void as opposed to simply severing out a single clause. It's also important to note that the Nebraska Supreme Court has disregarded choice of law provisions because the state didn't have personal contact or transactions with the parties. If you have employees that commute from Iowa, you should talk with an attorney about how a non-compete agreement should be drafted.

Protect your Nebraska business by also using a Nebraska non-disclosure agreement form. Download a Nebraska non-disclosure agreement form now! 

How to Write a Nebraska Non-Compete Agreement

To write a Nebraska non-compete agreement, include the following clauses:

• Purpose. This clause explains that the purpose of the non-compete agreement is to protect the legitimate interests of your business, referred to as confidential information or proprietary information. It also identifies the parties and their roles and includes the effective date.
• Non-compete. This clause explains the restrictions on the period of time, geographic area, business activities and practices, non-solicitation of clients and customers, restrictions on working for general or specific competitors, and non-solicitation of employees.
• Time period. This clause may repeat the restriction on time. It also states when the time period begins, either at the beginning of the employment relationship or when it terminates.
• Purchase option. This clause explains whether your company will allow the signing party to pay a certain price and be let out of the contract. If this is allowed, the payment amount is listed in this clause.
• Jurisdiction. This clause states that Nebraska laws will govern the agreement.
• Confidential information. This clause states that the term "confidential information" means any and all technical and non-technical information provided by your business that includes, and is not limited to, any data or other proprietary information related to products, inventions, plans, methods, processes, developmental products, experimental products, intellectual property, software, databases, customer lists, vendor lists, supplier lists, marketing methods, reports, business plans, financial information, or other information related to your business or any of your customers, clients, consultants, or licensees that may be disclosed to the signing party under the terms of this agreement.
• Permitted disclosure. This clause explains when confidential information is no longer considered to be confidential. Usually, this happens when information is released through no fault of the signing party, when information is discovered by the signing party without a breach from the other party, or when your business provides written consent from your business to release certain information.
• Confidentiality. This clause states the signing party understands that the information that they may access is confidential and they agree they will not directly or indirectly communicate it to another party without gaining written consent first from your business. They also agree they cannot use the information for any reason other than to further your business without gaining written consent from your business.
• Consultants and employees bound. This clause states that both consultants and employees are bound to keep confidential information in the strictest of confidence. It also states that they are on a need-to-know basis.
• Return of materials. This clause states that when the non-compete agreement is terminated or when requested by your business, the signing party is required to immediately return all documents and other tangible materials that represent confidential information and any copies that exist. This clause also states that your business will notify the signing party of any unauthorized loss of confidential information.
• Remedies. This clause explains the remedies your business is entitled to pursue according to Nebraska law if the signing party does not uphold their obligations. Examples include the recovery of court costs and reasonable attorney feeds, the award by a court of a temporary restraining order or preliminary injunction against the unauthorized use of information, etc., as well as other remedies available under Nebraska law as well as available as a matter of equity.
• Choice of law. This clause states that the parties agree to choose Nebraska law to govern the agreement.
• Entire agreement. This final clause states that the parties may amend the non-compete in writing, but they must sign the amendment.

To execute the agreement, the parties must sign and print their names. The signatures should be dated. Each party should receive a copy of the finalized agreement for their records.