Is an electronic signature valid?

Yes. Electronic signatures are legally valid under the ESIGN Act and UETA when intent, consent, attribution, and record retention are demonstrated; keep an audit trail to prove the signing event.

Do I need a notary or witnesses?

Most jurisdictions do not require a notary for a non-interference agreement, but certain signature-admissibility or industry rules may, and some states allow or require notarization for evidentiary ease.

What makes a clause unenforceable?

Overbroad geographic scope, excessive duration, vague prohibited conduct, or lack of consideration can render a covenant unenforceable; tailor limits to legitimate business interests.

Can I rescind or amend the agreement later?

Yes, by mutual written amendment signed by all parties. For unilateral revocation, check contract terms; otherwise, revocation may constitute breach and trigger remedies.

How should I authenticate remote signers?

Use email verification plus optional SMS or multi-factor authentication for stronger attribution; maintain IP, timestamp, and identity proofing records to support validity.

What should I do if a party breaches?

Document the breach, provide any required notice or opportunity to cure per the agreement, preserve evidence, and consult counsel to evaluate damages, injunctive relief, or specific performance.

Electronic Signature
Templates
Legal
Non-Interference Agreement Template

Non-Interference Agreement Template

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

NON-INTERFERENCE AGREEMENT

This Non-Interference Agreement (the Agreement) is entered into as of Effective Date: by and between Client Name: , an entity organized as Entity type: Individual Corporation LLC Partnership, with principal place of business at ; and Provider Name: , an entity organized as Entity type: Individual Corporation LLC Partnership, with principal place of business at (each a Party and collectively the Parties).

RECITALS

WHEREAS, Party A and Party B have engaged in discussions and certain business dealings concerning products, services, customers and suppliers described as: (the Business); and

WHEREAS, in connection with the Business the Parties will share certain business relationships, personnel information, customer lists and other non-public information; and

WHEREAS, the Parties desire to allocate their respective rights and obligations with respect to non-interference with each other's personnel, customers, suppliers and business relationships as set forth below.

NOW, THEREFORE

In consideration of the mutual covenants and promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. DEFINITIONS

1.1 "Confidential Information" means any non-public business, technical or financial information disclosed by a Party or its Representatives to the other Party, including without limitation customer and supplier lists, pricing, marketing plans, personnel information, and other information reasonably understood to be confidential.

1.2 "Interfere" or "Interference" means directly or indirectly soliciting, inducing, attempting to induce, hiring or engaging any employee, independent contractor, customer or supplier of the other Party to discontinue, modify or diminish an ongoing business relationship with the other Party.

2. NON-INTERFERENCE COVENANT

2.1 During the Term and for a period of months after expiration or termination of this Agreement, neither Party shall, without the prior written consent of the other Party, directly or indirectly Interfere with the other Party's employees, independent contractors, customers or suppliers within the Territory: .

2.2 The Parties acknowledge that the restrictions in this Section are reasonable in scope and duration and are necessary to protect the legitimate business interests of each Party. Each Party agrees that it will not assist any third party in Interfering with the other Party.

3. PERMITTED ACTIVITIES

3.1 The restrictions set forth in Section 2 shall not apply to: (a) actions by a Party with respect to persons who respond to general solicitations or advertisements not targeted at the other Party's personnel or customers; (b) hires of individuals who independently apply for employment without solicitation; or (c) relationships existing prior to the Effective Date as listed below.

Existing relationships or permitted entities (if any)

4. CONFIDENTIALITY

4.1 Each Party shall hold Confidential Information received from the other Party in strict confidence and shall not disclose such information except to its Representatives who need to know such information to effectuate the Business, and who are bound to maintain confidentiality at least as protective as this Agreement.

4.2 The obligations in this Section shall not apply to information that: (a) is or becomes generally available to the public other than by breach of this Agreement; (b) was already rightfully known to the receiving Party prior to disclosure; or (c) is required to be disclosed by applicable law, provided that the receiving Party gives prompt written notice to the disclosing Party and cooperates in any lawful effort to limit disclosure.

5. REMEDIES

5.1 The Parties agree that a breach of the covenants in Section 2 may cause the non-breaching Party irreparable harm for which monetary damages may be an inadequate remedy. Accordingly, the non-breaching Party shall be entitled to seek injunctive relief in addition to any other remedies available at law or in equity.

5.2 In addition to injunctive relief, the breaching Party shall be liable for all direct damages, and the prevailing Party shall be entitled to recover reasonable attorneys' fees and costs incurred to enforce this Agreement.

6. INDEMNIFICATION

Each Party (the Indemnitor) shall indemnify, defend and hold harmless the other Party (the Indemnitee) from and against any and all claims, losses, liabilities, damages and expenses (including reasonable attorneys' fees) arising out of a breach by the Indemnitor of this Agreement or any negligent or willful act or omission of the Indemnitor in connection with its obligations hereunder.

7. TERM AND TERMINATION

7.1 This Agreement shall commence on the Effective Date and continue for an initial term of months (the Term), unless earlier terminated by mutual written agreement of the Parties.

7.2 Termination of this Agreement shall not relieve any Party of liability for obligations accrued prior to termination, including obligations arising from breaches of Section 2 or 4.

8. NOTICES

All notices, requests, consents and other communications required or permitted hereunder shall be in writing and shall be delivered to the Parties at the addresses below by hand, certified mail (return receipt requested), or nationally recognized courier service, and shall be deemed given upon receipt.

Notices to Party A - address Notices to Party B - address

9. AMENDMENT; WAIVER; COUNTERPARTS

9.1 This Agreement may be amended or modified only by a written instrument executed by authorized representatives of both Parties. No failure or delay in exercising any right under this Agreement shall operate as a waiver of such right.

9.2 This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Facsimile or electronically transmitted signatures shall be binding.

10. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

10.1 This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws principles.

10.2 This Agreement constitutes the entire understanding and agreement of the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations and understandings, whether oral or written.

10.3 If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect and the Parties shall negotiate in good faith to replace the invalid or unenforceable provision with a valid provision that most nearly effects the Parties' intent.

MISCELLANEOUS

The headings in this Agreement are for convenience only and shall not affect its interpretation. The Parties acknowledge that they have had the opportunity to obtain independent legal advice prior to executing this Agreement.

Party A:

By:

Date:

Party B:

By:

Date:

What a Non-Interference Agreement Template Is and When It Applies

A Non-Interference Agreement Template is a written contract that restricts a party from soliciting, contacting, or otherwise interfering with the business relationships, clients, employees, or contractors of another party. It defines parties, scope, duration, geographic or customer limitations, permitted activities, and remedies for breaches. Organizations use it to protect confidential relationships and goodwill while preserving lawful competition; enforceability depends on clear scope, reasonable duration, and applicable state law. The template is adaptable for in-person or electronic execution and can be finalized using compliant eSignature platforms under ESIGN and state electronic-transaction laws.

Why Use a Standardized Non-Interference Agreement Template

A template promotes consistency, reduces drafting time, and clarifies obligations and remedies. It lowers negotiation friction by predefining scope, duration, and permitted exceptions, making enforcement and dispute assessment more predictable.

Who Commonly Uses Non-Interference Agreements

Non-Interference Agreements are common where relationships, referral channels, or personnel access create commercial value.

Employers and HR teams protecting customer and employee relationships during transitions or strategic hires.
Businesses engaged in mergers, asset sales, or joint ventures avoiding post-transaction solicitation of clients or staff.
Professional services and sales organizations limiting former partners or consultants from poaching key contacts.

Use the template to document mutual expectations and to provide clear remedies; tailor it to company size and state law.

Who Signs and Who Should Review

Authorized Signer

An officer or manager with authority to bind the company should sign; the signer must be identified by title and business address to establish contract formation and avoid later disputes over authority or ratification.

Legal Reviewer

In-house counsel or external counsel should review restrictive provisions for enforceability and state-specific limits, especially when provisions approach non-compete territory or affect employees in jurisdictions with strict public-policy rules.

Security, Compliance, and Document Controls to Include

Encryption: TLS 1.2/1.3 in transit

Data at Rest: AES-256 encrypted storage

Audit Trail: Timestamped signing logs

HIPAA Support: BAA available when needed

Authentication: Multi-factor or SMS options

Standards: SOC 2 Type II, ISO 27001

Common Preparation Pitfalls to Avoid

Overbroad scope that reads like a non-compete, increasing the chance a court will refuse to enforce the restriction.
Undefined parties or vague ‘business relationships’ language that makes it unclear which contacts or activities are prohibited.
Missing effective date or inconsistent duration clauses, causing disputes on when protections begin and end.
Failing to specify remedies or mitigation steps, leaving uncertainty about injunctive relief, damages, or attorneys’ fees.

Step-by-Step: How to Complete the Template

Follow a clear order to reduce errors: identify parties, define prohibited conduct, set duration and geography, state remedies, and confirm execution details.

01

1. Identify Parties: Enter full legal names and entity types for each party.
02

2. Define Conduct: Specify prohibited actions, clients, employees, and exceptions.
03

3. Set Duration: State exact start and end dates or clear triggering events.
04

4. Execution Details: Include signatures, dates, and governing law clause.

Configuring an Electronic Signing Workflow

Set up signing roles, authentication, and post-execution distribution before sending to avoid delays and maintain compliant records.

Field	Configuration
Signer Roles	Assign primary signer and counterparty roles
Authentication	Use email + optional SMS or MFA
Order	Choose serial or parallel signing as needed
Archive	Enable PDF archival and audit trail

Typical Routing and Execution Flow

A predictable workflow ensures signatures are captured correctly and copies are retained for each party.

Upload Document: Sender uploads the template and customizes fields.
Assign Signers: Place signature, initials, and date fields by role.
Sign: Signers authenticate and apply signatures electronically.
Store: System generates completed PDF with audit trail.

Core Clauses and Elements Every Template Should Contain

A professional Non-Interference Agreement Template groups essential clauses to ensure clarity, enforceability, and smooth execution under reasonable legal standards.

Parties Identified

Full legal names, entity types, principal addresses, and representative contact information should appear at the start to avoid ambiguity about who is bound by the restriction and who can enforce it.

Prohibited Conduct

A precise list of prohibited actions — solicitation, hiring, inducing termination, and direct contact with specified clients or employees — helps courts evaluate scope and reasonableness.

Scope and Exceptions

Limitations by customer list, time, geographic area, and narrowly tailored exceptions (e.g., existing relationships, public solicitations) reduce the risk the covenant is struck down as overbroad.

Duration

State a defined term (for example, six or twelve months) or a triggering event; avoid indefinite restrictions since courts scrutinize reasonableness in time-limited terms.

Remedies

Specify available remedies such as injunctive relief, liquidated damages, attorneys’ fees, and any mitigation duties; clarity helps prompt voluntary compliance and informs enforcement strategy.

Governing Law

Choose the governing state law and venue for disputes; select a jurisdiction with predictable case law on restrictive covenants and confirm that choice is enforceable under state policy.

Legal Risks and Remedies if the Agreement Is Improper or Violated

Breach Damages: Compensatory damages may apply

Injunctive Relief: Courts may order injunctive remedies

Unenforceability: Overbroad terms risk being struck down

Attorneys’ Fees: Contract may allow fee shifting

Tort Claims: Tortious interference exposure possible

Reputational Risk: Litigation can harm business relationships

Key Timing Considerations When Executing the Agreement

Set clear effective and termination dates, specify notice periods, and tie remedy deadlines to conduct discovery or injunctive relief triggers.

Effective Date:

Enter as MM/DD/YYYY and use consistent format

Notice Period:

Specify days for cure and notice of breach

Mitigation Timeline:

Define time to seek injunctive relief

Record Retention:

Retain signed copies per retention timeline

Review Cycle:

Reassess template annually or upon law changes

eSignature Vendor Comparison for Executing the Template

Compare common platform criteria when choosing an eSignature provider for executing Non-Interference Agreements; signNow appears first for reference.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial, no credit card required	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Bulk Send	Yes (Business Premium)	Varies by plan	Varies by plan	Yes	Varies by plan
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes (BAA available)	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Envelope Cap	No envelope cap	100 envelopes/user/year cap	Varies by plan	Varies by plan	Varies by plan

Frequently Asked Questions and Troubleshooting

Answers to common questions about enforceability, electronic signing, witnesses, and revocation to help avoid delays and preserve legal effect.

Need help? Contact support

Is an electronic signature valid?
Yes. Electronic signatures are legally valid under the ESIGN Act and UETA when intent, consent, attribution, and record retention are demonstrated; keep an audit trail to prove the signing event.
Do I need a notary or witnesses?
Most jurisdictions do not require a notary for a non-interference agreement, but certain signature-admissibility or industry rules may, and some states allow or require notarization for evidentiary ease.
What makes a clause unenforceable?
Overbroad geographic scope, excessive duration, vague prohibited conduct, or lack of consideration can render a covenant unenforceable; tailor limits to legitimate business interests.
Can I rescind or amend the agreement later?
Yes, by mutual written amendment signed by all parties. For unilateral revocation, check contract terms; otherwise, revocation may constitute breach and trigger remedies.
How should I authenticate remote signers?
Use email verification plus optional SMS or multi-factor authentication for stronger attribution; maintain IP, timestamp, and identity proofing records to support validity.
What should I do if a party breaches?
Document the breach, provide any required notice or opportunity to cure per the agreement, preserve evidence, and consult counsel to evaluate damages, injunctive relief, or specific performance.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now