{"componentChunkName":"component---src-templates-blog-post-ts","path":"/consideration-to-enforce-a-non-compete-provision/","result":{"data":{"site":{"siteMetadata":{"title":"Clausehound Blog","author":"Joshua Koudys"}},"markdownRemark":{"id":"9a10ef4d-1ef4-5982-9db1-622781c29fce","excerpt":"Discussion: In the sale of a business, the agreement of the vendor not to compete may be part of the consideration by agreeing to acquire the business. Consider…","html":"<h3>Discussion:</h3>\n<p>In the sale of a business, the agreement of the vendor not to compete may be part of the consideration by agreeing to acquire the business. Consider <em>1400467 Alberta Ltd. v. Adderley (2012 ABQB 155)</em> in which the vendor of the business sold had an interest in a direct competitor. The court considered (among other things):</p>\n<ul>\n<li>the merits of a restrictive covenant in the context of an employment agreement where such a covenant was part of the consideration for the sale of the business; </li>\n<li>[on “consideration”] the reasonableness of the restriction, and whether it was patently against the public interest; in this case, this covenant assisted the purchaser of the business to ensure that the purchase price paid for the business “was not money thrown to the wind.”</li>\n<li>Also on “consideration”:\nThe court did note that consideration for the restrictive covenant was in the amount of $10, which, because of the breadth of the covenant, immediately attracts concern about a potential imbalance in contracting positions, in the context of a strictly employment-related relationship (which it was not).</li>\n</ul>","frontmatter":{"title":"Consideration to enforce a non-compete provision","date":"October 26, 2016","description":"Discussion: In the sale of a business, the agreement of the vendor not to compete may be part of the consideration by agreeing to acquire the business.","author":{"id":"rajah@cobaltcounsel.com","first":"Rajah","last":"Lehal","bio":"Rajah Lehal is Founder and CEO of Clausehound.com.  Rajah is a legal technologist and technology lawyer who is, together with the Clausehound team, capturing and sharing lawyer expertise, building deal negotiation libraries, teaching negotiation in classrooms, and automating negotiation with software.","image":{"childImageSharp":{"fluid":{"base64":"data:image/jpeg;base64,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","aspectRatio":1,"src":"/static/d7bbad08c257f3987a4a5710553e9e17/bdd4d/Rajah.jpg","srcSet":"/static/d7bbad08c257f3987a4a5710553e9e17/2b9ee/Rajah.jpg 80w,\n/static/d7bbad08c257f3987a4a5710553e9e17/e5d64/Rajah.jpg 160w,\n/static/d7bbad08c257f3987a4a5710553e9e17/bdd4d/Rajah.jpg 320w,\n/static/d7bbad08c257f3987a4a5710553e9e17/6e63d/Rajah.jpg 400w","sizes":"(max-width: 320px) 100vw, 320px"}}}},"tags":["Non-competition","Rajah"]}}},"pageContext":{"slug":"/consideration-to-enforce-a-non-compete-provision/","previous":{"fields":{"slug":"/know-who-you-are-suing/"},"frontmatter":{"title":"Know who you are suing","tags":["Parties","Rajah","Litigation"],"author":{"id":"rajah@cobaltcounsel.com","first":"Rajah","last":"Lehal"}}},"next":{"fields":{"slug":"/unplanned-benefit-can-lead-to-a-disgorgement-claim/"},"frontmatter":{"title":"Unplanned benefit can lead to a disgorgement claim.","tags":["Rajah","Litigation"],"author":{"id":"rajah@cobaltcounsel.com","first":"Rajah","last":"Lehal"}}}}}}