1. Purpose

The Parties wish to protect their respective client relationships and business interests when working together, whether through white-label services, referrals, or other collaborative arrangements.

2. Non-Solicitation

Each Party agrees that during the term of their working relationship and for a period of one (1) year thereafter, neither Party will, directly or indirectly, solicit or accept business from any client, customer, or lead that was introduced to them through the other Party, without the prior written consent of the other Party.

3. Non-Circumvention

Each Party agrees not to bypass, compete with, avoid, circumvent, or obviate the other Party, directly or indirectly, to avoid payment of fees, commissions, or other compensation in connection with any client, customer, or lead introduced by the other Party.

4. Confidentiality

Each Party agrees to keep all confidential information received from the other Party, including client names, contact information, pricing, strategies, and related materials, strictly confidential. Confidential information shall not be disclosed or used for any purpose other than fulfilling the business relationship between the Parties.

5. Exceptions

This Agreement does not apply to:

• Clients or leads that were already known to a Party prior to introduction by the other Party (proof required).
• Clients who independently approach a Party without solicitation or prior connection through the other Party.

6. Term and Termination

This Agreement shall commence on the Effective Date and remain in effect throughout the duration of the Parties’ working relationship and for one (1) year thereafter.

7. Remedies

The Parties acknowledge that any breach of this Agreement may cause irreparable harm for which monetary damages may be an insufficient remedy. Accordingly, in the event of breach, the non-breaching Party shall be entitled to seek injunctive relief in addition to any other remedies available at law or in equity.

8. Independent Contractors

The Parties acknowledge that they are independent contractors and nothing in this Agreement shall be construed to create a partnership, joint venture, or agency relationship between them.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to its conflict of law principles. Venue shall lie exclusively in the state or federal courts located in Fayette County, Georgia.

10. Entire Agreement

This Agreement represents the entire understanding between the Parties regarding non-solicitation and non-circumvention. Any modifications must be in writing and signed by both Parties.

11. Severability

If any provision of this Agreement is found to be invalid or unenforceable, the remainder shall continue in full force and effect.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.