For more information on assessing competitive conditions or other matters related to business valuation, forensic accounting or litigation support, please contact our office at the telephone number above. You can also send an email to our office in msgcpa@msgcpa.com to receive help immediately. In the case of the transactions of the M-A, it is common practice for the acquired company to cede all contractual rights to the purchaser. This may sound theoretically good, depending on the wording of the underlying contracts, but they may have little or no value to the buyer. As confirmed by the Massachusetts Superior Court`s decision in NetScout, Inc. Hohenstein, this caution may be particularly important when the underlying contract concerns a non-competitive worker. The Basics A non-competition agreement (or « Confederation, not to compete ») is a contract between an employee and an employer. The idea is that the worker agrees not to compete with the employer for a specified period of time and in a given geographic area. The assessment of a non-competition clause should take into account several factors. Since Hohenstein`s non-compete agreement prohibiting it only from competing with Danaher or Danaher`s subsidiaries and associated companies, there was no contractual right to require Hohenstein to work for a competitor to NetScout. … In any case, Hohenstein`s obligations from the [contract] expired twelve months after Hohenstein was installed for a subsidiary of Danaher…
On July 14, 2015, when he became a NetScout employee. Its commitments not to compete with Danaher expired a year later, on July 14, 2016. Note 6: The NPP of expected damages represents the estimated fair value of the non-competition agreement. As a general rule, a tax refund benefit would be added to this amount to reflect the current value of tax protection. The amount of the tax shield would depend on how the parties opt for the tax treatment of the transaction value. Note 4: Represents the estimated annual economic harm that could occur in the absence of a non-compete clause. The direct approach is a little simpler, as it involves estimating direct damage caused by competition, usually in the form of a percentage of lost revenue. This method is used more often because only an estimate of future operating results is required, making the analysis less tedious.