Contract Glossary
Non-Circumvention
Definition
A clause that prevents one party from bypassing the other to deal directly with their contacts, clients, or sources. It protects the party who makes introductions from being cut out of the deal.
In Practice
If you introduce a manufacturer to your client, a non-circumvention clause stops the client from going directly to the manufacturer on the next deal and cutting you out. These clauses are common in brokerage, distribution, and referral agreements. Without one, there's nothing stopping the parties you introduced from dealing directly.
Common in these contract types
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Frequently asked questions about non-circumvention
Generally yes, if it's reasonable in scope and duration. Courts enforce them when they protect legitimate business interests — like the value of an introduction or a business relationship. Overly broad clauses (covering all contacts forever) are more likely to be challenged.
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Create your contractThis content is for informational purposes only and does not constitute legal advice. For contracts with significant financial or legal implications, review by a qualified attorney is recommended.