Business Interference Sample Clauses

Business Interference. During employment with the Company and for a period of one year thereafter (regardless of the reason for termination) employee agrees he will not, directly or indirectly, in any way for his own account, as employee, stockholder, partner, or otherwise, or for the account of any other person, corporation, or entity inappropriately or unethically solicit clients, Premier Research Worldwide employees or independent contractors that would interfere with the business of the Company.
AutoNDA by SimpleDocs
Business Interference. Retailer is not authorized under this Agreement or under any other agreement or understanding between the Parties, unless expressly agreed to in writing, to be an authorized retailer of Manufacturer on Xxxxxx.xxx and Third Party Marketplaces. Further, Retailer acknowledges that Manufacturer has an exclusive contractual obligation to a third-party company (that is not a party to this Agreement) to act as Manufacturer’s exclusive authorized retailer on Xxxxxx.xxx and Third Party Marketplaces. Therefore, Retailer agrees that if it violates this Agreement, directly or indirectly, including but not limited to, the restriction against selling to or via Xxxxxx.xxx or Third Party Marketplaces, that Retailer has tortuously interfered with Manufacturer’s business relationship and contractual duties with Manufacturer’s exclusive authorized reseller $10,500 and if Retailer offers to sell fifty (50) Products on Xxxxxx.xxx for a period of 30 days, the liquidated damages shall be at minimum $525,000. The parties agree that the liquidated damages provided herein is not a penalty but is a reasonable estimate of damages that are difficult or impossible to ascertain in view of the damages anticipated by Retailer’s breach(es). Liquidated damages shall be Manufacturers exclusive monetary remedy for Retailer’s breach(es) of Paragraphs 1, 2 & 3 herein, provided that Manufacturer shall also be entitled to recover its reasonable attorneys’ fees and costs incurred in enforcing its rights hereunder, as well as all equitable relief to which it may be entitled and to terminate Retailer as a retailer of Manufacturer. For breach of any other provisions of this Agreement or any statutory or common law rights and obligations, Retailer shall not be limited to the damages formula herein, but shall be liable for all damages of Manufacturer.
Business Interference. The Holding Company shall not impair the ability of the Issuer to administer its Business and shall not cause the Issuer to take actions inconsistent with its obligations under the Transaction Documents.
Business Interference. The Parent shall not impair the ability of the Issuer to administer its Business and shall not cause the Issuer to take actions inconsistent with its obligations under the Transaction Documents.
Business Interference. Employee shall not, on behalf of herself or any other person or entity, directly or indirectly seek to encourage or induce any vendor or customer of the Company to cease doing business with, or lessen its business with, the Company, or otherwise interfere with or damage (or attempt to interfere with or damage) any of the Company’s relationships with its vendors and customers.
Business Interference. Reseller is not authorized under this Agreement or under any other agreement or understanding between the Parties, unless expressly agreed to in writing, to be an authorized Reseller of Manufacturer on Xxxxxx.xxx and Third Party Marketplaces. Further, Reseller acknowledges that Manufacturer has an exclusive contractual obligation to a third-party company (not a party to this Agreement) to act as Manufacturer’s exclusive authorized Reseller on Xxxxxx.xxx and Third Party Marketplaces. Therefore, Reseller agrees that if it violates this Agreement, directly or indirectly, including but not limited to, the restriction against selling to or via Xxxxxx.xxx or Third Party Marketplaces, that Reseller has tortuously interfered with Manufacturer’s business relationship and contractual duties with Manufacturer’s exclusive authorized reseller
Business Interference. During the term of this Agreement and for twelve (12) months thereafter, Consultant will not, directly or indirectly by any means (including without limitation acting by or through any other person or entity), solicit, induce, or attempt to induce any employee, consultant, supplier, clinical investigator, clinical site, or service provider of Dynavax to reduce or otherwise alter, terminate, or breach any employment, contractual, or other business relationship with Dynavax.
AutoNDA by SimpleDocs
Business Interference. Neither Seller, nor any of its Subsidiaries shall, directly or indirectly (i) for a period commencing on the Closing Date and ending three (3) years from the date thereof, solicit, seek to hire or induce any of the Transferred Employees and any other employees of Purchaser, Finance Company or any of their Affiliates that work with the Transferred Employees in the Restricted Business to become employed by Seller, or any of its Subsidiaries or any other business enterprise or encourage any such employee to leave the employment of Purchaser, Finance Company or any of their Affiliates (provided, however, that this Section shall not apply to any employee who first contacts Seller solely in response to a general solicitation for employment) or (ii) for a period commencing on the Closing Date and ending three (3) years from the date thereof, in any manner whatsoever induce, or assist others to induce, any client or customer (including, without limitation, any obligor, lessee, borrower, or any broker, vendor, supplier or any other party that originates or sources Financing Contracts for Purchaser, Finance Company or any of their Affiliates) to (A) terminate its association with Purchaser, Finance Company or any of their Affiliates with regard to the Restricted Business or (B) do anything, directly or indirectly to tortiously interfere with the business relationship between Purchaser, Finance Company or any of their Affiliates and any such party, in each case with regard to the Restricted Business or (iii) for a period of three (3) years commencing on the Closing Date, use for any purpose, disclose to any Person, or disseminate, except as may be required by law or regulatory authority, any confidential information relating to the Financing Contracts of Finance Company and the business related thereto, including, without limitation, the identity of any Obligors, brokers, vendors or suppliers with whom Finance Company has done business or any list which names any Obligors, brokers, vendors or suppliers with whom Finance Company has done business.

Related to Business Interference

  • Business Interruption Lessee shall obtain and maintain loss of income and extra expense insurance in amounts as will reimburse Lessee for direct or indirect loss of earnings attributable to all perils commonly insured against by prudent lessees in the business of Lessee or attributable to prevention of access to the Premises as a result of such perils.

  • Business Interruption Plan ALPS shall maintain in effect a business interruption plan, and enter into any agreements necessary with appropriate parties making reasonable provisions for emergency use of electronic data processing equipment customary in the industry. In the event of equipment failures, ALPS shall, at no additional expense to the Fund, take commercially reasonable steps to minimize service interruptions.

  • Interference Lessee shall use the Facility in a manner which shall not cause interference with the use or occupancy of the other portions of the Building by Lessor or others in any way. Lessee's use hereunder will be done in such a manner so as not to interfere with or impose any additional expense upon Lessor in maintaining the Building.

  • Legitimate Business Interests The Executive recognizes that the Company has legitimate business interests to protect and as a consequence, the Executive agrees to the restrictions contained in this Agreement because they further the Company’s legitimate business interests. These legitimate business interests include, but are not limited to (i) trade secrets; (ii) valuable confidential business, technical, and/or professional information that otherwise may not qualify as trade secrets, including, but not limited to, all Confidential Information; (iii) substantial, significant, or key relationships with specific prospective or existing Customers, vendors or suppliers; (iv) Customer goodwill associated with the Company’s business; and (v) specialized training relating to the Company’s technology, Services, methods, operations and procedures. Notwithstanding the foregoing, nothing in this Section 9(b) shall be construed to impose restrictions greater than those imposed by other provisions of this Agreement.

  • Non-Interference During the Employment Period and the Post-Termination Non-Interference Period, I shall not, directly or indirectly for my own account or for the account of any other individual or entity, engage in Interfering Activities.

  • Other Business Interests The Trustees shall devote to the affairs of the Trust (including every Series thereof) such time as may be necessary for the proper performance of their duties hereunder, but neither the Trustees nor the officers, directors, shareholders, partners or employees of the Trustees, if any, shall be expected to devote their full time to the performance of such duties. The Trustees, or any Affiliate, shareholder, officer, director, partner or employee thereof, or any Person owning a legal or beneficial interest therein, may engage in, or possess an interest in, any business or venture other than the Trust or any Series thereof, of any nature and description, independently or with or for the account of others. None of the Trust, any Series thereof or any Shareholder shall have the right to participate or share in such other business or venture or any profit or compensation derived therefrom.

  • Loss or Damage The District and its agents and authorized representatives shall not in any way or manner be answerable or suffer loss, damage, expense, or liability for any loss or damage that may happen to the Work, or any part thereof, or in or about the same during its construction and before acceptance, and the Contractor shall assume all liabilities of every kind or nature arising from the Work, either by accident, negligence, theft, vandalism, or any cause whatsoever; and shall hold the District and its agents and authorized representatives harmless from all liability of every kind and nature arising from accident, negligence, or any cause whatsoever.

  • Intellectual Property Infringement If a third party makes a claim against Customer that the Licensed Software or Documentation directly infringe any patent issued as of the two years following the Effective Date or any copyright, trade secret or trademark ("IP Claim"); Siebel will defend Customer or Distributor against the IP Claim and pay all costs, damages and expenses (including reasonable legal fees) awarded against Customer or Distributor by a court of competent jurisdiction or agreed to in a written settlement agreement signed by Siebel arising out of such IP Claim; provided that: (i) Customer or Distributor promptly notifies Siebel in writing no later than sixty (60) days after Customer's or Distributor's receipt of notification of a potential claim, (ii) Siebel may assume sole control of the defense of such claim and all related settlement negotiations; and (iii) Customer or Distributor provides Siebel, at Siebel's request and expense, with the assistance, information and authority necessary to perform Siebel's obligations under this Section. Notwithstanding the foregoing, Siebel shall have no liability for any claim of infringement based on (a) the use of a superseded or altered release of Licensed Software if the infringement would have been avoided by the use of a current unaltered release of the Licensed Software, which Siebel provided to Distributor, (b) the modification of the Licensed Software, or (c) the use of the Licensed Software other than in accordance with the Documentation. If, due to an IP Claim, (i) the Licensed Software is held by a court of competent jurisdiction or are believed by Siebel to infringe, or (ii) Customer or Distributor receives a valid court order enjoining Customer or Distributor from using the Licensed Software, Siebel shall in its reasonable judgment, and at its expense, (a) replace or modify the Licensed Software to be non-infringing; (b) obtain for Distributor and/or its Customers a license to continue using the Licensed Software, or (c) if Siebel cannot reasonably obtain the remedies in (a) or (b), terminate the license for the infringing Licensed Software and refund the license fees paid to Siebel for such Licensed Software upon its return by Distributor. This Section 9 states Siebel's entire liability and Distributor's exclusive remedy for any claim of infringement.

  • Business Interruption Insurance Upon receipt by Company or any of its Subsidiaries of any business interruption insurance proceeds constituting Net Insurance/Condemnation Proceeds, (a) so long as no Event of Default shall have occurred and be continuing, Company or such Subsidiary may retain and apply such Net Insurance/Condemnation Proceeds for working capital purposes, and (b) if an Event of Default shall have occurred and be continuing, Company shall apply an amount equal to such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or the Revolving Loan Commitment Amount shall be reduced) as provided in subsection 2.4B;

  • Substantial Damage Upon the occurrence of Substantial Damage (as hereinafter defined) to the Property after the Effective Date and before the Closing Date, Seller shall promptly deliver notice thereof to Purchaser, and Purchaser may, at its option, either (a) terminate this Agreement by written notice thereof given to Seller and Escrow Agent within fifteen (15) days after receipt of notice from Seller as to such Substantial Damage, whereupon the Deposit will be returned to Purchaser, and the parties shall have no further obligations under this Agreement, except for those which expressly survive any termination of this Agreement, or (b) proceed to close the transaction contemplated herein without any delay pursuant to the terms hereof, in which event Seller shall deliver to Purchaser at the Closing, or as soon as available, any insurance proceeds actually received by Seller and attributable to the Property damaged by such casualty (other than on account of business or rental interruption relating to the period prior to Closing but including all business or rental interruption relating to the period on or after Closing), shall assign to Purchaser any right it may have to receive insurance proceeds attributable to the Property damaged by such casualty (other than on account of business or rental interruption relating to the period prior to Closing but including all business or rental interruption relating to the period on or after Closing), and Purchaser shall receive a credit against the Purchase Price in the amount of the deductible. If Purchaser has not terminated this Agreement due to the Substantial Damage, Seller shall timely file and process a claim respecting the Substantial Damage with its insurer, but shall not settle or adjust the claim without obtaining Purchaser’s approval, which shall not be unreasonably withheld, delayed or conditioned. For purposes of this Agreement, “Substantial Damage” shall mean any casualty or loss resulting in a repair expense in excess of Two Hundred Fifty Thousand Dollars ($250,000.00) or any damage which results in the Franchisor refusing to enter into the New Franchise Agreement. If the Scheduled Closing Date is less than the full fifteen (15) day period for Purchaser to make its determination of whether to terminate or close, the Scheduled Closing Date shall be extended to five (5) business days after expiration of the full fifteen (15) day period.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!