Covenant Not to Compete; Covenant Not to Solicit. For a period commencing on the Effective Date and for a period ending one (1) year after the termination of the Executive’s employment with the Company for any reason or no reason, including termination for Cause or the Executive’s voluntary resignation without Good Reason, the Executive acknowledges and agrees that he will not, directly or indirectly, individually or on behalf of any other person or entity:
Covenant Not to Compete; Covenant Not to Solicit. For a period commencing on the Commencement Date and for a period ending two (2) years after the termination of the Executive's employment with the Company for any reason (the "Restricted Period"), including termination for Cause or the Executive's voluntary resignation without Good Reason, the Executive acknowledges and agrees that he will not, directly or indirectly, individually or on behalf of any other person or entity:
Covenant Not to Compete; Covenant Not to Solicit. For a period commencing on the Retirement Date and ending on the second anniversary thereof (the “Restricted Period”), Consultant acknowledges and agrees that he will not, directly or indirectly, individually or on behalf of any other person or entity:
Covenant Not to Compete; Covenant Not to Solicit. Until the fifth anniversary of the Closing Date, neither the Seller, Evocomm nor any of their Affiliates shall, directly or indirectly, (a) establish, own, manage, operate, or engage in or otherwise participate in the conduct of any activity directly or indirectly involving activities similar to the Business, (b) permit its shareholders, directors, officers, employees, agents, consultants and/or representatives to, directly or indirectly, (i) recruit, solicit or encourage any existing Clients of the Seller Group Subsidiaries to terminate or reduce the scope of his, her or its relationship with the Seller Group Subsidiaries or (ii) solicit, encourage or attempt to solicit or encourage Employees, agents, representatives or consultants of the Seller Group Subsidiaries to terminate his, her, or its relationship with Seller Group Subsidiaries or the Buyer Parties or to become employees, agents, representatives or consultants of any other Persons; provided, that, nothing herein shall prohibit the Seller or its Affiliates from owning securities of corporations which are active competitors of the Buyer or the Buyer’s Subsidiary and which are listed on a securities exchange or traded in the national over-the-counter market in an amount which shall not exceed 1% of the outstanding shares of such a corporation. The parties expressly acknowledge that it would be difficult to measure the damages that might result from any breach of this Section 6.6, and that any such breach will result in immediate, substantial irreparable injury to the Buyer Parties for which it will have no adequate remedy at law. The Buyer Parties shall be entitled to, without the posting of a bond, an injunction issued by a court of competent jurisdiction enjoining and restraining the breaching Person from continuing such breach. If any court construes any of the restrictive covenants contained in this Section 6.6, or any part hereof, to be unenforceable, because of the duration of this Section 6.6 or the area covered hereby or otherwise, such court shall have the power to revise the duration or area or other portion of this Section 6.6 and, in this revised form, this Section 6.6 shall then be enforceable and shall be enforced. Rights and remedies provided for in this section are cumulative and shall be in addition to rights and remedies otherwise available to the parties hereunder or under any other agreement or applicable Law.
Covenant Not to Compete; Covenant Not to Solicit. (a) During the Non-Competition Period, the Non-Competition Parties and their respective Affiliates, whether currently or in the future in that relationship, shall not (and shall cause each other Non-Competition Party not to), directly or indirectly own, manage, operate or control any business engaged in the sale of the Non-Competition Products in the Territory in competition with the business activities conducted by the Company (a “Competitive Business”); provided, however, that the foregoing covenants shall not prohibit, or be interpreted as prohibiting, any Non-Competition Party from:
Covenant Not to Compete; Covenant Not to Solicit. (a) For a period of five (5) years following the date of this Agreement (the “Noncompetition Period”), Xx. Xxxxx shall not nor shall he permit any person, corporation, partnership, limited liability company or other business entity owned or controlled by him (“Affiliated Entities”) to, directly or indirectly, either as a principal, agent, proprietor, consultant, co-packer, advisor, partner, lender, licensor or holder of debt or equity securities or otherwise), engage in, assist or have any interest in, any person, firm, corporation or other business entity (other than a publicly-held corporation of which he and all Affiliated Entities collectively hold less than 1% of the voting power) which is a Competitive Business (as hereinafter defined) in
Covenant Not to Compete; Covenant Not to Solicit. During the period commencing on the Closing Date and continuing until the third anniversary of the Closing Date (the “Noncompetition Period”), Parent shall not (and shall cause each other Noncompetition Party (as defined in this Section 6.2) not to) engage in the operation of a direct to consumer agency for the sale of health insurance and Medicare plans to consumers (a “Competitive Business”); provided, however, that the foregoing covenants shall not prohibit, or be interpreted as prohibiting, any Noncompetition Party from:
Covenant Not to Compete; Covenant Not to Solicit. For a period commencing on the Effective Date and for a period ending two (2) years after the Termination Date, the Executive agrees that he will not, directly or indirectly, individually or on behalf of any other person or entity:
Covenant Not to Compete; Covenant Not to Solicit. The Seller, its Affiliates, and affiliated entities agree that for a period of three (3) years following the Closing Date, it shall not, directly or indirectly, within any state in which the services provided by Seller were provided as of the Closing Date, whether individually, or as a principal, partner, shareholder, director, officer, employee, agent of or consultant for any firm, corporation, partnership or other entity, (x) solicit or cause or authorize to be solicited, for or on behalf of itself or any third party, any customer of the business from the Closing Date without Cordia’s prior written consent. Seller further agrees, that for a period of one (1) year following the Closing Date, they shall not, directly or indirectly, whether individually or as a principal, partner, shareholder, director, officer, employee, agent of or consultant for any firm, corporation, partnership or other entity, (x) seek to persuade any director, officer, employee, agent or consultant, whether formerly affiliated with Seller or now affiliated with Cordia or any successor-in-interest to or assignee of the business or assets of Cordia, to discontinue that individual's status or employment with Cordia or any such successor or assignee, or to become employed in any activity substantially similar to or in any way competitive with the activities of Cordia or any such successor or assignee; or (y) hire or retain any such individual, in each case without the prior written approval of Cordia or any such successor or assignee. In the event of a breach by Seller the parties hereto agree that Cordia shall be without an adequate remedy at law, and in addition to any other rights, remedies or damages available to it at law or in equity, Cordia or such successor or assignee shall be entitled to such temporary and permanent injunctive relief as shall be necessary or appropriate to prevent or restrain any such breach or threatened breach, without the necessity of proving damages, without prejudice to any other remedies which Cordia or such successor or assignee may have at law or in equity, and without obligation to post any security in connection therewith.
Covenant Not to Compete; Covenant Not to Solicit. 8.6.1. Each Seller hereby agrees that, for a period of three years following the Closing Date, such Seller will not, directly or indirectly, without the prior written consent of the Buyer, engage in activities in North America which are competitive with the business actually conducted by the Companies or Buyer on the Closing Date. The covenant set forth herein shall be conditioned on Buyer fully performing all its obligations under this Agreement.
