Common use of Covenant Not To Solicit or Compete Clause in Contracts

Covenant Not To Solicit or Compete. Employee hereby agrees, covenants and warrants, subject to the next succeeding sentences of this paragraph, that during the Original Term and any renewal term(s) of this Agreement and (x) for the two-year period following the end of such Original Term or renewal term in the event of the expiration of such Original Term or renewal term or Employee's termination of employment under Paragraph 6.B or 6.C or (y) for the one-year period following the termination of Employee's employment in the event of termination of employment under Paragraph 6.A or 6.D, Employee will not, within the State of Texas, directly or indirectly: (i) compete with the Company in any business in which the Company is actively engaged at the termination of Employee's employment; (ii) solicit, contract, contact or consult with any of the Company's then existing or actively prospective customers or clients for the purpose of providing, either directly or indirectly, goods or services in competition with the Company; (iii) take any action which would tend to divert from the Company any Entity which was a client or customer of the Company at the time of Employee's termination or any Entity with respect to which the Company was actively seeking to establish a client relationship at the time of Employee's termination; or (iv) solicit for employment or employ as an employee, independent contractor or consultant any person who is a party to an employment, independent contractor or consulting agreement with the Company or was an employee, independent contractor or consultant of the Company on the date of Employee's termination to perform or provide (or aid in the providing or performing) on behalf of any Entity any service which is the same as or similar to any service performed or provided by such person in the scope of such person's employment, independent contractor or consulting arrangements with the Company. As sole consideration for Employee's agreement not to compete for the period specified above following the termination of his employment, the Company shall pay, and hereby agrees to pay, Employee $1,000 per month in advance for each month in such period. Notwithstanding the preceding sentences, Employee may elect by written notice to the Company after termination of this Agreement by the Company other than for good cause and prior to any breach of Xxxxxxxxx 0, Xxxxxxxxx 8 or any other provisions hereof by Employee, to cease to be subject to this Paragraph 8. Upon the giving of such notice, Employee shall cease to be subject to the provisions of this Paragraph 8 (but shall continue to be subject to the provisions of Paragraph 7) and the Company shall cease to have any further obligations to make any further payments to Employee pursuant to Paragraph 6.D (if otherwise applicable) or pursuant to the second sentence of this Paragraph 8. Employee agrees that the provisions contained in this Paragraph 8 are of vital importance to the Company, and that if any question shall ever arise as to whether any act of Employee is prohibited by this Paragraph 8, then, in all instances in which it is reasonable to interpret any provision of this Paragraph 8 to prohibit such act, such interpretation shall be controlling, notwithstanding that it may also be reasonable to interpret such provision not to prohibit such act. Employee further agrees that such limitations as to the period of time, geographic area and types and scopes of restriction on his activities specified herein are reasonable and necessary for the protection of the goodwill and other business interests of the Company. However, should either the time period or the geographic area provided herein be deemed invalid or unenforceable in any respect by a court of competent jurisdiction, then Employee recognizes and agrees that, upon request of the Company, a modification shall be made to such time period or geographic area to protect the Company with respect to the purpose of this covenant not to compete. Employee recognizes and agrees that any violation of any of the provisions contained in this Paragraph 8 will cause such damage or injury to the Company as would be irreparable and continuing and that the exact amount of such damage might be difficult or impossible to ascertain and that, for such reason, among others, the Company shall be entitled to seek an injunction from any court of competent jurisdiction restraining any further violation of this covenant not to compete in addition to recovering such damages as the Company may have any sustained as a result thereof. Such right to damages or an injunction shall be in addition to, and not in limitation of, any other rights and remedies the Company may have under Section 15.50 et seq. of the Texas Business and Commerce Code for breach of this covenant or other provisions of this Agreement. The existence of any claim or cause of action of Employee against the Company, whether predicted on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of this covenant.

Covenant Not To Solicit or Compete. Employee hereby agrees, covenants and warrants, subject to the next succeeding sentences of this paragraph, that during the Original Term and any renewal term(s) of this Agreement and (x) for the two-year period following the end of such Original Term or renewal term in the event of the expiration of such Original Term or renewal term or Employee's termination of employment under Paragraph 6.B or 6.C or (y) for the one-year period following the termination of Employee's employment in the event of termination of employment under Paragraph 6.A or 6.D, Employee will not, within the State of Texas, directly or indirectly: (i) compete with the Company in any business in which the Company is actively engaged at the termination of Employee's employment; (ii) solicit, contract, contact or consult with any of the Company's then existing or actively prospective customers or clients for the purpose of providing, either directly or indirectly, goods or services in competition with the Company; (iii) take any action which would tend to divert from the Company any Entity which was a client or customer of the Company at the time of Employee's termination or any Entity with respect to which the Company was actively seeking to establish a client relationship at the time of Employee's termination; or (iv) solicit for employment or employ as an employee, independent contractor or consultant any person who is a party to an employment, independent contractor or consulting agreement with the Company or was an employee, independent contractor or consultant of the Company on the date of Employee's termination to perform or provide (or aid in the providing or performing) on behalf of any Entity any service which is the same as or similar to any service performed or provided by such person in the scope of such person's employment, independent contractor or consulting arrangements with the Company. As sole consideration for Employee's agreement not to compete for the period specified above following the termination of his employment, the Company shall pay, and hereby agrees to pay, Employee $1,000 per month in advance for each month in such two-year period. Notwithstanding the preceding sentences, Employee may elect by written notice to the Company after termination of this Agreement by the Company other than for good cause and prior to any breach of Xxxxxxxxx 0Paragraph 7, Xxxxxxxxx Paragraph 8 or any other provisions hereof by Employee, to cease to be subject xx xxxxx xx xx xxxxxxt to this Paragraph 8. Upon the giving of such notice, Employee shall cease to be subject to the provisions of this Paragraph 8 (but shall continue to be subject to the provisions of Paragraph 7) and the Company shall cease to have any further obligations to make any further payments to Employee pursuant to Paragraph 6.D (if otherwise applicable) or pursuant to the second sentence of this Paragraph 8. Employee agrees that the provisions contained in this Paragraph 8 are of vital importance to the Company, and that if any question shall ever arise as to whether any act of Employee is prohibited by this Paragraph 8, then, in all instances in which it is reasonable to interpret any provision of this Paragraph 8 to prohibit such act, such interpretation shall be controlling, notwithstanding that it may also be reasonable to interpret such provision not to prohibit such act. Employee further agrees that such limitations as to the period of time, geographic area and types and scopes of restriction on his activities specified herein are reasonable and necessary for the protection of the goodwill and other business interests of the Company. However, should either the time period or the geographic area provided herein be deemed invalid or unenforceable in any respect by a court of competent jurisdiction, then Employee recognizes and agrees that, upon request of the Company, a modification shall be made to such time period or geographic area to protect the Company with respect to the purpose of this covenant not to compete. Employee recognizes and agrees that any violation of any of the provisions contained in this Paragraph 8 will cause such damage or injury to the Company as would be irreparable and continuing and that the exact amount of such damage might be difficult or impossible to ascertain and that, for such reason, among others, the Company shall be entitled to seek an injunction from any court of competent jurisdiction restraining any further violation of this covenant not to compete in addition to recovering such damages as the Company may have any sustained as a result thereof. Such right to damages or an injunction shall be in addition to, and not in limitation of, any other rights and remedies the Company may have under Section 15.50 et seq. of the Texas Business and Commerce Code for breach of this covenant or other provisions of this Agreement. The existence of any claim or cause of action of Employee against the Company, whether predicted on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of this covenant.

Covenant Not To Solicit or Compete. Employee Mx. Xxxxxxx hereby agrees, covenants and warrants, warrants subject to the next succeeding sentences terms and conditions of this paragraph, Section 8 that during the Original Term and any renewal term(s) term of this Agreement and — (xa) for For the two-two (2) year period following the end expiration of such the Original Term or renewal term in the event of the expiration of such Original Term or any renewal term or Employee's following the termination of Mx. Xxxxxxx’x employment under Paragraph 6.B Section 6(b) (Mx. Xxxxxxx’x Right to Terminate Without Good Reason”) or 6.C or Section 6(c) (y“The Company’s Right to Terminate for Good Cause”), above; as the case may be, or (b) for For the one-one (1) year period following the termination of Employee's employment in the event of termination of Mx. Xxxxxxx’x employment under Paragraph 6.A Section 6(a) (“Mx. Xxxxxxx’x Right to Terminate for Good Reason”) or 6.DSection 6(e) (“The Company’s Right to Terminate Without Good Cause”), Employee above, Mx. Xxxxxxx will not, within the State of TexasTexas or the Commonwealth of Pennsylvania, directly or indirectly: (i) compete with the Company in any business in which the Company it or any Affiliate is actively engaged at the termination of Employee's Mx. Xxxxxxx’x employment; (ii) solicit, contract, contact or consult with any of the Company's ’s or its Affiliates’ then existing or actively prospective customers or clients for the purpose of providing, either directly or indirectly, goods or services in competition with the CompanyCompany or any Affiliate; (iii) take any action which that would tend to divert from the Company or any Affiliate any Entity which that was a client or customer thereof on the date of the Company at the time termination of Employee's termination Mx. Xxxxxxx’x employment or any Entity with respect to which the Company or an Affiliate was actively seeking to establish a client relationship at on the time date of Employee's terminationthe termination of Mx. Xxxxxxx’x employment; or (iv) solicit for employment or employ as an employee, independent contractor or consultant any person who is a party to an employment, independent contractor or consulting agreement with the Company or an Affiliate or was an employee, independent contractor or consultant of the Company or an Affiliate on the date of Employee's the termination of Mx. Xxxxxxx’x employment to perform or provide (or aid in the providing or performing) on behalf of any Entity any service which that is the same as as, or similar to to, any service performed or provided by such person in the scope of such person's ’s employment, independent contractor or consulting arrangements with the Company. Company or an Affiliate. (c) As sole consideration for Employee's Mx. Xxxxxxx’x agreement not to compete for the period specified above following the termination of his employment, the Company shall pay, pay and hereby agrees to pay, Employee pay Mx. Xxxxxxx one thousand dollars ($1,000 1,000) per month in advance for each month in such period. . (d) Notwithstanding the preceding sentencesforegoing provisions of this Section 8, Employee Mx. Xxxxxxx may elect by written notice to the Company after termination of this Agreement employment by the Company other than for good cause and prior to any breach of Xxxxxxxxx 0(i) Section 7 (“Proprietary and Confidential Information of the Company”), Xxxxxxxxx 8 above; (ii) this Section 8; or (iii) of any other provisions hereof by EmployeeMx. Xxxxxxx, to cease to be subject to this Paragraph Section 8. Upon the giving of such notice, Employee Mx. Xxxxxxx shall cease to be subject to the provisions of this Paragraph Section 8 (but shall continue to be subject to the provisions of Paragraph Section 7) ), and the Company shall cease to have any further obligations to make any further payments to Employee Mx. Xxxxxxx pursuant to Paragraph 6.D Section 6(e) (“The Company’s Right to Terminate Without Good Cause”) (if otherwise applicable) or pursuant to the second sentence of this Paragraph 8Section 8(c), above. (e) Mx. Employee Xxxxxxx agrees that the provisions contained in this Paragraph Section 8 are of vital importance to the Company, and that if any question shall ever arise as to whether any act of Employee Mx. Xxxxxxx is prohibited by this Paragraph Section 8, then, in all instances in which it is reasonable to interpret any provision of this Paragraph Section 8 to prohibit such act, such interpretation shall be controlling, notwithstanding that it may also be reasonable to interpret such provision not to prohibit such act. (f) Mx. Employee Xxxxxxx further agrees that such limitations as to the period of time, geographic area and types and scopes of restriction on his activities specified herein are reasonable and necessary for the protection of the goodwill and other business interests of the CompanyCompany and its Affiliates. However, should either the time period or the geographic area provided herein be deemed invalid or unenforceable in any respect by a court of competent jurisdiction, then Employee Mx. Xxxxxxx recognizes and agrees that, upon request of the Company, a modification shall be made to such time period or geographic area to protect the Company with respect to the purpose of this covenant not to compete. (g) Mx. Employee Xxxxxxx recognizes and agrees that any violation by him of any of the provisions contained in this Paragraph Section 8 will cause such damage or injury to the Company as would be irreparable and continuing and that the exact amount of such damage might be difficult or impossible to ascertain and that, that for such reason, among others, the Company shall be entitled to seek an injunction from any court of competent jurisdiction restraining any further violation by him of this covenant not to compete Section 8 in addition to recovering such damages as the Company may have any sustained as a result thereof. Such right to damages or an injunction shall be in addition to, and not in limitation of, any other rights and remedies the Company may have under Section 15.50 et seq. of the Texas Business and Commerce Code for breach of this covenant Section 8 or any other provisions of this Agreement. . (h) The existence of any claim or cause of action of Employee Mx. Xxxxxxx against the CompanyCompany or an Affiliate, whether predicted on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of this covenant.

Covenant Not To Solicit or Compete. Employee Mx. Xxxxxx hereby agrees, covenants and warrants, warrants subject to the next succeeding sentences terms and conditions of this paragraph, Section 8 that during the Original Term and any renewal term(s) term of this Agreement and — For the two (x2) for the two-year period following the end expiration of such the Original Term or renewal term in the event of the expiration of such Original Term or any renewal term or Employee's following the termination of Mx. Xxxxxx’x employment under Paragraph 6.B Section 6(b) (Mx. Xxxxxx’x Right to Terminate Without Good Reason”) or 6.C Section 6(c) (“The Companies’ Right to Terminate for Good Cause”), above; as the case may be, or For the one (y1) for the one-year period following the termination of Employee's employment in the event of termination of Mx. Xxxxxx’x employment under Paragraph 6.A Section 6(a) (“Mx. Xxxxxx’x Right to Terminate for Good Reason”) or 6.DSection 6(e) (“The Companies’ Right to Terminate Without Good Cause”), Employee above, Mx. Xxxxxx will not, within the State of Texas, directly or indirectly: (i) : compete with the Company Companies in any business in which the Company either of them is actively engaged at the termination of Employee's Mx. Xxxxxx’x employment; (ii) ; solicit, contract, contact or consult with any of the Company's Companies’ then existing or actively prospective customers or clients for the purpose of providing, either directly or indirectly, goods or services in competition with either of the Company; (iii) Companies; take any action which that would tend to divert from the either Company any Entity which that was a client or customer of such Company on the Company at date of the time termination of Employee's termination Mx. Xxxxxx’x employment or any Entity with respect to which the such Company was actively seeking to establish a client relationship at on the time date of Employee's terminationthe termination of Mx. Xxxxxx’x employment; or (iv) or solicit for employment or employ as an employee, independent contractor or consultant any person who is a party to an employment, independent contractor or consulting agreement with the either Company or was an employee, independent contractor or consultant of the either Company on the date of Employee's the termination of Mx. Xxxxxx’x employment to perform or provide (or aid in the providing or performing) on behalf of any Entity any service which that is the same as as, or similar to to, any service performed or provided by such person in the scope of such person's ’s employment, independent contractor or consulting arrangements with the either Company. As sole consideration for Employee's Mx. Xxxxxx’x agreement not to compete for the period specified above following the termination of his employment, the Company shall pay, pay and hereby agrees to pay, Employee pay Mx. Xxxxxx one thousand dollars ($1,000 1,000) per month in advance for each month in such period. Notwithstanding the preceding sentencesforegoing provisions of this Section 8, Employee Mx. Xxxxxx may elect by written notice to the Company after termination of this Agreement employment by the either Company other than for good cause and prior to any breach of Xxxxxxxxx 0(i) Section 7 (“Proprietary and Confidential Information of the Company”), Xxxxxxxxx 8 above; (ii) this Section 8; or (iii) of any other provisions hereof by EmployeeMx. Xxxxxx, to cease to be subject to this Paragraph Section 8. Upon the giving of such notice, Employee Mx. Xxxxxx shall cease to be subject to the provisions of this Paragraph 8 (but shall continue to be subject to the provisions of Paragraph 7) and the Company shall cease to have any further obligations to make any further payments to Employee pursuant to Paragraph 6.D (if otherwise applicable) or pursuant to the second sentence of this Paragraph 8. Employee agrees that the provisions contained in this Paragraph 8 are of vital importance to the Company, and that if any question shall ever arise as to whether any act of Employee is prohibited by this Paragraph 8, then, in all instances in which it is reasonable to interpret any provision of this Paragraph 8 to prohibit such act, such interpretation shall be controlling, notwithstanding that it may also be reasonable to interpret such provision not to prohibit such act. Employee further agrees that such limitations as to the period of time, geographic area and types and scopes of restriction on his activities specified herein are reasonable and necessary for the protection of the goodwill and other business interests of the Company. However, should either the time period or the geographic area provided herein be deemed invalid or unenforceable in any respect by a court of competent jurisdiction, then Employee recognizes and agrees that, upon request of the Company, a modification shall be made to such time period or geographic area to protect the Company with respect to the purpose of this covenant not to compete. Employee recognizes and agrees that any violation of any of the provisions contained in this Paragraph 8 will cause such damage or injury to the Company as would be irreparable and continuing and that the exact amount of such damage might be difficult or impossible to ascertain and that, for such reason, among others, the Company shall be entitled to seek an injunction from any court of competent jurisdiction restraining any further violation of this covenant not to compete in addition to recovering such damages as the Company may have any sustained as a result thereof. Such right to damages or an injunction shall be in addition to, and not in limitation of, any other rights and remedies the Company may have under Section 15.50 et seq. of the Texas Business and Commerce Code for breach of this covenant or other provisions of this Agreement. The existence of any claim or cause of action of Employee against the Company, whether predicted on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of this covenant.this