Common use of Covenant Not to Solicit Clause in Contracts

Covenant Not to Solicit. The Executive shall not, during the Employment Term and the three (3) year period following the end of the Employment Term (the “Restriction Period”), directly or indirectly solicit, entice, persuade, induce or cause any employee, officer, manager, director, consultant, agent or independent contractor of the Company to terminate his, her or its employment, consultancy or other engagement by the Company to become employed by or engaged by any individual, entity, corporation, partnership, association, or other organization (collectively, “Person”) other than the Company, or approach any such employee, officer, manager, director, consultant, agent or independent contractor for any of the foregoing purposes, or authorize or assist in the taking of any of such actions by any Person. The Executive shall not, during the Restriction Period, directly or indirectly, solicit, entice, persuade, induce or cause (i) any Person who is a customer of the Company at any time during the Restriction Period; or (ii) any lessee, vendor or supplier to, or any other Person who had or has a business relationship with, the Company at any time during the Restriction Period (the Persons referred to in items (i) and (ii) above, collectively, the “Prohibited Persons”) to enter into a business relationship with any other Person for the same or similar services, activities or goods that any such Prohibited Person purchased from, was engaged in or provided to, the Company or to reduce or terminate such Prohibited Person’s business relationship with the Company; and the Executive shall not, directly or indirectly, approach any such Prohibited Person for any such purpose, or authorize or assist in the taking of any of such actions by any Person. For purposes of this Section 7, the terms “employee”, “consultant”, “agent”, and “independent contractor” shall include any Persons with such status at any time during the one (1) month preceding any solicitation in question.

Appears in 5 contracts

Samples: Executive Employment Agreement (Us Energy Corp), Executive Employment Agreement (Us Energy Corp), Executive Employment Agreement (Us Energy Corp)

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Covenant Not to Solicit. The In consideration of the company’s obligations delineated herein, the Executive shall not, during his employment by the Employment Term Company and the three (3) year period following the end termination of the Employment Term Executive’s employment with the Company (the “Restriction Period”), directly or indirectly solicit, entice, persuade, induce or cause any employee, officer, manager, director, consultant, agent or independent contractor of the Company to terminate his, her or its employment, consultancy or other engagement by the Company to become employed by or engaged by any individual, entity, corporation, partnership, association, or other organization (collectively, “Person”) other than the Company, or approach any such employee, officer, manager, director, consultant, agent or independent contractor for any of the foregoing purposes, or authorize or assist in the taking of any of such actions by any Person. The Executive shall not, during the Restriction Period, directly or indirectly, solicit, entice, persuade, induce or cause (i) any Person who is a customer of the Company at any time during the Restriction Period; or (ii) any lessee, vendor or supplier to, or any other Person who had or has a business relationship with, the Company at any time during the Restriction Period (the Persons referred to in items (i) and (ii) above, collectively, the “Prohibited Persons”) to enter into a business relationship with any other Person for the same or similar services, activities or goods that any such Prohibited Person purchased from, was engaged in or provided to, the Company or to reduce or terminate such Prohibited Person’s business relationship with the Company; and the Executive shall not, directly or indirectly, approach any such Prohibited Person for any such purpose, or authorize or assist in the taking of any of such actions by any Person. For purposes of this Section 7Paragraph 5, the terms “employee”, “consultant”, “agent”, and “independent contractor” shall include any Persons with such status at any time during the one (1) month preceding any solicitation in question.

Appears in 4 contracts

Samples: Executive Severance and Non Compete Agreement (Us Energy Corp), Executive Severance and Non Compete Agreement (Us Energy Corp), Executive Severance and Non Compete Agreement (Us Energy Corp)

Covenant Not to Solicit. The Executive shall not, during the Employment Term and the three two (32) year period following the end of the Employment Term (the “Restriction Period”), directly or indirectly solicit, entice, persuade, induce or cause any employee, officer, manager, director, consultant, agent or independent contractor of the Company to terminate his, her or its employment, consultancy or other engagement by the Company to become employed by or engaged by any individual, entity, corporation, partnership, association, or other organization (collectively, “Person”) other than the Company, or approach any such employee, officer, manager, director, consultant, agent or independent contractor for any of the foregoing purposes, or authorize or assist in the taking of any of such actions by any Person. The Executive shall not, during the Restriction Period, directly or indirectly, solicit, entice, persuade, induce or cause (i) any Person who is a customer of the Company at any time during the Restriction Period; or (ii) any lessee, vendor or supplier to, or any other Person who had or has a business relationship with, the Company at any time during the Restriction Period (the Persons referred to in items (i) and (ii) above, collectively, the “Prohibited Persons”) to enter into a business relationship with any other Person for the same or similar services, activities or goods that any such Prohibited Person purchased from, was engaged in or provided to, the Company or to reduce or terminate such Prohibited Person’s business relationship with the Company; and the Executive shall not, directly or indirectly, approach any such Prohibited Person for any such purpose, or authorize or assist in the taking of any of such actions by any Person. For purposes of this Section 7, the terms “employee”, “consultant”, “agent”, and “independent contractor” shall include any Persons with such status at any time during the one (1) month preceding any solicitation in question.

Appears in 2 contracts

Samples: Executive Employment Agreement (Us Energy Corp), Executive Employment Agreement (Us Energy Corp)

Covenant Not to Solicit. The Executive shall not, during (a) During the Employment Term Consulting Period and through the three (3) year period following first anniversary of the end of the Employment Term (the “Restriction Period”), directly or indirectly solicit, entice, persuade, induce or cause any employee, officer, manager, director, consultant, agent or independent contractor of the Company to terminate his, her or its employment, consultancy or other engagement by the Company to become employed by or engaged by any individual, entity, corporation, partnership, association, or other organization (collectively, “Person”) other than the Company, or approach any such employee, officer, manager, director, consultant, agent or independent contractor for any of the foregoing purposes, or authorize or assist in the taking of any of such actions by any Person. The Executive shall not, during the Restriction Consulting Period, the Consultant will not directly or indirectly, solicit, entice, persuade, induce either alone or cause by action in concert with others: (i) induce any Person who is a customer employee of any member of the Company at Group to engage in any time during activity in which the Restriction PeriodConsultant is prohibited from engaging by Section 1(d) of this Agreement or to terminate his or her engagement with any member of the Company Group; or (ii) employ or offer employment or induce any lesseePerson to employ or offer employment to anyone who is or was within the 12 months prior to the date of the proscribed action employed by any member of the Company Group; or (iii) induce or attempt to induce any customer, vendor supplier, licensee or supplier toother business relationship of any member of the Company Group to discontinue or reduce its business with any member of the Company Group, or in any other Person who had way interfere with the relationship between any such customer, supplier, licensee or has a business relationship with, and any member of the Company at Group; or (iv) solicit or accept any time business that is competitive with that of the Company Group from any of the customers with which the Company did business during the Restriction Period (the Persons referred to in items (i) and (ii) above, collectively, the “Prohibited Persons”) to enter into a business relationship with any other Person for the same Consultant's engagement or similar services, activities or goods that any such Prohibited Person purchased from, was engaged in or provided to, the Company or to reduce or terminate such Prohibited Person’s business relationship employment with the Company; . The Company's current chief executive officer shall have the authority to waive the provisions of Section 10(a)(ii) insofar as it relates to the personal assistant who was assigned to the Consultant. (b) The Consultant acknowledges that the Company Group conducts business on a world-wide basis, that its sales and marketing prospects are for continued expansion into world markets and that, therefore, the Executive shall not, directly or indirectly, approach territorial and time limitations set forth in Section 1(d) and in this Section 10 are reasonable and properly required for the adequate protection of the business of the Company Group. In the event any such Prohibited Person territorial or time limitation is deemed to be unreasonable by a court of competent jurisdiction, the Consultant agrees to the reduction of the territorial or time limitation to the area or period which such court deems reasonable. (c) If any portion of the restrictions set forth in Section 1(d) or in this Section 10 should, for any reason whatsoever, be declared invalid by a court of competent jurisdiction, the validity or enforceability of the remainder of such purpose, or authorize or assist in the taking restrictions shall not thereby be adversely affected. (d) The existence of any claim or cause of such actions action by any Person. For purposes the Consultant against the Company shall not constitute a defense to the enforcement by the Company of the restrictive covenants set forth in Section 1(d) or in this Section 710, the terms “employee”, “consultant”, “agent”, and “independent contractor” but such claim or cause of action shall include any Persons with such status at any time during the one (1) month preceding any solicitation in questionbe litigated separately.

Appears in 2 contracts

Samples: Consulting Agreement (Equity Marketing Inc), Employment Agreement (Equity Marketing Inc)

Covenant Not to Solicit. The Executive shall not(a) I will not during my employment with the Company and for a period of one year thereafter, during the Employment Term and the three either alone or in association with others (3i) year period following the end of the Employment Term (the “Restriction Period”), directly or indirectly solicit, entice, persuade, induce or cause attempt to induce, any employee, officer, manager, director, consultant, agent employee or independent contractor of the Company to terminate his, his or her or its employment, consultancy employment or other engagement by the Company to become employed by or engaged by any individual, entity, corporation, partnership, association, or other organization (collectively, “Person”) other than with the Company, or approach any such employee, officer, manager, director, consultant, agent or independent contractor for any of the foregoing purposes(ii) hire, or authorize recruit or assist in the taking of attempt to hire, or engage or attempt to engage as an independent contractor,] any of such actions person who was employed or otherwise engaged by any Person. The Executive shall not, during the Restriction Period, directly or indirectly, solicit, entice, persuade, induce or cause (i) any Person who is a customer of the Company at any time during the Restriction Period; or (ii) any lessee, vendor or supplier to, or any other Person who had or has a business relationship with, the Company at any time during the Restriction Period (the Persons referred to in items (i) and (ii) above, collectively, the “Prohibited Persons”) to enter into a business relationship with any other Person for the same or similar services, activities or goods that any such Prohibited Person purchased from, was engaged in or provided to, the Company or to reduce or terminate such Prohibited Person’s business relationship term of my employment with the Company; provided, that this clause (ii) shall not apply to the recruitment or hiring or other engagement of any individual whose employment or other engagement with the Company has been terminated for a period of six months or longer. (b) I will not during my employment with the Company and for a period of one year thereafter solicit, divert or appropriate, or attempt to solicit, divert or appropriate, the Executive shall notbusiness of any customer or potential customer of the Company as an individual on my own account, directly as a stockholder, principal, partner or indirectlyjoint venturer, approach as the owner of an interest in, or as a director or officer of, any entity, as an employee, agent, salesman, contractor or consultant of any person or entity, or otherwise. (c) I will not during my employment with the Company and for a period of one year thereafter employ or in any manner solicit, induce or attempt to solicit or induce any licensee, sales agent or sales representative (or any employee thereof) of, or any vendor, supplier or licensor to, the Company, or any such Prohibited Person for person and/or entity whose association with the Company has terminated within six (6) months prior to or after my termination with the Company, to terminate his or its association with the Company, or otherwise interfere with the relationship of the Company with any such purposeperson or entity, whether for my own account or authorize the account or assist in the taking account of any of such actions by any Person. For purposes of this Section 7, the terms “employee”, “consultant”, “agent”, and “independent contractor” shall include any Persons with such status at any time during the one (1) month preceding any solicitation in questionother person or entity.

Appears in 1 contract

Samples: Employment Agreement (Achillion Pharmaceuticals Inc)

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Covenant Not to Solicit. (a) The Executive shall not, during the Employment Term and the three twelve (312) year month period following the end of the Employment Term (the "Restriction Period"), directly or indirectly indirectly, solicit, entice, persuade, induce or cause any employee, officer, manager, director, consultant, agent or independent contractor of the Company to terminate his, her or its employment, consultancy or other engagement by the Company to become employed by or engaged by any individual, entity, corporation, partnership, association, or other organization (collectively, "Person") other than the Company, or approach any such employee, officer, manager, director, consultant, agent or independent contractor for any of the foregoing purposes, or authorize or assist in the taking of any of such actions by any Person. . (b) The Executive shall not, during the Restriction Period, directly or indirectly, solicit, entice, persuade, induce or cause cause: (i) any Person who is a customer of the Company at any time during the Restriction Period; or or (ii) any lessee, vendor or supplier to, or any other Person who had or has a business relationship with, the Company at any time during the Restriction Period Period; (the Persons referred to in items (i) and (ii) above, collectively, the "Prohibited Persons") to enter into a business relationship with any other Person for the same or similar services, activities or goods that any such Prohibited Person purchased from, was engaged in with or provided to, the Company or to reduce or terminate such Prohibited Person’s 's business relationship with the Company; and the Executive shall not, directly or indirectly, approach any such Prohibited Person for any such purpose, or authorize or assist in the taking of any of such actions by any Person. . (c) For purposes of this Section 76, the terms "employee", "consultant", "agent", and "independent contractor" shall include any Persons with such status at any time during the one (1) month preceding any solicitation in question.

Appears in 1 contract

Samples: Employment Agreement (Sun American Bancorp)

Covenant Not to Solicit. The In consideration of the company’s obligations delineated herein, the Executive shall not, during his employment by the Employment Term Company and the three two (32) year period following the end termination of the Employment Term Executive’s employment with the Company (the “Restriction Period”), directly or indirectly solicit, entice, persuade, induce or cause any employee, officer, manager, director, consultant, agent or independent contractor of the Company to terminate his, her or its employment, consultancy or other engagement by the Company to become employed by or engaged by any individual, entity, corporation, partnership, association, or other organization (collectively, “Person”) other than the Company, or approach any such employee, officer, manager, director, consultant, agent or independent contractor for any of the foregoing purposes, or authorize or assist in the taking of any of such actions by any Person. The Executive shall not, during the Restriction Period, directly or indirectly, solicit, entice, persuade, induce or cause (i) any Person who is a customer of the Company at any time during the Restriction Period; or (ii) any lessee, vendor or supplier to, or any other Person who had or has a business relationship with, the Company at any time during the Restriction Period (the Persons referred to in items (i) and (ii) above, collectively, the “Prohibited Persons”) to enter into a business relationship with any other Person for the same or similar services, activities or goods that any such Prohibited Person purchased from, was engaged in or provided to, the Company or to reduce or terminate such Prohibited Person’s business relationship with the Company; and the Executive shall not, directly or indirectly, approach any such Prohibited Person for any such purpose, or authorize or assist in the taking of any of such actions by any Person. For purposes of this Section 7Paragraph 10, the terms “employee”, ,” “consultant”, ,” “agent”, ,” and “independent contractor” shall include any Persons with such status at any time during the one (1) month preceding any solicitation in question.

Appears in 1 contract

Samples: Executive Employment Agreement (Us Energy Corp)

Covenant Not to Solicit. (a) The Executive shall not, during the Employment Term and the three twenty four (324) year month period following the end of the Employment Term (the "Restriction Period"), unless the employment of the Executive is terminated by the Company Without Cause (as hereinafter defined) or by the Executive for Good Reason (as such term is hereinafter defined), in either such instance the Restriction Period shall only continue for so long as the Company fully satisfies its obligations to the Executive under Section 11(e) or 11(f) hereof, as applicable, directly or indirectly indirectly, solicit, entice, persuade, induce or cause any employee, officer, manager, director, consultant, agent or independent contractor of the Company to terminate his, her or its employment, consultancy or other engagement by the Company to become employed by or engaged by any individual, entity, corporation, ____ partnership, association, or other organization (collectively, "Person") other than the Company, or approach any such employee, officer, manager, director, consultant, agent or independent contractor for any of the foregoing purposes, or authorize or assist in the taking of any of such actions by any Person. ; provided, however, that, notwithstanding anything to the contrary contained in the foregoing, the Executive shall be entitled to employ or otherwise utilize the services of his personal assistant in connection with any other business activity or enterprise in which the Executive engages or otherwise participates. (b) The Executive shall not, during the Restriction Period, directly or indirectly, solicit, entice, persuade, induce or cause cause: (i) any Person who is a customer of the Company at any time during the Restriction Period; or or (ii) any lessee, vendor or supplier to, or any other Person who had or has a business relationship with, the Company at any time during the Restriction Period Period; (the Persons referred to in items (i) and (ii) above, collectively, the "Prohibited Persons") to enter into a business relationship with any other Person for the same or similar services, activities or goods that any such Prohibited Person purchased from, was engaged in with or provided to, the Company or to reduce or terminate such Prohibited Person’s 's business relationship with the Company; and the Executive shall not, directly or indirectly, approach any such Prohibited Person for any such purpose, or authorize or assist in the taking of any of such actions by any Person. . (c) For purposes of this Section 76, the terms "employee", "consultant", "agent", and "independent contractor" shall include any Persons with such status at any time during the one six (16) month months preceding any solicitation in question.

Appears in 1 contract

Samples: Employment Agreement (Lexington Barron Technologies Inc)

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