Common use of Covenants Not to Compete or Solicit Clause in Contracts

Covenants Not to Compete or Solicit. During Xxxxxx’x employment and for a period of twelve (12) months following the termination of Xxxxxx’x employment for any reason, so long as Xxxxxx is being paid severance in accordance with the terms of Section 5(b) above, Xxxxxx shall not, anywhere in the Geographic Area (as defined below), other than on behalf of the Company or with the prior written consent of the Company, directly or indirectly: (a) perform services for (whether as an employee, agent, consultant, advisor, independent contractor, proprietor, partner, officer, director or otherwise), have any ownership interest in (except for passive ownership of one percent (1%) or less of any entity whose securities have been registered under the Securities Act or Section 12 of the Securities Exchange Act of 1934, as amended), or participate in the financing, operation, management or control of, any firm, partnership, corporation, entity or business that engages or participates in a “competing business purpose” (as defined below); (b) induce or attempt to induce any customer, potential customer, supplier, licensee, licensor or business relation of the Company to cease doing business with the Company, or in any way interfere with the relationship between any customer, potential customer, supplier, licensee, licensor or business relation of the Company or solicit the business of any customer or potential customer of the Company, whether or not Xxxxxx had personal contact with such entity; and (c) solicit, encourage, hire or take any other action which is intended to induce or encourage, or has the effect of inducing or encouraging, any employee or independent contractor of the Company or any subsidiary of the Company to terminate his employment or relationship with the Company or any subsidiary of the Company, other than in the discharge of his duties as an officer of the Company. In the event that Xxxxxx receives a waiver of the “non-competition” provision from the Company, which the Company may or may not grant in its sole discretion, Xxxxxx agrees that he will waive any further claim for severance and insurance benefits beginning on the date of his employment with a new organization, provided that such new employment is comparable to Xxxxxx’x employment with the Company in terms of salary and benefits.

Covenants Not to Compete or Solicit. During Xxxxxx’x Xxxxxxxx’x employment and for a period of (i) twenty-four (24) months following the termination of Xxxxxxxx’x employment if Xxxxxxxx’x employment terminates pursuant to Sections 5(b) or 7(a) hereof or (ii) twelve (12) months following the termination of Xxxxxx’x Xxxxxxxx’x employment for any other reason, so long as Xxxxxx is being paid severance in accordance with the terms of Section 5(b) above, Xxxxxx Xxxxxxxx shall not, anywhere in the Geographic Area (as defined below), other than on behalf of the Company or with the prior written consent of the Company, directly or indirectly: (a) perform services for (whether as an employee, agent, consultant, advisor, independent contractor, proprietor, partner, officer, director or otherwise), have any ownership interest in (except for passive ownership of one percent (1%) or less of any entity whose securities have been registered under the Securities Act or Section 12 of the Securities Exchange Act of 1934, as amended), or participate in the financing, operation, management or control of, any firm, partnership, corporation, entity or business that engages or participates in a “competing business purpose” (as defined below); (b) induce or attempt to induce any customer, potential customer, supplier, licensee, licensor or business relation of the Company to cease doing business with the Company, or in any way interfere with the relationship between any customer, potential customer, supplier, licensee, licensor or business relation of the Company or solicit the business of any customer or potential customer of the Company, whether or not Xxxxxx Xxxxxxxx had personal contact with such entity; and (c) solicit, encourage, hire or take any other action which is intended to induce or encourage, or has the effect of inducing or encouraging, any employee or independent contractor of the Company or any subsidiary of the Company to terminate his employment or relationship with the Company or any subsidiary of the Company, other than in the discharge of his duties as an officer of the Company. In the event that Xxxxxx Xxxxxxxx receives a waiver of the “non-competition” provision from the Company, which the Company may or may not grant in its sole discretion, Xxxxxx Xxxxxxxx agrees that he will waive any further claim for severance and insurance benefits beginning on the date of his employment with a new organization, provided that such new employment is comparable to Xxxxxx’x Xxxxxxxx’x employment with the Company in terms of salary and benefits.

Covenants Not to Compete or Solicit. During Xxxxxx’x Rxxxxx’ employment and for a period of twelve (12) months following the termination of Xxxxxx’x Rxxxxx’ employment for any reason, so long as Xxxxxx is being paid severance in accordance with the terms of Section 5(b) above, Xxxxxx Rxxxxx shall not, anywhere in the Geographic Area (as defined below), other than on behalf of the Company or with the prior written consent of the Company, directly or indirectly: (a) perform services for (whether as an employee, agent, consultant, advisor, independent contractor, proprietor, partner, officer, director or otherwise), have any ownership interest in (except for passive ownership of one percent (1%) or less of any entity whose securities have been registered under the Securities Act or Section 12 of the Securities Exchange Act of 1934, as amended), or participate in the financing, operation, management or control of, any firm, partnership, corporation, entity or business that engages or participates in a “competing business purpose” (as defined below); (b) induce or attempt to induce any customer, potential customer, supplier, licensee, licensor or business relation of the Company to cease doing business with the Company, or in any way interfere with the relationship between any customer, potential customer, supplier, licensee, licensor or business relation of the Company or solicit the business of any customer or potential customer of the Company, whether or not Xxxxxx Rxxxxx had personal contact with such entity; and (c) solicit, encourage, hire or take any other action which is intended to induce or encourage, or has the effect of inducing or encouraging, any employee or independent contractor of the Company or any subsidiary of the Company to terminate his employment or relationship with the Company or any subsidiary of the Company, other than in the discharge of his duties as an officer of the Company. In the event that Xxxxxx Rxxxxx receives a waiver of the “non-competition” provision from the Company, which the Company may or may not grant in its sole discretion, Xxxxxx Rxxxxx agrees that he will waive any further claim for severance and insurance benefits beginning on the date of his employment with a new organization, provided that such new employment is comparable to Xxxxxx’x Rxxxxx’ employment with the Company in terms of salary and benefits.

Covenants Not to Compete or Solicit. During Xxxxxx’x employment and for a period of (i) twenty-four (24) months following the termination of Xxxxxx’x employment if Xxxxxx’x employment terminates pursuant to Sections 5(b) or 7(a) hereof or (ii) twelve (12) months following the termination of Xxxxxx’x employment if Xxxxxx’x employment terminates for any reason, so long as Xxxxxx is being paid severance in accordance with the terms of Section reason other than pursuant to Sections 5(b) aboveor 7(a) hereof, Xxxxxx shall not, anywhere in the Geographic Area (as defined below), other than on behalf of the Company or with the prior written consent of the Company, directly or indirectly: (a) perform services for (whether as an employee, agent, consultant, advisor, independent contractor, proprietor, partner, officer, director or otherwise), have any ownership interest in (except for passive ownership of one percent (1%) or less of any entity whose securities have been registered under the Securities Act or Section 12 of the Securities Exchange Act of 1934, as amended), or participate in the financing, operation, management or control of, any firm, partnership, corporation, entity or business that engages or participates in a “competing business purpose” (as defined below); (b) induce or attempt to induce any customer, potential customer, supplier, licensee, licensor or business relation of the Company to cease doing business with the Company, or in any way interfere with the relationship between any customer, potential customer, supplier, licensee, licensor or business relation of the Company or solicit the business of any customer or potential customer of the Company, whether or not Xxxxxx had personal contact with such entity; and (c) solicit, encourage, hire or take any other action which is intended to induce or encourage, or has the effect of inducing or encouraging, any employee or independent contractor of the Company or any subsidiary of the Company to terminate his employment or relationship with the Company or any subsidiary of the Company, other than in the discharge of his duties as an officer of the Company. In the event that Xxxxxx receives a waiver of the “non-competition” provision from the Company, which the Company may or may not grant in its sole discretion, Xxxxxx agrees that he will waive any further claim for severance and insurance benefits beginning on the date of his employment with a new organization, provided that such new employment is comparable to Xxxxxx’x employment with the Company in terms of salary and benefits.

Covenants Not to Compete or Solicit. During Xxxxxx’x employment and for a period of twelve twenty-four (1224) months following the termination of Xxxxxx’x employment for any reason, so long as Xxxxxx is being paid severance in accordance with the terms of Section 5(b6(b) above, Xxxxxx shall not, anywhere in the Geographic Area (as defined below), other than on behalf of the Company or with the prior written consent of the Company, directly or indirectly: (a) perform services for (whether as an employee, agent, consultant, advisor, independent contractor, proprietor, partner, officer, director or otherwise), have any ownership interest in (except for passive ownership of one percent (1%) or less of any entity whose securities have been registered under the Securities Act or Section 12 of the Securities Exchange Act of 1934, as amended), or participate in the financing, operation, management or control of, any firm, partnership, corporation, entity or business that engages or participates in a “competing business purpose” (as defined below); (b) induce or attempt to induce any customer, potential customer, supplier, licensee, licensor or business relation of the Company to cease doing business with the Company, or in any way interfere with the relationship between any customer, potential customer, supplier, licensee, licensor or business relation of the Company or solicit the business of any customer or potential customer of the Company, whether or not Xxxxxx had personal contact with such entity; and (c) solicit, encourage, hire or take any other action which is intended to induce or encourage, or has the effect of inducing or encouraging, any employee or independent contractor Independent Contractor of the Company or any subsidiary of the Company to terminate his or his employment or relationship with the Company or any subsidiary of the Company, other than in the discharge of his duties as an officer of the Company. In the event that Xxxxxx receives a waiver of the “non-competition” provision from the Company, which the Company may or may not grant in its sole discretion, Xxxxxx agrees that he will waive any further claim for severance and insurance benefits beginning on the date of his employment with a new organization, provided that such new employment is comparable to Xxxxxx’x employment with the Company in terms of salary and benefits.

Covenants Not to Compete or Solicit. During Xxxxxx’x Xxxxxx’ employment and for a period of twelve (12) months following the termination of Xxxxxx’x employment for any reason, so long as Xxxxxx is being paid severance in accordance with the terms of Section 5(b) aboveXxxxxx’ employment, Xxxxxx shall not, anywhere in the Geographic Area (as defined below), other than on behalf of the Company or with the prior written consent of the Company, directly or indirectly: (a) perform services for (whether as an employee, agent, consultant, advisor, independent contractor, proprietor, partner, officer, director or otherwise), have any ownership interest in (except for passive ownership of one percent (1%) or less of any entity whose securities have been registered under the Securities Act or Section 12 of the Securities Exchange Act of 1934, as amended), or participate in the financing, operation, management or control of, any firm, partnership, corporation, entity or business that engages or participates in a “competing business purpose” (as defined below); (b) induce or attempt to induce any customer, potential customer, supplier, licensee, licensor or business relation of the Company to cease doing business with the Company, or in any way interfere with the relationship between any customer, potential customer, supplier, licensee, licensor or business relation of the Company or solicit the business of any customer or potential customer of the Company, whether or not Xxxxxx had personal contact with such entity; and (c) solicit, encourage, hire or take any other action which is intended to induce or encourage, or has the effect of inducing or encouraging, any employee or independent contractor of the Company or any subsidiary of the Company to terminate his employment or relationship with the Company or any subsidiary of the Company, other than in the discharge of his duties as an officer of the Company. In the event that Xxxxxx receives a waiver of the “non-competition” provision from the Company, which the Company may or may not grant in its sole discretion, Xxxxxx agrees that he will waive any further claim for severance and insurance benefits beginning on the date of his employment with a new organization, provided that such new employment is comparable to Xxxxxx’x Xxxxxx’ employment with the Company in terms of salary and benefits.