Employment and Non-Competition Sample Clauses

Employment and Non-Competition. Agreements Buyer or a subsidiary ----------------------------------------- of Buyer shall have entered into an Employment and Non-Competition Agreement with Xx. Xxxxxx, Xx. Xxxxxx and Xx. Xxxxxxxx in the forms attached.
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Employment and Non-Competition. Each of the individuals set forth on Exhibit G shall have entered into the Employment and Non-Competition Agreement, and such agreements shall be in full force and effect.
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Employment and Non-Competition. Acquirer shall have received ------------------------------ executed copies of (a) Employment and Non-Competition Agreements executed by Acquirer and Xxxxxxxx X. Xxx, Xxxx Xxxxxxxxx and Xxxxx Xxxxxxx in substantially the form of Exhibit 8.11(a) and (b) Consulting and Non-Competition Agreements in --------------- substantially the form of Exhibit 8.11(b) executed by acquiror and Prashant --------------- Sawant and Xxxxxx Xxxxxxxx.
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Employment and Non-Competition. 6.05. The Seller will enter into an independent contractor agreement (“Employment Agreement”) with the Buyer, within fifteen (15) days of the Closing Date, which agreement will include, but not be limited to, the following:
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Employment and Non-Competition. The Seller and its Affiliates -------------------------------- will, at the Closing, execute and deliver the Employment and Non-Competition Agreements in the form of EXHIBIT 6.2 hereto (the "Non-Competition Agreement").
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Employment and Non-Competition. BCM agrees to continue to employ the Xxxxxxxxx throughout the Term (unless they become unfit to carry out their job). During the Term and for a period of three (3) years thereafter, each of the Xxxxxxxxx further agrees not to engage, directly or indirectly, as a supplier or consultant to, or an employee, officer, director, stockholder, partner or other owner or participant in, or lend his or her name to any business entity in activities anywhere in the world which utilize or involve Mauritius primates in competition with the primate business then conducted by BCM or BRF with the specific exception of BFC Ltd in Israel, provided BRF is not in material breach of the agreement at the time, or fails to renew the agreement. However this clause is not to be included in the automatic renewal period except if Xxxx Xxx and Xxxx Xxxxxxxxx are still associated with or employed by BCM at that time.
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Employment and Non-Competition. Brax Crutchin, Xxx Xxxxxxxxxx and ------------------------------ Xxxxxx Xxxxxxxxxx ("Managers"), at the Closing, execute and deliver the Employment and Non-Competition Agreements in the form of Exhibit 6.2 hereto (the "Employment and Non-Competition Agreement"). In addition to such terms and conditions as are customary in an executive employment agreement as reflected in the applicable exhibit to this Section, the Employment Agreement for each of the foregoing Managers shall provide: (a) for a term of two (2) years with automatic renewals for successive two (2) year periods unless terminated earlier as provided therein; (b) that it is not terminable while the Note Balance remains unpaid except for cause which shall be generally defined as (i) an action or omission which constitutes a willful and material breach of, or a willful and material failure or refusal (other than by reason of his disability or incapacity) to perform duties under the Employment Agreement; (ii) fraud, embezzlement, misappropriation of funds or breach of trust in connection with his services hereunder, or (iii) a conviction of any crime which involves dishonesty or a breach of trust; (c) that no material administrative or corporate support functions, unless requested by the Sellers of the Corporation shall be integrated with those of the Buyer, unless required by applicable law, rule or regulation, until the Note Balance is paid in full; (d) 100% of profits in excess of the historical profit margin of .23 % of gross sales, determined according to GAAP, shall be eligible for distribution through a bonus compensation plan administered by the Xxx Xxxxxxxxxx; (e) a grant of 50,000 stock options for Xxx Xxxxxxxxxx and Xxxxxx Xxxxxxxxxx and 150,000 stock options for Brax Crutchin; (e) 100% of commissions earned by Corporation from sales to affiliates of Buyer shall be paid to Brax Crutchin and (e) incentives as follows:
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Employment and Non-Competition. Upon Closing, each Initial Shareholder will receive a letter of employment from Parent, in the form of Exhibit 5.6. Each Initial Shareholder covenants that through and including March 31, 2002, or such earlier date as Parent either terminates Shareholder's employment relationship with the Parent without Cause (as defined below), or alters in a materially adverse fashion the terms of Exhibit 5.6:
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Related to Employment and Non-Competition

  • Employment and Non-Competition Agreements The employees of Target set forth on Schedule 5.17 shall have accepted employment with Acquiror and shall have entered into an Employment and Non-Competition Agreement substantially in the form attached hereto as Exhibits H-1, et. seq.

  • Employment and Noncompetition Agreements The Employment and Noncompetition Agreements referred to in Sections 7.1 and 8.3, duly executed by the persons referred to in such Sections.

  • Employment; Noncompetition; Nondisclosure The Manager has not been notified that any of its executive officers or key employees named in the General Disclosure Package (each, a “Company-Focused Professional”) plans to terminate his or her employment with the Manager or Colony, as the case may be. Neither the Manager nor, to the knowledge of the Manager, any Company-Focused Professional is subject to any noncompete, nondisclosure, confidentiality, employment, consulting or similar agreement that would be violated by the present or proposed business activities of the Company or the Manager as described in the Registration Statement, the General Disclosure Package and the Prospectus.

  • NON-COMPETITION AND NONSOLICITATION Executive shall not, during the Employment Period and for a period of one (1) year thereafter, directly or indirectly:

  • Non-Competition a. Executive acknowledges and recognizes the highly competitive nature of the businesses of the Company and its affiliates and accordingly agrees as follows:

  • Nonsolicitation and Noncompetition 4.1 During the Employee’s employment with the Company, and for a period expiring eighteen (18) months after the termination of the Employee’s employment (the “Restrictive Period”), regardless of the reason, if any, for such termination, the Employee shall not, in the United States, Western Europe or Canada, directly or indirectly:

  • Noncompetition and Nonsolicitation Executive acknowledges that in the course of his employment with Employer he will become familiar with the Company’s, Employer’s and their respective Subsidiaries’ trade secrets and with other confidential information concerning the Company, Employer and such Subsidiaries and that his services will be of special, unique and extraordinary value to the Company and Employer and such Subsidiaries. Therefore, Executive agrees that:

  • Noncompetition Nonsolicitation and Nondisparagement The Executive acknowledges and agrees with the Company that, during the course of the Executive's employment with the Company, the Executive has had and will continue to have the opportunity to develop relationships with existing employees, customers and other business associates of the Company, which relationships constitute goodwill of the Company, and the Executive acknowledges and agrees that the Company would be irreparably damaged if the Executive were to take actions that would damage or misappropriate such goodwill. The Executive accordingly covenants and agrees as follows:

  • Noncompetition; Nonsolicitation (a) The Executive acknowledges that in the course of his employment with the Company pursuant to this Agreement he will become familiar, and during the course of his employment by the Company or any of its subsidiaries or affiliates or any predecessor thereof prior to the date of this Agreement he has become familiar, with trade secrets and customer lists of and other confidential information concerning the Company and its subsidiaries and affiliates and predecessors thereof and that his services have been and will be of special, unique and extraordinary value to the Company.

  • Confidentiality; Non-Competition (a) Executive agrees that he will not, at any time during or after the Term, other than in the ordinary course of performing his duties for the Company, make use of or divulge to any other person, firm or corporation any trade or business secret, process, method or means, or any other confidential information concerning the business or policies of the Company, which he may have learned in connection with his employment. For purposes of this Agreement, a “trade or business secret, process, method or means, or any other confidential information” shall mean and include written information reasonably treated as confidential or as a trade secret by the Company. Executive’s obligation under this Section 4.3(a) shall not apply to any information which (i) is known publicly (including information known publicly within the relevant trade or industry); (ii) is in the public domain or hereafter enters the public domain without the fault of Executive; (iii) is known to Executive prior to his receipt of such information from the Company, as evidenced by written records of Executive; or (iv) is hereafter disclosed to Executive by a third party not under an obligation of confidence to the Company. Executive agrees not to remove from the premises of the Company, except as a director or an employee of the Company in the performance of his duties for the Company and its affiliates or except as specifically permitted in writing by the Company, any document or other object containing or reflecting any such confidential information. Executive recognizes that all such documents and objects, whether developed by him or by someone else, will be the sole exclusive property of the Company. Upon termination of his employment hereunder, Executive shall forthwith deliver to the Company all such confidential information, including without limitation all lists of customers, correspondence, accounts, records and any other documents or property made or held by him or under his control in relation to the business or affairs of the Company, and no copy of any such confidential information shall be retained by him; provided, however, that nothing herein shall prevent Executive from retaining (i) his papers and other materials of a personal nature, including, without limitation, photographs, correspondence, personal diaries, calendars, personal files and phone books, (ii) information showing his compensation or relating to reimbursement of his business expenses, (iii) information that is necessary for tax purposes, and (iv) copies of plans, programs, policies and agreements relating to his employment, or termination thereof, with the Company and its affiliates. Anything herein or elsewhere to the contrary notwithstanding, the provision of this Section 4.3(a) shall not apply (i) when disclosure is required by law or by any court, arbitrator, mediator or administrative or legislative body (including any committee thereof) with jurisdiction to order Executive to disclose or make accessible any information or (ii) with respect to any other litigation, arbitration or mediation involving this Agreement or any other agreement between the parties, including, without limitation, the enforcement of such agreements.

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