In-Term. Area Developer will not, during the Term of this Agreement, in the United States or Canada, directly or indirectly (i) recruit, search for, or solicit Franchisees or prospective Franchisees to engage in income tax return preparation, electronic filing of tax returns, or the provision of refund anticipation loans, except as to seeking Liberty Tax Service Franchisees pursuant to the terms of this Agreement, or (ii) aid or facilitate another person or entity (except Liberty Tax Service Franchisees) in the provision of paid income tax preparation offered to the public through retail outlets.
In-Term. Except with the permission of Liberty, Area Developer will not, during the term of this Agreement, in the United States or in Canada, directly or indirectly solicit for employment in a management or supervisory capacity, any management or supervisory personnel employed by Liberty, any management or supervisory personnel employed by a Liberty Tax Service Franchisee, or any Liberty Tax Service Franchisee, or in the case of a Franchisee which is an entity, the owners of such entity.
In-Term. Exclusive Relationship. Franchisor has entered into this Agreement with Regional Developer on the condition that, except as Franchisor shall approve in writing, Regional Developer will deal exclusively with Franchisor insofar as any business defined below as a Competitive Business. Franchisor acknowledges that Regional Developer may perform similar service for other franchise systems or engage in unrelated business activities, however, without violating the terms of this Agreement. If the Regional Developer is engaged in any other business activities, Regional Developer shall disclose such business activities to Franchisor in writing prior to signing this Agreement. Regional Developer acknowledges and agrees that Franchisor would be unable to protect its Confidential Information and would be unable to encourage a free exchange of ideas and information among Regional Developers and Franchisor if Regional Developers were permitted to hold an interest in any Competitive Business. Regional Developer therefore agrees that, after the Effective Date of this Agreement, without the prior written approval of Franchisor, which approval may be withheld by Franchisor in Franchisor’s sole and absolute discretion, neither Regional Developer, Regional Developer’s shareholders, members or partners who participate in the management of Regional Developer, nor Regional Developer’s spouse, and, if applicable, the Operating Principal shall:
(a) have any direct or indirect interest as a disclosed or beneficial owner in a “Competitive Business”, which shall be defined as a business operating or granting franchises or licenses to others to operate any business other than those licenses by franchisor;
(b) perform services as a directxx, xxxxxxr, manager, employee, consultant, representative, agent or otherwise for a Competitive Business, wherever located or operating;
(c) divert or attempt to divert any business related to, or any customer or account of, the Regional Developer Business, Franchisor’s business or any other Regional Developer’s or Franchisees’ Business, by direct inducement or otherwise. Notwithstanding the foregoing, (i) Regional Developer shall not be prohibited from owning securities in a Competitive Business if such securities are listed on a stock exchange or traded on the over-the-counter market and represent five percent (5%) or less of that class of securities issued and outstanding; (ii) Regional Developer will not be deemed to be operating a Competitive Busi...
In-Term. You covenant that during the Term, except as we otherwise approve in writing, you will not, directly or indirectly:
A. Solicit or otherwise attempt to induce, by combining or conspiring with, or attempting to do so, or in any other manner influence any Business Associate to terminate or modify his, her or its business relationship with us or to compete against us;
B. As owner, officer, director, employee, agent, lender, broker, consultant, franchisee or in any other capacity be connected with the ownership, management, operation, control or conduct of a Competitive Business (this restriction will not apply to a 5% or less beneficial interest in a publicly-held corporation); or
C. Interfere with, disturb, disrupt, decrease or otherwise jeopardize our business or the business of any of our franchisees.
In-Term. During the term of this Agreement, neither Developer, any of the Principals, nor any member of Developer’s or a Principal’s immediate family will have any direct or indirect interest (e.g., through a spouse) as a disclosed or beneficial owner, investor, partner, director, officer, controlling shareholder, employee, consultant, representative or agent, or in any other capacity, in a Competitive Business (defined below), whether located within or outside the RDA, without our prior written consent.
In-Term. Subject to the exceptions, if any, explicitly set forth in Exhibit D which is annexed hereto and by this reference made a part hereof, during the term hereof, neither Developer, nor any officer, director, shareholder, member or general partner of a Developer which is a Business Entity, shall either directly or indirectly, own, operate, advise, be employed by, or have any financial interest in any business that features the sale of coffee, or other food products featured by "Xxxxxxxx Coffee" coffeehouses, wherever located, whether located within or outside the Development Area unless Company shall consent thereto in writing.
In-Term. Except as expressly set forth in Exhibit “E” hereto, during the term of this Agreement, neither Subfranchisor, nor any officer, director, controlling shareholder, or direct or indirect parent or subsidiary company, or general or limited partner of a corporate or partnership Subfranchisor, shall either directly or indirectly, own, operate, advise, be employed by, or have any interest in any business whether located within or outside the Development Area that features [PRODUCT/SERVICE DESCRIPTION], unless Company shall first consent thereto in writing.
In-Term. 13 8.2 Post-Term. . . . . . . . . . . . . . . . . . . . . . . . . 13 8.3 Modification . . . . . . . . . . . . . . . . . . . . . . . 14 8.4 Personnel. . . . . . . . . . . . . . . . . . . . . . . . . 14 8.5 Trade Secrets. . . . . . . . . . . . . . . . . . . . . . . 15
In-Term. During the term of this Agreement, neither you nor your owners, shareholders, members, partners, directors, officers, or managers, nor the immediate families or household members of those persons listed above who have access to or knowledge of our Methods of Operation, will directly or indirectly participate as an owner, shareholder, member, partner, director, officer, manager, employee, consultant, franchisor, franchisee, advisor or agent, or serve in any other capacity in any business engaged in the sale at wholesale or retail of pizza and pasta products or services within the Development Area, within a reasonable distance (not less than 100 miles) of the Development Area, within the immediate market area of any of our other franchisees or of any company Stores we own. We may waive this covenant only in writing.
In-Term. During the term of this Agreement, Manager, and its officers, shareholders and members, shall not directly or indirectly engage in any other business (other than with or as part of ATC) which offers or sells travel nurses or competes in any of the activities which this Agreement contemplates will be managed by Manager. In addition, unless Manager exercises Manager's rights to a New York per diem medical staffing franchise/license under Section 7 hereof, Manager shall not during term of this Agreement, within the Territory, either directly or indirectly, engage in any business which offers or sells per diem medical staffing services (i.e., a business other than a travel nursing business that recruits and places nurses and other medical staff personnel, other than physicians, on a per diem, supplemental or permanent basis at a customer's facilities, which placement does not ordinarily include relocation with travel and temporary housing). If Manager is a corporation, Manager shall cause its proprietors, principals, partners, shareholders, directors, officers, their respective spouses, if any, and all employees to refrain from such activities (and those described in subsection (b) below) in any manner which ATC may reasonably request (including, without limitation, execution of a shareholders' agreement, the Non-Compete and Confidentiality Agreement in the form attached hereto as Exhibit H or an employees' confidentiality agreement, as is appropriate, setting forth and prohibiting the activities hereby precluded).
