Common use of No Hire and No Solicitation of Employees Clause in Contracts

No Hire and No Solicitation of Employees. From and after the Distribution Date until the date that is six (6) months from the Distribution Date, none of ▇▇▇▇▇▇▇, Veralto or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the other Party’s respective Group. From and after the Distribution Date until the date that is eighteen (18) months from the Distribution Date, none of ▇▇▇▇▇▇▇, Veralto or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing, nothing in this Section 4.4 shall restrict or preclude ▇▇▇▇▇▇▇, Veralto or any other member of their respective Groups from soliciting or hiring (i) during the non-solicitation period referenced above, any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective Group; or (iii) any employee whose employment has been terminated by such employee after sixty (60) days from the date of termination of such employee’s employment.

Appears in 3 contracts

Sources: Separation and Distribution Agreement (Veralto Corp), Separation and Distribution Agreement (Danaher Corp /De/), Separation and Distribution Agreement (Veralto Corp)

No Hire and No Solicitation of Employees. From and after the Distribution Date until the date that is six twelve (612) months from the Distribution Date, none of ▇▇▇▇▇▇▇Parent, Veralto SpinCo or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the any other Party’s respective Group. From and after the Distribution Date until Until the date that is eighteen twelve (1812) months from the Distribution Date, none of ▇▇▇▇▇▇▇Parent, Veralto SpinCo or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing, nothing in this Section 4.4 5.6 shall restrict or preclude ▇▇▇▇▇▇▇Parent, Veralto SpinCo or any other member of their respective Groups from soliciting or hiring (i) during the non-solicitation nonsolicitation period referenced above, any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the any other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective Group; or (iii) any employee whose employment has been terminated by such employee after sixty (60) days from the date of termination of such employee’s employment. For purposes of this Section 5.6, receipt of the written consent of the then-serving Senior Vice President of Human Resources of Parent or SpinCo, as applicable, shall be required for Parent’s or SpinCo’s consent, as applicable, to be deemed to have been granted.

Appears in 3 contracts

Sources: Separation and Distribution Agreement (ZimVie Inc.), Separation and Distribution Agreement (Zimmer Biomet Holdings, Inc.), Separation and Distribution Agreement (ZimVie Inc.)

No Hire and No Solicitation of Employees. From For and after during the Distribution Date until the date that is six (6) months from month period following the Distribution Date(“No Hire Period”), none of ▇▇▇▇▇▇▇, Veralto Fortive or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the any other Party’s respective Group. From For and after during the Distribution Date until the date that is eighteen (18) months from month period following the Distribution DateDistribution, none of ▇▇▇▇▇▇▇, Veralto Fortive or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing; provided, however, that nothing in this Section 4.4 5.4 shall restrict or preclude ▇▇▇▇▇▇▇, Veralto Fortive or any other member of their respective Groups from soliciting or hiring (i) during the non-solicitation period referenced above, any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the any other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective GroupGroup without cause; or (iii) any employee whose employment has been terminated by such employee after sixty (60) days from the date of termination of such employee’s employment.

Appears in 2 contracts

Sources: Separation and Distribution Agreement, Separation and Distribution Agreement (Fortive Corp)

No Hire and No Solicitation of Employees. From For and after during the Distribution Date until twelve (12) month period following the date that is six (6) months from the Distribution DateDistribution, none of ▇▇▇▇▇▇▇Parent, Veralto SpinCo or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the any other Party’s respective Group. From For and after during the Distribution Date until twelve (12) month period following the date that is eighteen (18) months from the Distribution DateDistribution, none of ▇▇▇▇▇▇▇Parent, Veralto SpinCo or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing; provided, however, that nothing in this Section 4.4 5.4 shall restrict or preclude ▇▇▇▇▇▇▇Parent, Veralto SpinCo or any other member of their respective Groups from soliciting or hiring (i) during the non-solicitation period referenced above, any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the any other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective GroupGroup without cause; or (iii) any employee whose employment has been terminated by such employee after sixty one hundred twenty (60120) days from the date of termination of such employee’s employment.

Appears in 2 contracts

Sources: Separation and Distribution Agreement (N-Able, Inc.), Separation and Distribution Agreement (N-Able, LLC)

No Hire and No Solicitation of Employees. From and after the Distribution Date until the date that is six (6) 6 months from the Distribution Date, none of ▇▇▇▇▇▇▇Fortive, Veralto Vontier or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the any other Party’s respective Group. From and after the Distribution Date until Until the date that is eighteen (18) 18 months from the Distribution Date, none of ▇▇▇▇▇▇▇Fortive, Veralto Vontier or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing, nothing in this Section 4.4 shall restrict or preclude ▇▇▇▇▇▇▇Fortive, Veralto Vontier or any other member of their respective Groups from soliciting or hiring (i) during the non-solicitation nonsolicitation period referenced above, any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the any other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective Group; or (iii) any employee whose employment has been terminated by such employee after sixty (60) days from the date of termination of such employee’s employment.

Appears in 2 contracts

Sources: Separation and Distribution Agreement (Vontier Corp), Separation and Distribution Agreement (Vontier Corp)

No Hire and No Solicitation of Employees. From and after the Distribution Effective Date until the date that is six (6) months from the Distribution Disposition Date, none of ▇▇▇▇▇▇▇Danaher, Veralto Envista or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the any other Party’s respective Group. From For and after during the Distribution Date until twelve (12) month period following the date that is eighteen (18) months from the Distribution Disposition Date, none of ▇▇▇▇▇▇▇Danaher, Veralto Envista or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing, nothing in this Section 4.4 shall restrict or preclude ▇▇▇▇▇▇▇Danaher, Veralto Envista or any other member of their respective Groups from soliciting or hiring (i) during the non-solicitation twelve (12) month nonsolicitation period referenced above, any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the any other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective Group; or (iii) any employee whose employment has been terminated by such employee after sixty (60) days from the date of termination of such employee’s employment.

Appears in 2 contracts

Sources: Separation Agreement (Envista Holdings Corp), Separation Agreement (Envista Holdings Corp)

No Hire and No Solicitation of Employees. From Except as otherwise specifically set forth in any Ancillary Agreement, from and after the Distribution Disposition Date until the date that is six twelve (612) months from the Distribution Disposition Date, none of ▇▇▇▇▇▇▇JS Global, Veralto SharkNinja TopCo or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the any other Party’s respective Group. From For and after during the Distribution Date until twelve (12) month period following the date that is eighteen (18) months from the Distribution Disposition Date, none of ▇▇▇▇▇▇▇JS Global, Veralto SharkNinja TopCo or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing, nothing in this Section 4.4 5.3 shall restrict or preclude ▇▇▇▇▇▇▇JS Global, Veralto SharkNinja TopCo or any other member of their respective Groups from soliciting or hiring (i) during the twelve (12) month non-solicitation period referenced aboveabove (i), any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the any other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to specifically approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective Group; or Group after six (iii6) any employee whose employment has been terminated by such employee after sixty (60) days months from the date of termination of such employee’s employment.’s

Appears in 1 contract

Sources: Separation and Distribution Agreement (SharkNinja, Inc.)

No Hire and No Solicitation of Employees. From Except as otherwise specifically set forth in any Ancillary Agreement, from and after the Distribution Disposition Date until the date that is six twelve (612) months from the Distribution Disposition Date, none of ▇▇▇▇▇▇▇JS Global, Veralto SharkNinja TopCo or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the any other Party’s respective Group. From For and after during the Distribution Date until twelve (12) month period following the date that is eighteen (18) months from the Distribution Disposition Date, none of ▇▇▇▇▇▇▇JS Global, Veralto SharkNinja TopCo or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing, nothing in this Section 4.4 5.3 shall restrict or preclude ▇▇▇▇▇▇▇JS Global, Veralto SharkNinja TopCo or any other member of their respective Groups from soliciting or hiring (i) during the twelve (12) month non-solicitation period referenced aboveabove (i), any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the any other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to specifically approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective GroupGroup after six (6) months from the date of termination of such employee’s employment; or (iii) any employee whose employment has been terminated by such employee after sixty twelve (6012) days months from the date of termination of such employee’s employment.

Appears in 1 contract

Sources: Separation and Distribution Agreement (SharkNinja, Inc.)

No Hire and No Solicitation of Employees. From and after the Distribution Effective Date until the later of (i) the date that is six (6) 6 months from the Distribution closing of the IPO and (ii) the Disposition Date, none of ▇▇▇▇▇▇▇Fortive, Veralto Vontier or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, agree to an employment, contractual or other relationship or otherwise hire, retain or employ any employee of the any other Party’s respective Group. From and after Until the Distribution Date until later of (i) the date that is eighteen (18) 18 months from the Distribution closing of the IPO and (ii) the date that is 12 months following the Disposition Date, none of ▇▇▇▇▇▇▇Fortive, Veralto Vontier or any other member of their respective Groups will, without the prior written consent of the other applicable Party, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit, aid, induce or encourage any employee of any other Party’s respective Group to leave his or her employment. Notwithstanding the foregoing, nothing in this Section 4.4 shall restrict or preclude ▇▇▇▇▇▇▇Fortive, Veralto Vontier or any other member of their respective Groups from soliciting or hiring (i) during the non-solicitation nonsolicitation period referenced above, any employee who responds to a general solicitation or advertisement or contact by a recruiter, whether in-house or external, that is not specifically targeted or focused on the employees employed by the any other Party’s respective Group (and nothing shall prohibit such generalized searches for employees through various means, including, but not limited to, the use of advertisements in the media (including trade media) or the engagement of search firms to engage in such searches); provided that the applicable Party has not encouraged or advised such firm to approach any such employee; (ii) any employee whose employment has been terminated by the other Party’s respective Group; or (iii) any employee whose employment has been terminated by such employee after sixty (60) days from the date of termination of such employee’s employment.

Appears in 1 contract

Sources: Separation Agreement (Vontier Corp)