No Hire Provision Sample Clauses

No Hire Provision. During the term of this Agreement and for a period of twelve (12) months thereafter, neither party will, without the prior written consent of the other, which consent will not be unreasonably withheld, offer employment to or employ any person employed there or within the preceding twelve (12) months by the other party, if the person was involved in providing or receiving services.
Sample 1
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No Hire Provision. During the term of the relationship between you (the customer) and Teltek (the company) and for a period of two (2) years following the date of termination of this relationship, Customer shall not, without Teltek's prior written consent, knowingly solicit, employ or independently contract an individual to procure related product(s) or perform related service(s) from any Teltek employee, former employee or contractor who has rendered services under this relationship. In the event the Customer knowingly employs or independently contracts with any Teltek employee, contractor or former employee in violation hereof, Customer agrees to pay Teltek stipulated liquidated damages equal to Seventy-Five Thousand Dollars ($75,000.00) for each occurrence.
Sample 1
No Hire Provision. Subject to the exceptions related to the Segment Employees, during the Royalty Period and for one (1) year after its termination, no Party shall hire or enter into a contract for the services of an employee, independent contractor, or former employee or independent contractor of any of the other Parties without first obtaining that Party's written consent, except for former employees or independent contractors whose employment or engagement has been terminated for over six (6) months.
Sample 1
No Hire Provision. During the term of the relationship between you (the customer) and Teltek (the company) and for a period of two (2) years following the date of termination of the relationship agree not to knowingly solicit, employ or independently contract an individual to procure related product(s) or perform related service(s) from any employee, former employee or contractor who has rendered services under this relationship without written consent of the other party,. In the event that either party knowingly employs or independently contracts with any employee, contractor or former employee in violation hereof, both parties agrees to pay stipulated liquidated damages equal to Twenty-Five Thousand Dollars ($25,000.00) for each occurrence.
Sample 1
No Hire Provision. During the term of the relationship between you (the customer) and Teltek (the company) and for a period of two (2) years following the date of termination of this relationship, Customer shall not, without Xxxxxx's prior written consent, knowingly solicit, employ or independently contract an individual to procure related product(s) or perform related service(s) from any Teltek employee, former employee or contractor who has rendered services under this relationship. In the event the Customer knowingly employs or independently contracts with any Teltek employee, contractor or former employee in violation hereof, Customer agrees to pay Teltek stipulated liquidated damages equal to Seventy-Five Thousand Dollars ($75,000.00) for each occurrence. AVALIBILITY OF TRADITIONAL 911 EMERGENCY SERVICES: Client acknowledges and agrees that certain Voice Over Internet Protocol (VoIP) features can limit or totally eliminate the proper functionality of traditional 911 emergency services. It is the Client's responsibility to determine the technology or combination of technologies best suited to meet Customer's emergency calling needs and to make any arrangements necessary to access such services. Customer shall inform ALL employees, staff, users, and other third persons who may be present at Customer's physical location(s) where Customer uses VoIP Services of the non-availability of traditional 911 or E911 dialing and access from Teltek installed/serviced equipment. LIMITATION OF LIABILITY: COMPANY'S LIABILITIES HEREUNDER ARE LIMITED TO THE SCOPE OF THIS AGREEMENT. IN NO EVENT WILL COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL OR PROPERTY DAMAGES (INCLUDING ANY LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA OR OTHER PECUNIARY LOSS) ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE PERFORMANCE OR A BREACH HEREOF, WHETHER IN CONTRACT OR IN TORT, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF THE SAME. IN NO EVENT SHALL THE TOTAL LIABILITY OF COMPANY TO YOU FOR ANY AND ALL DAMAGES, LOSSES, AND CAUSES OF ACTION YOU MAY HAVE, WHETHER IN CONTRACT OR IN TORT, ARISING FROM THIS AGREEMENT OR COMPANY'S PERFORMANCE OR NON- PERFORMANCE HEREUNDER EXCEED, IN THE AGGREGATE, THE AMOUNTS YOU AGREE TO PAY COMPANY PURSUANT TO THIS AGREEMENT.
Sample 1

Related to No Hire Provision

  • Restrictive Provisions As consideration for the foregoing payments, Executive agrees not to challenge the enforceability of any of the restrictions contained in Sections 5, 6 or 7 of this Agreement upon or after the occurrence of a Change of Control.

  • Protective Provisions So long as shares of Series A Preferred --------------------- Stock and/or Series B Preferred Stock are outstanding, this corporation shall not without first obtaining the approval (by vote or written consent, as provided by law) of the holders of a majority of the then outstanding shares of Series A Preferred Stock and Series B Preferred Stock, voting together as a single class on an as converted basis:

  • Forfeiture Provision The Executive shall forfeit any unpaid benefit hereunder, if the Executive, directly or indirectly, either as an individual or as a proprietor, stockholder, partner, officer, director, employee, agent, consultant or independent contractor of any individual, partnership, corporation or other entity (excluding an ownership interest of three percent (3%) or less in the stock of a publicly-traded company):

  • General Provision The Fund hereby employs OFI and OFI hereby undertakes to act as the investment adviser of the Fund and to perform for the Fund such other duties and functions as are hereinafter set forth. OFI shall, in all matters, give to the Fund and its Board of Trustees the benefit of its best judgment, effort, advice and recommendations and shall, at all times conform to, and use its best efforts to enable the Fund to conform to (i) the provisions of the Investment Company Act and any rules or regulations thereunder; (ii) any other applicable provisions of state or federal law; (iii) the provisions of the Declaration of Trust and By-Laws of the Fund as amended from time to time; (iv) policies and determinations of the Board of Trustees of the Fund; (v) the fundamental policies and investment restrictions of the Fund as reflected in its registration statement under the Investment Company Act or as such policies may, from time to time, be amended by the Fund's shareholders; and (vi) the Prospectus and Statement of Additional Information of the Fund in effect from time to time. The appropriate officers and employees of OFI shall be available upon reasonable notice for consultation with any of the Trustees and officers of the Fund with respect to any matters dealing with the business and affairs of the Fund including the valuation of any of the Fund's portfolio securities which are either not registered for public sale or not being traded on any securities market.

  • OPERATIVE PROVISIONS 1. In this Agreement words and expressions which are defined in the General Conditions of Contract shall have the same meanings as are respectively assigned to them in the General Conditions of Contract.

  • Notice Provision Any notice, payment, demand or communication required or permitted to be delivered or given by the provisions of this Agreement shall be deemed to have been effectively delivered or given and received on the date personally delivered to the respective party to whom it is directed, or when deposited by registered or certified mail, with postage and charges prepaid and addressed to the parties at the addresses set forth below opposite their signatures to this Agreement.

  • Cure Provisions If any default, other than a default in payment is curable and if Borrower has not been given a notice of a breach of the same provision of this Note within the preceding twelve (12) months, it may be cured if Borrower, after receiving written notice from Lender demanding cure of such default: (1) cures the default within fifteen (15) days; or (2) if the cure requires more than fifteen (15) days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.

  • Forfeiture Provisions The performance security shall contain forfeiture provisions for failure, after proper notice, to complete work within the time specified, or to initiate or maintain any actions which may be required of the applicant or owner in accordance with this ordinance, approvals issued pursuant to this ordinance, or an operation and maintenance agreement established pursuant to this ordinance.

  • Arbitration Provision Any and all Arbitrable Disputes (except to the extent injunctive relief is sought) shall be resolved through the use of binding arbitration using, in the case of an Arbitrable Dispute involving a dispute of an amount equal to or greater than $1,000,000 or non-monetary relief, three arbitrators, and in the case of an Arbitrable Dispute involving a dispute of an amount less than $1,000,000, one arbitrator, in each case in accordance with the Commercial Arbitration Rules of the American Arbitration Association, as supplemented to the extent necessary to determine any procedural appeal questions by the Federal Arbitration Act (Title 9 of the United States Code). If there is any inconsistency between this Article 26 and the Commercial Arbitration Rules or the Federal Arbitration Act, the terms of this Article 26 will control the rights and obligations of the Parties. Arbitration must be initiated within the time limits set forth in this Agreement, or if no such limits apply, then within a reasonable time or the time period allowed by the applicable statute of limitations. Arbitration may be initiated by a Party (“Claimant”) serving written notice on the other Party (“Respondent”) that Claimant elects to refer the Arbitrable Dispute to binding arbitration. Claimant’s notice initiating binding arbitration must identify the arbitrator Claimant has appointed. Respondent shall respond to Claimant within thirty (30) days after receipt of Claimant’s notice, identifying the arbitrator Respondent has appointed. If Respondent fails for any reason to name an arbitrator within the 30-day period, Claimant shall petition the American Arbitration Association for appointment of an arbitrator for Respondent’s account. The two arbitrators so chosen shall select a third arbitrator within thirty (30) days after the second arbitrator has been appointed, and, in the of an Arbitrable Dispute involving a dispute of an amount less than $1,000,000, such third arbitrator shall act as the sole arbitrator, and the sole role of the first two arbitrators shall be to appoint such third arbitrator. Claimant will pay the compensation and expenses of the arbitrator named by or for it, and Respondent will pay the compensation and expenses of the arbitrator named by or for it. The costs of petitioning for the appointment of an arbitrator, if any, shall be paid by Respondent. Claimant and Respondent will each pay one-half of the compensation and expenses of the third arbitrator. All arbitrators must (a) be neutral parties who have never been officers, directors or employees of the Operator, the Company or any of their Affiliates and (b) have not less than seven (7) years’ experience in the energy industry. The hearing will be conducted in the State of Delaware or the Philadelphia Metropolitan area and commence within thirty (30) days after the selection of the third arbitrator. The Company, the Operator and the arbitrators shall proceed diligently and in good faith in order that the award may be made as promptly as possible. Except as provided in the Federal Arbitration Act, the decision of the arbitrators will be binding on and non-appealable by the Parties hereto. The arbitrators shall have no right to grant or award Special Damages. Notwithstanding anything herein the contrary, the Company may not dispute any amounts with respect to an invoice delivered in accordance with Section 3.8 that the Company has not objected to within one hundred twenty (120) days of receipt thereof. No Event of Default shall occur if the subject matter underlying such potential Event of Default is the subject matter of any dispute that is pending resolution or arbitration under this Article 26 until such time that such dispute is resolved in accordance with this Article 26.

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