Non-Compete and Non-Solicitation of Customers Sample Clauses

Non-Compete and Non-Solicitation of Customers. Executive acknowledges that in the course of his employment, he will learn about Company, its subsidiaries or any of its affiliates’ (collectively, the “Company Group”) business, services, materials, programs and products and the manner in which they are developed, marketed, served and provided. Executive knows and acknowledges that Company Group has invested considerable time and money in developing its programs, agreements, officers, representatives, services, products and marketing techniques and that they are unique and original. Executive further acknowledges that Company Group must keep secret all pertinent information divulged to Executive about Company Group business concepts, ideas, programs, plans and processes, so as not to aid Company Group’s competitors. Accordingly, Company Group is entitled to the following protection, which Executive agrees is reasonable: Executive agrees that during the Term and for a period of one (1) year following the termination of his employment, which period shall automatically be extended by a period of time equal to any period in which Executive is in breach of any obligations under Section 5 of this Agreement, Executive will not, on his own behalf or on behalf of any person, firm, partnership, association, corporation, or other business organization, entity or enterprise, use any Company Confidential Information to call on any of the customers of the Employer for the purpose of soliciting or inducing any of such clients to take away or to divert or direct their business to Executive or any other person or entity by or with which the Employee is employed, associated, affiliated or otherwise related.
Sample 1
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Non-Compete and Non-Solicitation of Customers or Employees of the Content Delivery Business. Following December 31, 2017 (the "Separation Date"), Consultant will not, directly or indirectly, for a period of two (2) years, (a) engage in or provide any services of the type that Consultant provided to the Company at any time during the last twelve (12) months of his employment to or on behalf of any person or entity that competes with the Company or Vecima Networks Inc. ("Vecima") in any business focused on the development, marketing, and supporting of software applications and solutions for video content delivery and storage technologies (the "Content Delivery Business") anywhere in the continental United States, which Consultant acknowledges and agrees is the primary geographic area in which the Company and/or Vecima competes in the Content Delivery Business and thus, by virtue of Consultant's senior executive position and responsibilities with the Company, also the primary geographic area of Consultant's employment with the Company, (b) solicit or attempt to solicit, for the purpose of competing with the Company and/or Vecima in the Content Delivery Business, any customers or active prospects of the Company and/or Vecima with which Consultant had any material business contact for or on behalf of the Company at any time during the last twelve (12) months of Consultant's employment, or (c) recruit or otherwise seek to induce any employees of the Company and/or Vecima to terminate their employment or violate any agreement with the Company and/or Vecima. EXHIBIT B
Sample 1
Non-Compete and Non-Solicitation of Customers. For a period of one (1) year following the Termination Date (“Restricted Period”), Employee agrees that he will not, directly or indirectly, as an owner, manager, employee, consultant, independent contractor or otherwise, and whether or not for compensation, engage in activities or offer products or services for a Competing Business that compete with those offered or developed by the Company during his employment with the Company. For purposes of this Agreement “Competing Business” means any entity (including any of its subsidiaries or affiliates) that produces a product or performs a service that is the same as or similar to, may be substituted for, or is intended to be used for any of the same purposes as a product or service produced, performed or under development by the Company or that competes directly for customers, clients and accounts of the Company. To remove any doubt, Employee agrees that “Competing Business” includes, but it not limited to, the following entities and their subsidiaries and affiliates, St. Jude Medical, Inc., Boston Scientific, Xxxxxx Laboratories, Covidian LP, Cordis Corporation, Xxxx, Inc., Bard Medical, Spectranetics, Infraredx, ACIST Medical Systems, Terumo Medical Corporation, Merit Medical, Asahi-Intecc, Eximo Medical, Ra Medical Systems, Biosensors International, Microport, Nipro, Xxxxxxx Co. and Cardio Vascular Systems, Inc. and any divisions or successors thereof. Notwithstanding the foregoing, except as related to St. Jude Medical, Inc., Employee may work for a Competing Business whose business is diversified, provided Employee’s work for the Competing Business does not involve selling, managing, overseeing, developing, creating, promoting, servicing, involvement in the finance and/or accounting of, or other responsibility for any product, process, activity, service or technology that resembles or competes with those of the Company on which Employee has worked or gained Confidential Information during the last two years of Employee’s employment (Restricted Product or Service.) Prior to accepting such employment, Employee and the Competing Business must provide the Company with written assurances satisfactory to the Company that Employee will not render services directly or indirectly, for the Restricted Period, in connection with any Restricted Product or Service and that any and all necessary safeguards or procedures have been put in place to ensure that this does not happen. This restriction applies in the entire Un...
Sample 1

Related to Non-Compete and Non-Solicitation of Customers

  • Non-Compete and Non-Solicitation (a) The Executive recognizes that in each of the highly competitive businesses in which the Company is engaged, personal contact is of primary importance in securing new customers and in retaining the accounts and goodwill of present customers and protecting the business of the Company. The Executive, therefore, agrees that during the Employment Period and, if the Date of Termination occurs by reason of the Executive terminating his employment for reasons other than Disability or Good Reason and other than during a Window Period, for a period of one year after the Date of Termination, he will not either within 20 miles of any geographic location of any Shale play with respect to which he has devoted substantial attention to the material business interests of the Company or any of its affiliated companies or with respect to any immediate geologic trends in any non-Shale plays, in either case, in which the Company or any of its affiliated companies have active leases or are actively pursuing leases through direct employee activity or hired brokers as of the Date of Termination, without regard, in either case, to whether the Executive has worked at such location (the "Relevant Geographic Area"), (i) accept employment or render service to any Person that is engaged in a business directly competitive with the business then engaged in by the Company or any of its affiliated companies in the Relevant Geographic Area, (ii) enter into or take part in or lend his name, counsel or assistance to any business, either as proprietor, principal, investor, partner, director, officer, executive, consultant, advisor, agent, independent contractor, or in any other capacity whatsoever, for any purpose that would be competitive with the business of the Company or any of its affiliated companies in the Relevant Geographic Area or (iii) regardless of whether it is in the Relevant Geographic Area, directly or indirectly, either as principal, agent, independent contractor, consultant, director, officer, employee, employer, advisor, stockholder, partner or in any other individual or representative capacity whatsoever, either for his own benefit or for the benefit of any other person or entity either (A) hire, contract or solicit, or attempt any of the foregoing, with respect to hiring any employee of the Company or its affiliated companies, or (B) induce or otherwise counsel, advise or encourage any employee of the Company or its affiliated companies to leave the employment of the Company or its affiliated companies (all of the foregoing activities described in (i), (ii) and (iii) are collectively referred to as the "Prohibited Activity"). Notwithstanding anything contained in this Section 10 to the contrary, the Prohibited Activity shall not be applicable to the state or federal waters of the Gulf of Mexico or outside of the United States except as to the area covered by any U.S. or foreign state or federal oil and gas lease, license or permit in which the Company owns a working interest which was acquired by the Company prior to or during the Employment Period and further limited to the depths in which the Company owns such working or operating rights interest. For the avoidance of doubt, the provisions of this Section 10 will not apply following a termination of the Executive's employment by the Company with or without Cause, by the Executive due to Disability or Good Reason or by the Executive during a Window Period.

  • Non-Solicitation and Non-Compete The Executive agrees that,

  • Non-Solicitation and Non-Competition Ancillary to the agreements to provide Executive with the Confidential Information as set forth above, and in order to aid in the enforcement of those agreements and as a condition of Executive’s employment hereunder, Executive agrees that, during the Term and for a period of two (2) years after the termination of Executive’s employment with the Company (or, in the event Executive is entitled to the payments and benefits described in Section 4.3(c) hereof, for a period of one (1) year after termination of Executive’s employment with the Company) (as applicable, the “Prohibited Period”), Executive will:

  • Non-Solicitation of Customers During the Restricted Period, the Executive shall not, directly or indirectly, solicit or induce, or attempt to solicit or induce, any customer, supplier, licensee, licensor or other business relation of the Company to terminate its relationship or contract with the Company, to cease doing business with the Company, or in any way interfere with the relationship between any such customer, supplier, licensee or business relation and the Company (including making any negative statements or communications concerning the Company or their employees).

  • Non-Competition and Non-Solicitation In consideration of the salary paid to the Executive by the Company and subject to applicable law, the Executive agrees that during the term of the Employment and for a period of one (1) year following the termination of the Employment for whatever reason:

  • Non-Solicitation; Non-Competition (a) Executive agrees that, during the Term and until nine (9) months after the termination of his employment, Executive will not, directly or indirectly, including on behalf of any person, firm or other entity, employ or actively solicit for employment any employee of the Company or any of its Affiliated Entities, or anyone who was an employee of the Company or any of its Affiliated Entities within the nine (9) months prior to the termination of Executive’s employment, or induce any such employee to terminate his or his employment with the Company or any of its Affiliated Entities.

  • Noncompetition and Non-solicitation (a) During Executive’s employment with the Company and for a period of 12 months after the termination of Executive’s employment with the Company for any reason or for no reason, Executive will not directly or indirectly, absent the Company’s prior written approval, render services of a business, professional or commercial nature to any other person or entity in the area of trace explosives detection or such other services or products provided by the Company at the time employment terminates in any geographical area where the Company does business at the time this covenant is in effect, whether such services are for compensation or otherwise, whether alone or in conjunction with others, as an employee, as a partner, or as a shareholder (other than as the holder of not more than 1% of the combined voting power of the outstanding stock of a public company), officer or director of any corporation or other business entity, or as a trustee, fiduciary or in any other similar representative capacity.

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

  • Non-Solicitation and Non-Hire If the Participant has an employment agreement with the Company or any of its Subsidiaries that contains non-solicitation and/or non-hire covenants, the covenants are incorporated into this Award Agreement by reference. To the extent the Participant does not have an employment agreement containing such covenants, the following restrictive covenants shall apply: As a material incentive for the Company to enter into this Award Agreement, during the term of the Participant’s employment with the Company or any of its Subsidiaries and for a period of twelve (12) months from the termination of the Participant’s employment for any reason (including, without limitation, resignation by the Participant) (the "Non-Solicitation and Non-Hire Period") the Participant shall not, directly or indirectly, on the Participant’s own behalf or on behalf of any other person, partnership, entity, association, or corporation, induce or attempt to influence, induce, or encourage anyone who is or, within the six (6) months prior to the date of termination was, an employee of the Company or any of its Subsidiaries at or above the managerial level (including, without limitation, General Managers, Assistant General Managers, store departmental managers, and all higher-ranking managers) (for purposes of this Section 7, an “Employee”), client, supplier, vendor, licensee, distributor, contractor or other business relation of the Company or any of its Subsidiaries to cease doing business with, adversely alter or interfere with its business relationship with, the Company or any of its Subsidiaries. Further, during the Non-Solicitation and Non-Hire Period, the Participant shall not, on the Participant’s own behalf or on behalf of any other person, partnership, entity, association, or corporation, (i) solicit or seek to hire any Employee, or in any other manner attempt directly or indirectly to influence, induce, or encourage any Employee to leave their employ (provided, however, that nothing herein shall restrict the Participant from engaging in any general solicitation that is not specifically targeted at such persons), nor shall the Participant use or disclose to any person, partnership, entity, association, or corporation any information concerning the names, addresses or personal telephone numbers of any Employee, (ii) without the Company's prior written consent, hire, employ or engage as a consultant any Employee, or (iii) directly or indirectly solicit, induce, or attempt to influence, induce, or encourage any person, partnership, entity, association, or corporation that is a client or customer of the Company or its Subsidiaries and who or which the Participant helped to schedule or conduct a special event or corporate teambuilding while employed by the Company or its Subsidiaries to schedule or conduct a special event or corporate teambuilding through another person, partnership, entity, association, or corporation. This Section 7 shall survive termination or settlement of the Award and termination or satisfaction of the Award Agreement.

  • Confidentiality, Non-Solicitation and Non-Compete The Participant agrees to, understands and acknowledges the following:

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