Non-Competition and Non-Solicitation Agreements. The Selling Member shall have entered into a Non-Competition and Non-Solicitation Agreement with the Buyer in substantially the form attached hereto as Exhibit F.
Non-Competition and Non-Solicitation Agreements. You also agree that you will not, without prior written consent from both Xxxxxxx’x Chief Executive Officer and General Counsel, directly or indirectly for a period of five years from your Retirement Date (“Restricted Period”):
(a) enter the employ of, provide consulting services to, assist, or have any financial interest in, any person, firm, corporation, or other entity engaged in business activities anywhere in the world that directly or indirectly competes with the businesses of Emerson as conducted on the date of this Agreement or as contemplated on the date hereof to be developed during the Restricted Period;
(b) acquire in any manner any investment in, or provide services to in any capacity, any equity fund, hedge fund, or other investment vehicle, however structured, that either directly or indirectly or through portfolio company investments or otherwise competes with the businesses of Emerson as conducted on the date hereof or as contemplated on the date hereof to be developed during the Restrictive Period;
(c) assist any third party in connection with any acquisition of any business of Emerson, whether through an acquisition or stock or assets or otherwise, or in the sale of any business to Emerson;
(d) assist any third party in connection with any attempt to assert control over or influence the management of Emerson, whether through the acquisition or stock by such third party, addition of board members recommended by such third party, a proxy solicitation by such third party or otherwise;
(e) accept or solicit business from or attempt to solicit or accept business from any person that is a customer of Emerson;
(f) divert, take any action to induce, or encourage a customer of Emerson to reduce or cease doing business with Emerson;
(g) solicit, hire, or attempt to solicit or hire any person that currently or during the Restricted Period is an employee, agent or consultant of Emerson to leave such employment or separate his or her relationship with Emerson or induce any such person to do anything which you are restricted from doing by reason of this Agreement; or
(h) engage in any other action that might undermine the business interests of Emerson. The foregoing shall not restrict you from owning not more than five percent of the securities of any competitor of Emerson that is listed on any national securities exchange, traded over-the-counter, or that is otherwise available for investment by the general public as long as you have no relationship ...
Non-Competition and Non-Solicitation Agreements. Employee shall be required to execute both a Non-Competition and Non-Solicitation Agreement as a condition to receiving the award of Restricted Stock Units. The Non-Competition and Non-Solicitation Agreements entered into between the Company and the Employee shall be attached to this Restricted Stock Unit Award Agreement, and are hereby incorporated by reference to this Restricted Stock Unit Award Agreement.
Non-Competition and Non-Solicitation Agreements. To the knowledge of the Company, neither any Founder nor any officer or director of the Company is subject to any non-competition agreement or non-solicitation agreement with any Person that could materially affect his, her or its ability to be and act in the capacity of a stockholder, officer or director of the Company, as applicable.
Non-Competition and Non-Solicitation Agreements. Employee shall be required to execute one or more restrictive covenant agreements acceptable to the Company as a condition to receiving the award of Restricted Shares. The restrictive covenant agreements entered into between the Company and the Employee are hereby incorporated by reference to this Restricted Stock Award Agreement; provided, however, that such restrictive covenant agreements shall be governed by their own respective terms and conditions.
Non-Competition and Non-Solicitation Agreements. CU Bancorp and CUB shall have received executed copies of the Non-Competition and Non-Solicitation Agreements in the form of Exhibit E from each member of the PC Bancorp and PCB Boards of Directors as of the date of this Agreement and from the Chief Executive Officer and President of PC Bancorp and PCB.
Non-Competition and Non-Solicitation Agreements. Each of the key employees of the Group Companies as set forth on Exhibit G of this Agreement (each, a “Key Employee”) has executed an agreement with such Group Company regarding non-competition and non-solicitation obligations substantially in the form delivered to the counsel for the Investor (the “Non-Competition Agreements”). The Company is not aware that any of the Founders or any of its Key Employees is in violation thereof.
Non-Competition and Non-Solicitation Agreements. The Buyer and each Designated Buyer Affiliate hereby agrees to (and to cause their respective Affiliates to) adhere to and be bound by each non-competition covenant and non-solicitation covenant, the waivers of defences relating thereto and the remedies for breach thereof, to which the applicable MDS Contracting Party (and its Affiliates) is subject pursuant to the agreements executed in connection with the sale of the MDS diagnostics business in the United States, as such agreements are listed in Section 7.12 of the Disclosure Letter (the “U.S. Non-Competition Agreements”), to the same extent (including for the periods of time) as the applicable MDS Contracting Party (and its Affiliates), as if Buyer and the Designated Buyer Affiliates were the original MDS Contracting Party under such U.S. Non-Competition Agreements. For certainty, such non-competition covenants, non-solicitation covenants, the waivers of defences relating thereto and the remedies for breach thereof consist of those provisions set out opposite the applicable U.S. Non-Competition Agreements in Section 7.12
Non-Competition and Non-Solicitation Agreements. The Company and each Founder shall have entered into an Employment Agreement that contains, among other features covenants regarding non-competition and non-solicitation, in form and substance reasonably acceptable to the Company, the Founders and the Purchaser.
Non-Competition and Non-Solicitation Agreements. The Company shall use its commercially reasonable efforts to obtain from each of the individuals listed on Annex C hereto, a duly executed non-competition and non-solicitation agreement in the form attached hereto as Exhibit E (each, a “Non-Competition and Non-Solicitation Agreement”).
