Non-Competition/Exclusivity Sample Clauses

Non-Competition/Exclusivity. As a material inducement for PIM to enter into this Agreement and for the PIM Investors to enter into the Master Venture Agreement and allow the Subsidiaries to be formed, Ashford covenants and agrees with PIM and each PIM Investor during the Initial Term and prior to (i) the full funding of the Ashford Capital Commitment to one or more Master Ventures or Subsidiaries or (ii) termination of the Program pursuant to Section 8 hereof, that Ashford will not, other than through the Program, a Master Venture or any Subsidiary, acquire, negotiate, own, administer, service, sell, dispose of, or otherwise deal, directly or indirectly, with, any Acquisition Opportunities or Qualifying Investments, in each case so long as they are Active, during the term of this Agreement; provided, however, that nothing herein shall prevent Ashford from continuing to own, administer, service, sell, finance, refinance, restructure, dispose of, or otherwise deal, directly or indirectly, with, any investments or assets (i) owned by Ashford as of the date of this Agreement, or (ii) acquired by Ashford in compliance with the terms of this Agreement after the date hereof.
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Non-Competition/Exclusivity. The parties agree that so long as this Agreement has not been terminated, neither party will compete with the other in connection with the offering or distribution of stored value debit cards or credit cards affiliated with an individual GROCERY CATEGORY entity as contemplated herein. Moreover, the parties agree that, during the term of this Agreement, they will exclusively work with each other in connection with the GROCERY CATEGORY card program as defined herein.
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Non-Competition/Exclusivity. 13.1 Except when required by law or regulation relating to health maintenance organizations, if during the term of this Agreement, IPA or any affiliate, subsidiary, or its parent directly or indirectly begins to operate or files for a license to operate a health maintenance organization or provider sponsored organization or provider sponsored network in MDNY's service areas, MDNY shall have the right to terminate this Agreement upon one hundred eighty (180) days written notice. IPA shall notify MDNY in writing no less than one hundred eighty (180) days prior to any such occurrence.
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Non-Competition/Exclusivity. (a) During the Term and the Wind-Down Period, neither Siebert nor any of its Affiliates will launch, directly or indirecxxx, xx alliance substantially similar to the one contemplated herein (which is, providing Brokerage Accounts with integrated personal finance content targeted to U.S. customers) with any financial portal (e.g., AOL, Yahoo) or financial website or financial software
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Non-Competition/Exclusivity. The Sellers will not (without the prior written consent of the Buyer) at any time within 90 days from the Effective Date, either individually or in partnership or jointly or in conjunction with any person or persons, firm, association, related party, body corporate, syndicate, company or corporation, as principal, agent, employee officer, director or shareholder or in any other manner whatsoever carry on or be engaged in or concerned with or interested in, or advise, lend money to, guarantee the debts or obligations of, or permit his name or any part thereof to be used or employed by or associated with, any person or persons, firm, association, syndicate, company or corporation engaged in or concerned with of interested in, any business which competes with the Business (except as a shareholder, officer, director or employee of the Buyer) within a radius of 1000 miles from the patents. On Closing, the Seller agrees to deliver to the Buyer a non-competition and exclusivity agreement, in form and substance satisfactory to the Buyer, which incorporates this provision.
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Non-Competition/Exclusivity. (a) Except as otherwise provided herein, during the EDP, neither MCA nor PACE nor any affiliate of MCA or PACE shall, directly or indirectly, through an entity which it controls, construct, own, manage, control, operate, be employed by or lend its name to an Amphitheatre within the lessor of 75 miles or the applicable Metropolitan Statistical Area (as defined
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Non-Competition/Exclusivity. The Company shall not, and shall not permit any of its Subsidiaries to, enter into or renew any agreements containing, or that otherwise subject the Company or any Subsidiary to, any non-competition, exclusivity or other material restriction on its business.
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Non-Competition/Exclusivity. 6.1 In the event that this Agreement shall be terminated: (i) by COLMEI or (ii) by VENDOR - as a result of VENDOR’s breach, VENDOR shall not, during a period of twelve (12) months after the termination of this Agreement, offer, sell, license, promote or advertise, whether directly or indirectly, any products similar to or competitive with the Products, to clients in the Territory which purchased or were offered to purchase Products during the term of this Agreement.
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Non-Competition/Exclusivity. RAPT agrees that it will not work independently of this Agreement within the Territory during the Term for itself or with any Third Party (including the grant of any license or option to any Third Party) or enable a Third Party with respect to discovery, research, development and/or commercialization activities of [***]. Hanmi agrees that it will not work independently of this Agreement within the Territory during the Term for itself or with any Third Party (including the grant of any license or option to any Third Party) or enable a Third Party with respect to discovery, research, development and/or commercialization activities of [***].
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Related to Non-Competition/Exclusivity

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

  • Non-Competition Agreement (a) Subject to Sections 5(d) and (f) and Section 12, Employee will not, during the period of his employment by or with the Company, and for a period of two (2) years immediately following the termination of his employment with the Company, for any reason whatsoever, directly or indirectly, for himself or on behalf of or in conjunction with any other person, company, partnership, corporation, business or entity of whatever nature:

  • Confidentiality; Non-Competition (a) Executive agrees that he will not, at any time during or after the Term, other than in the ordinary course of performing his duties for the Company, make use of or divulge to any other person, firm or corporation any trade or business secret, process, method or means, or any other confidential information concerning the business or policies of the Company, which he may have learned in connection with his employment. For purposes of this Agreement, a “trade or business secret, process, method or means, or any other confidential information” shall mean and include written information reasonably treated as confidential or as a trade secret by the Company. Executive’s obligation under this Section 4.3(a) shall not apply to any information which (i) is known publicly (including information known publicly within the relevant trade or industry); (ii) is in the public domain or hereafter enters the public domain without the fault of Executive; (iii) is known to Executive prior to his receipt of such information from the Company, as evidenced by written records of Executive; or (iv) is hereafter disclosed to Executive by a third party not under an obligation of confidence to the Company. Executive agrees not to remove from the premises of the Company, except as a director or an employee of the Company in the performance of his duties for the Company and its affiliates or except as specifically permitted in writing by the Company, any document or other object containing or reflecting any such confidential information. Executive recognizes that all such documents and objects, whether developed by him or by someone else, will be the sole exclusive property of the Company. Upon termination of his employment hereunder, Executive shall forthwith deliver to the Company all such confidential information, including without limitation all lists of customers, correspondence, accounts, records and any other documents or property made or held by him or under his control in relation to the business or affairs of the Company, and no copy of any such confidential information shall be retained by him; provided, however, that nothing herein shall prevent Executive from retaining (i) his papers and other materials of a personal nature, including, without limitation, photographs, correspondence, personal diaries, calendars, personal files and phone books, (ii) information showing his compensation or relating to reimbursement of his business expenses, (iii) information that is necessary for tax purposes, and (iv) copies of plans, programs, policies and agreements relating to his employment, or termination thereof, with the Company and its affiliates. Anything herein or elsewhere to the contrary notwithstanding, the provision of this Section 4.3(a) shall not apply (i) when disclosure is required by law or by any court, arbitrator, mediator or administrative or legislative body (including any committee thereof) with jurisdiction to order Executive to disclose or make accessible any information or (ii) with respect to any other litigation, arbitration or mediation involving this Agreement or any other agreement between the parties, including, without limitation, the enforcement of such agreements.

  • Confidentiality and Non-Competition Agreement All employees of the Group Companies with access to Groups Companies’ confidential information have entered into a standard confidentiality and non-competition agreements. To the best of knowledge of the Group Companies, none of these employees are in breach of such agreements in any material respect. To the best knowledge of the Group Companies and except as disclosed in the Disclosure Schedule, none of the Key Employees (as defined below) is obligated under any contract, or subject to any judgment, decree or order of any Governmental Authority, that would interfere with the use of his or her best efforts to promote the interests of the Group Companies or that would conflict with the Group Companies’ businesses as proposed to be conducted. To the best knowledge of the Group Companies, neither the execution or delivery of this Agreement or the other Transaction Documents, nor the carrying on of the any Group Company’s businesses by its employees, nor the conduct of the any Group Company’s businesses as proposed, will conflict with or result in a breach of the terms, conditions or provisions of, or constitute a default under, any contract, covenant or instrument under which any of such employees is now obligated in any material respect.

  • Non-Competition Period The “non-competition period” shall begin on January 1, 2021 and shall end twelve (12) months after the Employee’s termination of employment; provided, however, that the “non-competition period” shall end on the date Employee’s employment ends in the event of Employee’s termination for “good reason” (as defined in paragraph 6(d)), or Employee’s termination without “cause” (as defined in paragraph 3(d)).

  • Non-Competition Agreements Except as described in the Statutory Prospectus and the Prospectus, to the Company’s knowledge, none of the Sponsor, directors or executive officers of the Company is subject to a non-competition agreement or non-solicitation agreement with any employer or prior employer which could materially affect his, her or its ability to be and act in the capacity of shareholder, executive officer or director of the Company, as applicable.

  • Confidentiality and Non-Competition To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

  • Confidentiality and Non-Competitions To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

  • Non-Compete During the term of this Agreement and for a period of twelve (12) months following the Director’s removal or resignation from the Board of Directors of the Company or any of its subsidiaries or affiliates (the “Restricted Period”), the Director shall not, directly or indirectly, (i) in any manner whatsoever engage in any capacity with any business competitive with the Company’s current lines of business or any business then engaged in by the Company, any of its subsidiaries or any of its affiliates (the “Company’s Business”) for the Director’s own benefit or for the benefit of any person or entity other than the Company or any subsidiary or affiliate; or (ii) have any interest as owner, sole proprietor, stockholder, partner, lender, director, officer, manager, employee, consultant, agent or otherwise in any business competitive with the Company’s Business; provided, however, that the Director may hold, directly or indirectly, solely as an investment, not more than one percent (1%) of the outstanding securities of any person or entity which is listed on any national securities exchange or regularly traded in the over-the-counter market notwithstanding the fact that such person or entity is engaged in a business competitive with the Company’s Business. In addition, during the Restricted Period, the Director shall not develop any property for use in the Company’s Business on behalf of any person or entity other than the Company, its subsidiaries and affiliates.

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