Non Solicitation and Confidentiality. To the maximum extent permissible by law:
(a) During his employment with the Company and for a period of one year after the termination of his employment with the Company for any reason whatsoever, whether by Executive or by the Company and whether during the term of this Agreement or subsequent to the expiration of this Agreement, Executive shall not, directly or indirectly induce or intentionally influence any customer, Executive, consultant, independent contractor or supplier of the Company to change his, her or its business relationship with or terminate employment with the Company.
(b) During his employment with the Company and at all times thereafter, and except as required by law, Executive shall not use for his personal benefit, or disclose, communicate or divulge to, or use for the direct or indirect benefit of, any person, firm, association or company other than the Company, any confidential information of the Company that Executive acquires in the course of his employment, which is not otherwise lawfully known by and readily available to the general public. This confidential information includes, but is not limited to: any non-public information regarding the business, marketing, policies, plans, procedures, strategies or techniques; research or development projects or results; trade secrets or other knowledge or processes of or developed by the Company; names and addresses of Executives, suppliers or customers. Executive confirms that such information is confidential and constitutes the exclusive property of the Company, and agrees that, immediately upon his termination, whether by Executive or by the Company and whether during the term of this Agreement or subsequent to the expiration of this Agreement, Executive shall deliver to the Company all correspondence, documents, books, records, lists, computer programs and other writings relating to the Company’s business.
(c) Both during his employment with the Company and following his termination for any reason, whether by Executive or by the Company and whether during the term of this Agreement or following the expiration of the Agreement, Executive shall, upon reasonable notice, furnish to the Company such information pertaining to his employment with the Company as may be in his possession. The Company shall reimburse Executive for all reasonable expenses incurred by his in fulfilling his obligation under this subparagraph (c).
(d) The provisions of subparagraphs (a), (b) and (c) shall survive ...
Non Solicitation and Confidentiality. (a) For a period of eighteen (18) months from and after the Closing Date, the Sellers shall not, and shall cause their respective directors, officers, employees and Affiliates not to, directly or indirectly cause, solicit, induce or encourage any employees of the Companies or Subsidiaries or any employee of Purchaser or its Affiliates (which, for these purposes, includes the Companies and Subsidiaries) engaged primarily in the Business prior to the Closing to leave such employment or hire, employ or otherwise engage any such individual (other than through generalized searches for employees through media advertisements, employment firms or otherwise that are not focused on Persons employed by Purchaser or any of its Affiliates or their successors); provided, however, that should a Transferred Employee elect not to accept employment with Purchaser, such Transferred Employee may, with the consent of Purchaser, which consent shall not be unreasonably withheld, maintain his or her employment with Seller; provided, further, that such Transferred Employee shall be made available to Purchaser and its Affiliates as a consultant for a period of up to six (6) months following the Closing as needed by Purchaser at cost (calculated as a percentage of base salary assuming a 40-hour work week) to be paid by Purchaser. This restriction shall not apply to any Transferred Business Employee whose employment with Purchaser or its successor is terminated by Purchaser or its successor after the Closing
(b) From and after the Closing Date, the Sellers shall not and shall cause their officers and Affiliates not to, directly or indirectly, disclose, reveal, divulge or communicate to any Person other than authorized officers, directors and employees of Purchaser or its Affiliates (which for this purpose shall include the Companies and Subsidiaries) or use or otherwise exploit for its own benefit or for the benefit of anyone other than Purchaser, any Confidential Information (as defined below). The Sellers shall not have any obligation to keep confidential (or cause their officers, directors or Affiliates to keep confidential) any Confidential Information if and to the extent disclosure thereof is specifically required by applicable Law or is generally required to reply to a request by a Governmental Authority; provided, however, that in the event disclosure is requested or required by a Governmental Authority (by requests for information or documents or subpoenas), the Sellers shal...
Non Solicitation and Confidentiality. (a) During the Employment Period and for one year thereafter (the “Restricted Period”), Executive shall not directly or indirectly through another person or entity use the Company’s trade secrets or the Company’s confidential information to (i) induce, solicit, encourage or attempt to induce, solicit or encourage any employee of the Company to leave the employ of the Company, or in any way interfere with the relationship between the Company and any employee thereof; or (ii) induce, solicit, encourage or attempt to induce, solicit or encourage any customer, supplier, licensee, licensor, franchisee or other business relation of 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 of the Company (including, without limitation, making any negative or disparaging statements or communications regarding the Company).
(b) Executive agrees that during the Employment Period and thereafter, Executive will not directly or indirectly disclose or appropriate to Executive’s own use, or the use of any third party, any trade secret or confidential information concerning the Company or its subsidiaries or affiliates (collectively, the “Rentech Group”) or their businesses, whether or not developed by Executive, except as it is required in connection with Executive’s services rendered for the Company. Executive further agrees that, upon termination of his or her employment, Executive will not receive or remove from the files or offices of the Rentech Group any originals or copies of documents or other materials maintained in the ordinary course of business of the Rentech Group, and that Executive will return any such documents or materials otherwise in Executive’s possession. Executive further agrees that, upon termination of his or her employment, Executive will maintain in strict confidence the projects in which any member of the Rentech Group is involved or contemplating.
(c) If, at the time of enforcement of this Section 3, a court shall hold that the duration, scope or area restrictions stated herein are unreasonable under circumstances then existing, the parties agree that the maximum duration, scope or area reasonable under such circumstances shall be substituted for the stated duration, scope or area and that the court shall be allowed to revise the restrictions contained herein to cover the maximum period, scope and area permitted by law. Executive acknow...
Non Solicitation and Confidentiality. 15.1 Unless mutually agreed, during the term of this Agreement and, for any individual employee, for six months following resignation of such employee, neither party shall solicit any employees of the other party used by the original employing party in the performance of the Services or additional Services, without the prior written consent of the original employer. The original employer shall be entitled, in addition to any other remedies it may have at law or in equity, to a payment from the hiring party in an amount equal to one year’s salary of any employee the hiring party solicits in violation of this Section.
15.2 For purposes of this Section 15, “Owner” means the party disclosing Confidential Information and Trade Secrets (“Proprietary Information”), whether such party is TRX or WORLDTRAVEL and “Recipient” is the party receiving Proprietary Information, whether such party is TRX or WORLDTRAVEL.
Non Solicitation and Confidentiality. (a) In furtherance of the consideration being paid by Buyer to Seller hereunder, Seller agrees, on behalf of itself and its Affiliates, that, during the period beginning on the Closing Date and ending on the third (3rd) anniversary of the Closing Date (such period, the “Restricted Period”), neither Seller nor any of its Affiliates shall, directly or indirectly, during the Restricted Period do any of the following: (i) solicit the employment of or hire any current employee of Seller (or any employee who was employed by Seller for any type of employment within the eighteen (18) month period prior to the Closing Date) without the prior written consent of Buyer; provided, however, that nothing herein shall prohibit Seller or any of its Affiliates from (A) making general solicitation advertisements that are not targeted at such employees, (B) hiring any such employee who contacts Seller or any of its Affiliates on his or her own accord or (C) soliciting or hiring any such employee whose employment with Buyer is terminated or who does not accept Buyer’s offer of employment pursuant to Section 7.11; (ii) call on, solicit, or service any supplier, prospective supplier, licensee, licensor, or other business relation of Seller with respect to products or services currently provided by the Business in order to influence or induce or attempt to influence or induce such Person to decrease or cease doing business with Seller; (iii) make any statement or do any act intended to cause existing customers of Seller to make use of the services or purchase the services or products of any competitive business; or (iv) induce or attempt to induce any employee of Seller to leave his or her employ or in any way interfere with the relationship between any Seller and its employees; provided, however, that nothing herein shall prohibit Seller or any of its Affiliates from (x) making general solicitation advertisements that are not targeted at such employees, (y) hiring any such employee who contacts Seller or any of its Affiliates on his or her own accord or (z) soliciting or hiring any such employee whose employment with Buyer is terminated or who does not accept Buyer’s offer of employment pursuant to Section 7.11.
(b) Seller, on behalf of itself and its Affiliates, acknowledges and agrees that the length of the non-solicitation period is reasonable and narrowly drawn to impose no greater restraint than is necessary to protect the goodwill of Seller and to protect Buyer’s legitimat...
Non Solicitation and Confidentiality. (a) If Younger's employment with the Company is terminated for any reason that entitles him to receive severance benefits pursuant to Section 9 of this Agreement, and he elects to receive the Non-Solicitation Payment, then for a period of twenty-four (24) months immediately following his last day of active service, Younger shall comply with the requirements of this Section 12.
Non Solicitation and Confidentiality. As a condition to continued employment, the Executive shall execute the Non-Solicitation and Confidentiality Agreement attached hereto as Exhibit C (the “Restrictive Covenants”). Any breach (or threatened breach) by the Executive of his obligations under the Restrictive Covenants, as determined by the Board in its reasonable discretion, shall constitute a material breach of this Agreement.
Non Solicitation and Confidentiality. The Employee covenants and agrees with the Company as follows:
Non Solicitation and Confidentiality. Upon termination of employment for any reason, the Employee agrees that for a period of one (1) year following such termination, the Employee will not, directly or indirectly, solicit the employment of or offer employment to or induce or attempt to induce the termination of any other person employed by the Company or any of its affiliates, whether on behalf of the Employee or any third person or entity. The Employee will not disclose during or following the period of his employment with the Company any Confidential Information or Trade Secrets regarding the Company, its affiliates, customers or employees acquired by the Employee during the period of his employment to any person, partnership, corporation, firm, association or other entity, provided that this obligation shall not apply where disclosure is compelled by judicial process. Upon termination of this Agreement, the Employee shall return all documents, correspondence, work papers, manuals, reports, lists, records, data, books, computer disks, printouts, or materials of or pertaining to the Company, its subsidiaries or affiliates without regard to the format in which it has been maintained in his possession or control.
Non Solicitation and Confidentiality. 1.1. The Contractor agrees that it will not, by itself or through any of its servants or agents seek, or encourage or allow any other person, to any extent, to solicit or procure any of the Client’s [clients/customers] away from the Client’s business, either to its own business or to that ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ (‘ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ 2 ), ■ ■ ■ ■
1. 2. for the period of [12] months following termination of the Contract [ ■ ■ / ■ ■ ■ ■ ] ■ ■ ■ ■ .
1.3. The Contractor agrees to keep safe all information about the Client’s business without limit (‘ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ) ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .
