Non Solicitation and Non Disclosure. As a condition to your continued employment, you will be required to execute a Non-Competition, Non-Solicitation and Non-Disclosure Agreement, a copy of which is provided with this letter agreement.
Non Solicitation and Non Disclosure. In consideration for the grant of the Award, Grantee agrees that he or she will not, during Grantee’s employment with the Company or any of its Subsidiaries, and for one year thereafter, directly or indirectly, for any reason, for his or her own account or on behalf of or together with any other person, entity or organization (a) call on or otherwise solicit any natural person who is employed by the Company or any Subsidiary of the Company in any capacity with the purpose or intent of attracting that person from the employ of the Company or any of its Subsidiaries, or (b) divert or attempt to divert from the Company any business relating to the provision of ready-mixed concrete, precast concrete or related concrete products or services. As further consideration for the grant of the Award, Grantee agrees that he or she will not at any time, either while employed by the Company or any of its Subsidiaries, or at any time thereafter, make any independent use of, or disclose to any other person (except as authorized by the Company) any confidential, nonpublic and/or proprietary information of the Company and its Subsidiaries, including, without limitation, information derived from reports, work in progress, codes, marketing and sales programs, customer lists, records of customer service requirements, cost summaries, pricing formulae, methods of doing business, ideas, materials or information prepared or performed for, by or on behalf of the Company or any of its Subsidiaries. This Section 10 shall survive termination of this Award.
Non Solicitation and Non Disclosure. (a) Non-Solicitation. During the period commencing on the date ---------------- of this Agreement and continuing until the first anniversary of the date when Executive's employment terminates for any reason, Executive shall not directly or indirectly, personally or through others, solicit or attempt to solicit (on Executive's own behalf or on behalf of any other person or entity) for hire any employee or consultant of the Company or any of the Company's affiliates.
Non Solicitation and Non Disclosure. (a) Non-Solicitation. During the period commencing on the date of this Agreement and continuing until the first anniversary of the date when the Executive’s Employment terminates for any reason, the Executive shall not directly or indirectly, personally or through others, solicit or attempt to solicit (on the Executive’s own behalf or on behalf of any other person or entity) either (i) any employee of the Companies or any of the Companies’ affiliates or (ii) the business of any customer of the Companies or any of the Companies’ affiliates on whom the Executive called or with whom the Executive became acquainted during his Employment if such solicitation would cause material harm to the Company.
Non Solicitation and Non Disclosure. In consideration for the grant of the Option, the Optionee agrees that he or she will not, during Optionee’s employment with the Company or any of its subsidiaries, and for one year thereafter, directly or indirectly, for any reason, for his or her own account or on behalf of or together with any other person, entity or organization (a) call on or otherwise solicit any natural person who is employed by the Company or any subsidiary of the Company in any capacity with the purpose or intent of attracting that person from the employ of the Company or any of its subsidiaries, or (b) divert or attempt to divert from the Company any business relating to the provision of ready-mixed concrete and related services. As further consideration for the grant of the Option, the Optionee agrees that he or she will not at any time, either while employed by the Company or any of its subsidiaries, or at any time thereafter, make any independent use of, or disclose to any other person (except as authorized by the Company) any confidential, nonpublic and/or proprietary information of the Company and its subsidiaries, including, without limitation, information derived from reports, work in progress, codes, marketing and sales programs, customer lists, records of customer service requirements, cost summaries, pricing formulae, methods of doing business, ideas, materials or information prepared or performed for, by or on behalf of the Company or any of its subsidiaries.
Non Solicitation and Non Disclosure. The Seller shall not (a) at any time during the Restricted Period directly or indirectly solicit, induce or attempt to induce any person employed at any time after the Closing by the Purchaser or its Affiliates (including, without limitation, any current employees of Seller or its Affiliates employed by Purchaser or any of its Affiliates following the Closing) to enter the employ of the Seller or any other person or entity or (b) at any time after the Closing directly or indirectly divulge, or permit to be divulged to others, or use in any way any Proprietary Information. As used herein, the term “Proprietary Information” shall mean all client and customer lists, trade secrets, data, information, documents, inventions, developments, or forms owned or used by the Seller (on or prior to the applicable Closing Date) or the Purchaser, or which otherwise comprise Assets or relate to the Business; whether or not any of the foregoing is published or unpublished, protected or susceptible to protection under patent, trademark, copyright or similar laws and whether or not any party has elected to secure or attempted to secure such protection; provided however, that notwithstanding the foregoing, the term “Proprietary Information” shall not include any of the foregoing information or materials to the extent (i) generally known to the public through no wrongful act of the Seller or any of their Affiliates; (ii) lawfully received by the Seller from a third party without restriction on disclosure and without a breach by the third party of any obligation of confidentiality; (iii) independently developed by the Seller without use of any Proprietary Information; (iv) needed to be disclosed to a court of competent jurisdiction in order for the Seller to pursue any claim against the Purchaser hereunder; (v) required to be disclosed by a court of competent jurisdiction; or (vi) required by Law to be disclosed to a Government Entity; provided, however, in the case of the foregoing clauses (iv), (v) and (vi), the Purchaser is provided reasonable advance opportunity to seek in camera or other protection with respect to such disclosure.
Non Solicitation and Non Disclosure. (a) Non-Solicitation. During the period commencing on the date of this Agreement and continuing through the "restricted period" in 4(c), Employee shall not directly or indirectly, personally or through others, solicit or attempt to solicit (on Employee's own behalf or on the behalf of any other person or entity) (i) any employee or independent contractor of the Company or any of the Company's affiliates to cease performing work or services for the Company or to perform work or services for any other party, (ii) any customer, supplier, licensee, or other business relations of the Company or Genisys (and/or its affiliates) for purpose of encouraging them to terminate their relationship with the Company or Genisys (and/or its affiliates) or in any way interfere with the relationship between such customer, supplier, licensee, or business relationship, on the one hand, and the Company or Genisys (and/or its affiliates), on the other hand, or (iii) any person who was an employee or independent contractor of the Company or Genisys (on any of its affiliates) within six (6) months after Employee's Employment was terminated, unless Genisys (and/or its affiliates) becomes or is insolvent.
Non Solicitation and Non Disclosure. Executive further agrees that he shall execute Lxxxxx’x standard form of non-solicitation and non-disclosure agreement attached hereto as Exhibit B (the “NDA”). Executive also agrees that he shall use his reasonable efforts to obtain from all employees of the Company a similar, duly executed NDA.
Non Solicitation and Non Disclosure. In consideration for the grant of the Award, you agree that you will not, during your service with the Company or any of its Subsidiaries, and for one year thereafter, directly or indirectly, for any reason, for your own account or on behalf of or together with any other person, entity or organization (a) call on or otherwise solicit any natural person who is employed by, or providing services to, the Company or any Subsidiary of the Company in any capacity with the purpose or intent of attracting that person from the employ of the Company or its Subsidiaries, or (b) divert or attempt to divert
Non Solicitation and Non Disclosure. 8.1 Consultant agrees that he will not, directly or indirectly,(i) induce or attempt to induce any employee of the Company or of any subsidiary or affiliate of the Company to terminate such employment, unless express written permission by the Company shall be obtained first; (ii) Consultant shall not take any steps to tarnish the name or brand(s) of Company; in all cases during the term of this Agreement is on a monthly basis, month to month agreement. Consultant acknowledges and agrees that the terms of this Section 7 are fair and equitable in all respects and are reasonably necessary to protect the business and goodwill of the Company.
8.2 Consultant agrees that Consultant will not disclose any non-confidential information that Consultant learns during the course of its affairs with Company that effects, or may effects the market valuation of Company. Consultant will not disclose any non-public information to third parties, except in the facilitation of the ordinary course of business.
