NON-SOLICITATION; NON-NEGOTIATION Sample Clauses

NON-SOLICITATION; NON-NEGOTIATION. (a) From and after the date of this Agreement until the Closing Date, Seller will not directly or indirectly solicit, initiate, knowingly encourage, or knowingly facilitate (by furnishing non-public information or otherwise) any inquiry or the making of any proposal that is or may reasonably be expected to lead to an Acquisition Proposal, or discuss or negotiate any Acquisition Proposal with any third party; nor will Seller authorize or permit any of its respective officers, directors, employees, bankers, attorneys, accountants, or other representatives (regardless of whether acting or purporting to act on behalf of Seller or otherwise) to do any of these things. For the purposes hereof, “Acquisition Proposal” means a proposal for any tender or exchange offer, merger, consolidation, business combination, purchase, or similar transaction or series of transactions involving the sale or transfer of at least a majority of the capital stock or all or substantially all of the assets (other than sales of inventory in the ordinary course of business) of Seller; but does not include the Merger or other transactions contemplated by this Agreement.
Sample 1
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NON-SOLICITATION; NON-NEGOTIATION. The Company and the Shareholders agree that they will not, and they will use their commercially reasonable efforts to cause their representatives, agents or employees acting on their behalf, not to, after the execution of this Agreement until the earlier of (a) the termination of this Agreement or (b) the Effective Time, directly or indirectly, solicit, encourage, initiate, negotiate or discuss with any third party or permit the consummation of any acquisition proposal relating to or affecting the Company, or any direct or indirect interests in the Company, whether by exchange offer, purchase of assets or stock, business combination, merger or other transaction, and that the Company and the Shareholders will promptly advise Buyer of the terms of any communications they may receive relating to any bid for all or any part of any such interest in the Company.
Sample 1
NON-SOLICITATION; NON-NEGOTIATION. Throughout the Interim Period, the Vendor shall not, and shall cause the Intercon Entities and the representatives, agents or employees acting on the Vendor's behalf and on behalf of the Intercon Entities not to, directly or indirectly, solicit, encourage, initiate, negotiate or discuss with any third party or permit the consummation of any acquisition proposal relating to or affecting:
Sample 1
NON-SOLICITATION; NON-NEGOTIATION. Each of the Selling Parties agrees that, it will not, and it will use its best efforts to cause its Representatives, agents or employees acting on its behalf, not to, after the execution of the Agreement until the earlier of (a) the termination of the Agreement; or (b) the Closing, directly or indirectly, solicit, encourage, initiate, negotiate or discuss with, or provide any nonpublic information to, any Third Party or permit the consummation of any acquisition proposal relating to or affecting Seller, or any direct or indirect interests in Seller, whether by exchange offer, purchase of assets other than in the Ordinary Course of Business or stock, business combination, merger or other transaction, and that Selling Parties will promptly advise Buyer of the terms of any communications they may receive relating to any such acquisition proposal.
Sample 1

Related to NON-SOLICITATION; NON-NEGOTIATION

  • Non-Solicitation; Non-Hire You agree that for two (2) years after the expiration or termination of this Agreement, you will not hire, solicit, aid or suggest to any (i) employee of Hearst-Argyle, its subsidiaries or affiliates, (ii) independent contractor or other service provider or (iii) any customer, agency or advertiser of Hearst-Argyle, its subsidiaries or affiliates to terminate such relationship or to stop doing business with Hearst-Argyle, its subsidiaries or affiliates. If you violate this provision, Hearst-Argyle will have the same right to injunctive relief as outlined in Paragraph 6, as well as any other remedies it may have. If any court of competent jurisdiction finds any part of this paragraph unenforceable as to its duration, scope or geographic area, it shall be deemed amended to conform to the scope that would permit it to be enforced.

  • 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.

  • 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/Non-Compete Executive hereby covenants and agrees that, for a period of one (1) year following his termination of employment with the Bank (other than a termination of employment following a Change in Control), Executive shall not, without the written consent of the Bank, either directly or indirectly:

  • Noncompetition; Non-solicitation (a) Executive acknowledges the highly competitive nature of the Company’s business and that access to the Company’s confidential records and proprietary information renders Executive special and unique within the Company’s industries. In consideration of the amounts that may hereafter be paid to Executive pursuant to this Agreement (including Sections 3 and 4), Executive agrees that during the Term (including any extensions thereof) and during the Covered Time (as defined in Section 5.1(e)), Executive, alone or with others, will not, directly or indirectly, engage (as owner, investor, partner, stockholder, employer, employee, consultant, advisor, director or otherwise) in any Competing Business. For purposes of this Section 5, “

  • Non-Solicitation; No-Hire You agree to comply with the provisions of this Section 1(a) during the period of your employment with PNC and the 12-month period following your Termination Date, regardless of the reason for such termination of employment, as follows:

  • Non-Solicitation; Non-Interference During the Term and for a period of one year following the termination of the Executive’s employment for any reason, the Executive agrees that he/she will not, directly or indirectly, for the Executive’s benefit or for the benefit of any other person or entity, do any of the following:

  • Non-Solicitation; Non-Disparagement Executive shall not for a period of one (1) year following Executive’s termination of employment for any reason, either on Executive’s own account or jointly with or as a manager, agent, officer, employee, consultant, partner, joint venturer, owner or shareholder or otherwise on behalf of any other person, firm or corporation, directly or indirectly solicit or attempt to solicit away from the Company any of its officers or employees or offer employment to any person who is an officer or employee of the Company; provided, however, that a general advertisement to which an employee of the Company responds shall in no event be deemed to result in a breach of this Section 11(b). Executive also agrees not to harass or disparage the Company or its employees, clients, directors or agents.

  • Non-Hire/Non-Solicitation The Sub-Adviser hereby agrees that so long as the Sub-Adviser provides services to the Adviser or the Trust and for a period of one year following the date on which the Sub-Adviser ceases to provide services to the Adviser and the Trust, the Sub-Adviser shall not for any reason, directly or indirectly, on the Sub-Adviser’s own behalf or on behalf of others, hire any person employed by the Adviser, whether or not such person is a full-time employee or whether or not any person’s employment is pursuant to a written agreement or is at-will. The Sub-Adviser further agrees that, to the extent that the Sub-Adviser breaches the covenant described in this paragraph, the Adviser shall be entitled to pursue all appropriate remedies in law or equity.

  • Confidentiality Non Competition Non Solicitation A. The Executive acknowledges that:

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