Noncompetition and Employment Agreements Sample Clauses

Noncompetition and Employment Agreements. (a) SELLER, each Shareholder, Xxxxxx Xxxxxxxx and Xxxxx Xxxxxxxx shall have executed and delivered to BUYER a noncompetition agreement in the form attached hereto as Exhibit A as required by Section 9.9. ---------
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Noncompetition and Employment Agreements. At the Effective Time (a) ---------------------------------------- the Parent and the Company mangers identified in Section 5.14 of the Company Schedules shall enter into noncompetition agreements in the form attached as Exhibit C (the "NONCOMPETITION AGREEMENTS") and (b) Xxxxxx Xxxxxx and Xxxxxx Xxx --------- shall enter into employment agreements with the Parent in a form satisfactory to the parties thereto (the "EMPLOYMENT AGREEMENTS"). The Noncompetition Agreements and the Employment Agreements shall become effective as of the Effective Time.
Noncompetition and Employment Agreements. The Seller shall retain any and all payment obligations and liability under the Noncompetition Agreements. To the extent any Noncompetition Agreement runs to the benefit of the Seller or an Affiliate of the Seller other than the Company or one of its Subsidiaries, the Seller shall either assign the rights under such Noncompetition Agreement to the Company at or prior to the Closing and effective as of the Closing Date, or cooperate with the Company in enforcing any such rights in the name of the Seller or such Affiliate, but at the Company's sole cost and expense. At or prior to the Closing and effective as of the Closing Date, the Seller shall assign its rights under the employment agreements listed on Schedule 5.13(a) (the "Employment Agreements") to the Company; provided that, notwithstanding the foregoing, the Seller shall be responsible for, and indemnify and hold the Buyer harmless from any and all obligations pursuant to the employment agreements listed on Schedule 5.13(b) other than the obligation to pay compensation and benefits provided pursuant to paragraph 5 of each such agreement.
Noncompetition and Employment Agreements. Seller and Funk shall have executed and delivered to Purchaser the Noncompetition Agreement in substantially the form attached hereto as Exhibit D. Fxxx xxxll have executed and delivered to Purchaser the Employment Agreement in substantially the form attached hereto as Exhibit E.
Noncompetition and Employment Agreements. Purchaser shall have executed and delivered to Seller and Funk the Noncompetition Agreement. Purchaser shall have executed and delivered to Funk the Employment Agreement.
Noncompetition and Employment Agreements. (a) Each of the Persons that are to enter into a Noncompetition Agreement pursuant to Section 3.4 agree to and shall, at or prior to the Closing, enter into such Noncompetition Agreement.
Noncompetition and Employment Agreements. Prior to the Effective Time ---------------------------------------- (a) Parent and the Sole Shareholder shall enter into a noncompetition agreement substantially in the form attached as Exhibit B (the "Noncompetition Agreement") --------- and (b) the Sole Shareholder shall enter into an employment agreement with Parent in a form satisfactory to the parties thereto (the "Employment Agreement"). The Noncompetition Agreement and the Employment Agreement shall become effective as of the Effective Time.
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Noncompetition and Employment Agreements. (a) Purchaser shall have received an executed Noncompetition and Restrictive Covenants Agreement from Sellers and Willxxx Xxx Xxxxxx xx the form attached hereto as Exhibit C.

Related to Noncompetition and Employment Agreements

  • Noncompetition Agreements Purchaser shall have executed and delivered to each Seller a Noncompetition Agreement substantially in the form attached hereto as Schedule 6.5(a).

  • Employment and Noncompetition Agreements The Employment and Noncompetition Agreements referred to in Sections 7.1 and 8.3, duly executed by the persons referred to in such Sections.

  • Employment Agreements Each of the persons listed on Schedule 9.12 shall have been afforded the opportunity to enter into an employment agreement substantially in the form of Annex VIII hereto.

  • Employment and Non-Competition Agreements The employees of Target set forth on Schedule 5.17 shall have accepted employment with Acquiror and shall have entered into an Employment and Non-Competition Agreement substantially in the form attached hereto as Exhibits H-1, et. seq.

  • Noncompetition Agreement In consideration of the compensation paid or payable to Executive by the Company pursuant to this Agreement (including, but not limited to, Section 2 hereof), Executive hereby agrees as follows:

  • 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.

  • 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:

  • Effect of Employment Agreement Notwithstanding any provision herein to the contrary, in the event of any inconsistency between this Section 6 and any employment agreement entered into by and between you and the Company, the terms of the employment agreement shall control.

  • Employment; Noncompetition; Nondisclosure The Manager has not been notified that any of its executive officers or key employees named in the General Disclosure Package (each, a “Company-Focused Professional”) plans to terminate his or her employment with the Manager or Colony, as the case may be. Neither the Manager nor, to the knowledge of the Manager, any Company-Focused Professional is subject to any noncompete, nondisclosure, confidentiality, employment, consulting or similar agreement that would be violated by the present or proposed business activities of the Company or the Manager as described in the Registration Statement, the General Disclosure Package and the Prospectus.

  • Employment and Consulting Agreements Xxxxxxx X. Xxxx and Xxxx X. Xxxxxx shall have executed and delivered employment agreements with BRI, and Xxxxxx Xxxx shall have executed and delivered a Consulting Agreement with BRI.

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