Common use of Noncompetition Covenants Clause in Contracts

Noncompetition Covenants. Seller and each of the Stockholders, jointly and severally, agree that for a period of five years following the date of Closing, none of them shall directly or indirectly, through a subsidiary or affiliate, without the prior express written consent of Buyer: (i) engage, whether as a corporation on its own account, or as an officer, director, shareholder, owner, partner, joint venturer, investor, agent, or in a managerial capacity, whether as an employee, independent contractor, consultant or advisor, or as a sales representative, in the business of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within a radius of 100 air miles of San Antonio, Texas (the "Territory"); (ii) call upon any person who is, at that time, within the Territory, an employee of Buyer in a managerial capacity for the purpose or with the intent of enticing such employee away from or out of the employ of Buyer; (iii) call upon any person or entity which is, at that time, or which has been, within one year prior to that time, a customer of Seller or Buyer, as the case may be, within the Territory for the purpose of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within the Territory; (iv) call upon any prospective acquisition candidate, on their own behalf or on behalf of any competitor, which candidate was either called upon by Seller or Stockholders or for which Seller or Stockholders made an acquisition analysis for Seller or Buyer; (v) disclose the identity of Buyer's customers, whether in existence or proposed, to any person, firm, partnership, corporation or business for any reason or purpose whatsoever; or (vi) promote or assist, financially or otherwise (including, without limitation, lending, guaranteeing loans or otherwise providing financial assurance in any way), any person, firm, partnership, corporation or other entity whatsoever to do any of the above. Notwithstanding the above, the foregoing covenant shall not be deemed to prohibit Seller or Stockholders from: (A) acquiring as an investment not more than one percent of the capital stock of a competing business, whose stock is traded on a national securities exchange or over-the-counter; (B) continuing to operate the portion of its drain treatment business that utilizes on site organic chemicals as the treatment process; or (C) taking such actions necessary to comply with the terms and conditions of the Terminix Agreement.

Noncompetition Covenants. Seller and each of the StockholdersShareholder, jointly and severally, agree that for a period of five ten years following the date of Closing, none neither of them shall directly or indirectly, through a subsidiary or affiliateaffiliate (including without limitation, Betts Environmental or xxx xf its successors or assigns), without the prior express written consent of Buyer: (i) engage, whether as a corporation on its own account, or as an officer, director, shareholder, owner, partner, joint venturer, investor, agent, or in a managerial capacity, whether as an employee, independent contractor, consultant or advisor, or as a sales representative, in the business of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within a radius the states of 100 air miles of San AntonioTexas, Texas Louisiana and Arkansas (the "Territory"); (ii) call upon any person who is, at that time, within the Territory, an employee of Buyer in a managerial capacity for the purpose or with the intent of enticing such employee away from or out of the employ of Buyer; (iii) call upon any person or entity which is, at that time, or which has been, within one year two years prior to that time, a customer of Seller or Buyer, as the case may be, within the Territory for the purpose of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within the Territory; (iv) call upon any prospective acquisition candidate, on their own behalf or on behalf of any competitor, which candidate was either called upon by Seller or Stockholders Shareholder or for which Seller or Stockholders Shareholder made an acquisition analysis for Seller or Buyer; (v) disclose the identity of Buyer's customers, whether in existence or proposed, to any person, firm, partnership, corporation or business for any reason or purpose whatsoever; or (vi) promote or assist, financially or otherwise (including, without limitation, lending, guaranteeing loans or otherwise providing financial assurance in any way), any person, firm, partnership, corporation or other entity whatsoever to do any of the above. Notwithstanding the above, the foregoing covenant shall not be deemed to prohibit Seller or Stockholders from: Shareholder from (Ai) continuing to carry on its current sludge de-watering operations from its present location and providing services of a nature currently provided to clean water plants and publicly operated treatment works, or (ii) acquiring as an investment not more than one percent of the capital stock of a competing business, whose stock is traded on a national securities exchange or over-the-counter; (B) continuing to operate the portion of its drain treatment business that utilizes on site organic chemicals as the treatment process; or (C) taking such actions necessary to comply with the terms and conditions of the Terminix Agreement.

Noncompetition Covenants. Seller and each of the StockholdersStockholder, jointly and severally, agree that for a period of five years following the date of Closing, none neither of them shall directly or indirectly, through a subsidiary or affiliate, without the prior express written consent of Buyer: (i) engage, whether as a corporation on its own account, or as an officer, director, shareholder, owner, partner, joint venturer, investor, agent, or in a managerial capacity, whether as an employee, independent contractor, consultant or advisor, or as a sales representative, in the business of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within a radius of 100 air miles of San AntonioDallas, Texas (the "Territory"); (ii) call upon any person who is, at that time, within the Territory, an employee of Buyer in a managerial capacity for the purpose or with the intent of enticing such employee away from or out of the employ of Buyer; (iii) call upon any person or entity which is, at that time, or which has been, within one year prior to that time, a customer of Seller or Buyer, as the case may be, within the Territory for the purpose of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within the Territory; (iv) call upon any prospective acquisition candidate, on their own behalf or on behalf of any competitor, which candidate was either called upon by Seller or Stockholders Stockholder or for which Seller or Stockholders Stockholder made an acquisition analysis for Seller or Buyer; (v) disclose the identity of Buyer's customers, whether in existence or proposed, to any person, firm, partnership, corporation or business for any reason or purpose whatsoever; or (vi) promote or assist, financially or otherwise (including, without limitation, lending, guaranteeing loans or otherwise providing financial assurance in any way), any person, firm, partnership, corporation or other entity whatsoever to do any of the above. Notwithstanding the above, the foregoing covenant shall not be deemed to prohibit Seller or Stockholders from: (A) Stockholder from acquiring as an investment not more than one percent of the capital stock of a competing business, whose stock is traded on a national securities exchange or over-the-counter; (B) continuing to operate the portion of its drain treatment business that utilizes on site organic chemicals as the treatment process; or (C) taking such actions necessary to comply with the terms and conditions of the Terminix Agreement.

Noncompetition Covenants. Seller and each of the StockholdersShareholder, jointly and severally, agree that for a period of five ten years following the date of Closing, none neither of them shall directly or indirectly, through a subsidiary or affiliate, without the prior express written consent of Buyer: (i) engage, whether as a corporation on its own account, or as an officer, director, shareholder, owner, partner, joint venturer, investor, agent, or in a managerial capacity, whether as an employee, independent contractor, consultant or advisor, or as a sales representative, in the business of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within a radius of 100 200 air miles of San AntonioSeller's facilities in Haltom City, Texas (the "Territory"); (ii) call upon any person who is, at that time, within the Territory, an employee of Buyer in a managerial capacity for the purpose or with the intent of enticing such employee away from or out of the employ of Buyer; (iii) call upon any person or entity which is, at that time, or which has been, within one year two years prior to that time, a customer of Seller or Buyer, as the case may be, within the Territory for the purpose of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within the Territory; (iv) call upon any prospective acquisition candidate, on their own behalf or on behalf of any competitor, which candidate was either called upon by Seller or Stockholders Shareholder or for which Seller or Stockholders Shareholder made an acquisition analysis for Seller or Buyer; (v) disclose the identity of Buyer's customers, whether in existence or proposed, to any person, firm, partnership, corporation or business for any reason or purpose whatsoever; or (vi) promote or assist, financially or otherwise (including, without limitation, lending, guaranteeing loans or otherwise providing financial assurance in any way), any person, firm, partnership, corporation or other entity whatsoever to do any of the above. Notwithstanding the above, the foregoing covenant shall not be deemed to prohibit Seller or Stockholders from: Shareholder from (Ai) marketing or selling MIDOS technology or consulting with other companies in the use of the MIDOS technology, provided that no such activities targeted to businesses in the waste treatment industry will take place within the Territory, nor will any such activities be reasonably likely to have an adverse effect on the Business or the operations of the Facility, and (ii) acquiring as an investment not more than one percent of the capital stock of a competing business, whose stock is traded on a national securities exchange or over-the-counter; (B) continuing to operate the portion of its drain treatment business that utilizes on site organic chemicals as the treatment process; or (C) taking such actions necessary to comply with the terms and conditions of the Terminix Agreement.

Noncompetition Covenants. Seller and each of the StockholdersStockholder, jointly and severally, agree that for a period of five (5) years following the date of Closing, none of them shall directly or indirectly, through a subsidiary or affiliate, without the prior express written consent of Buyer: (i) engage, whether as a corporation on its own account, or as an officer, director, shareholder, owner, partner, joint venturer, investor, agent, or in a managerial capacity, whether as an employee, independent contractor, consultant or advisor, or as a sales representative, in the business of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or business of transport and disposal of non-hazardous nonhazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste, septic waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges)) ; and transportation or collection of any such materials, in each case within a radius of 100 air miles of San AntonioBraintree, Texas Massachusetts (the "Territory"); (ii) call upon any person who is, at that time, within the Territory, an employee of Buyer in a managerial capacity for the purpose or with the intent of enticing such employee away from or out of the employ of Buyer; (iii) call upon any person or entity which is, at that time, or which has been, within one year prior to that time, a customer of Seller or Buyer, as the case may be, within the Territory for the purpose of: siting, developing, constructing, permitting or operating a facility for of the processing, treatment or business of transport and disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within the Territory; (iv) call upon any prospective acquisition candidate, on their own behalf or on behalf of any competitor, which candidate was either called upon by Seller or Stockholders Stockholder or for which Seller or Stockholders Stockholder made an acquisition analysis for Seller or Buyer; (v) disclose the identity of Buyer's customers, whether in existence or proposed, to any person, firm, partnership, corporation or business for any reason or purpose whatsoever; or (vi) promote or assist, financially or otherwise (including, without limitation, lending, guaranteeing loans or otherwise providing financial assurance in any way)) , any person, firm, partnership, corporation or other entity whatsoever to do any of the above. Notwithstanding the above, the foregoing covenant shall not \not be deemed to prohibit Seller or Stockholders from: (A) Stockholder from acquiring as an n investment not more than one percent of the capital stock of a competing business, whose stock is traded on a national securities exchange or over-the-counter; (B) continuing to operate the portion of its drain treatment business that utilizes on site organic chemicals as the treatment process; or (C) taking such actions necessary to comply with the terms and conditions of the Terminix Agreement.

Noncompetition Covenants. Seller and each of the Stockholders, jointly and severally, agree that for a period of five four years following the date of Closing, none of them shall directly or indirectly, through a subsidiary or affiliate, without the prior express written consent of Buyer: (i) engage, whether as a corporation on its own account, or as an officer, director, shareholder, owner, partner, joint venturer, investor, agent, or in a managerial capacity, whether as an employee, independent contractor, consultant or advisor, or as a sales representative, in the business of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous nonhazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within a radius of 100 air miles of San AntonioBraintree, Texas Massachusetts (the "Territory"); (ii) call upon any person who is, at that time, within the Territory, an employee of Buyer in a managerial capacity for the purpose or with the intent of enticing such employee away from or out of the employ of Buyer; (iii) call upon any person or entity which is, at that time, or which has been, within one year prior to that time, a customer of Seller or Buyer, as the case may be, within the Territory for the purpose of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within the Territory; (iv) call upon any prospective acquisition candidate, on their own behalf or on behalf of any competitor, which candidate was either called upon by Seller or Stockholders or for which Seller or Stockholders made an acquisition analysis for Seller or Buyer; (v) disclose the identity of Buyer's customers, whether in existence or proposed, to any person, firm, partnership, corporation or business for any reason or purpose whatsoever; or (vi) promote or assist, financially or otherwise (including, without limitation, lending, guaranteeing loans or otherwise providing financial assurance in any way), any person, firm, partnership, corporation or other entity whatsoever to do any of the above. Notwithstanding the above, the foregoing covenant shall not be deemed to prohibit Seller or Stockholders from: (A) from acquiring as an investment not more than one percent of the capital stock of a competing business, whose stock is traded on a national securities exchange or over-the-counter; (B) continuing to operate the portion of its drain treatment business that utilizes on site organic chemicals as the treatment process; or (C) taking such actions necessary to comply with the terms and conditions of the Terminix Agreement.

Noncompetition Covenants. Seller and each of the StockholdersStockholder, jointly and severally, agree that for a period of five years following the date of Closing, none of them shall directly or indirectly, through a subsidiary or affiliate, without the prior express written consent of Buyer: (i) engage, whether as a corporation on its own account, or as an officer, director, shareholder, owner, partner, joint venturer, investor, agent, or in a managerial capacity, whether as an employee, independent contractor, consultant or advisor, or as a sales representative, in the business of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within a radius of 100 air miles of San AntonioAustin, Texas (the "Territory"); (ii) call upon any person who is, at that time, within the Territory, an employee of Buyer in a managerial capacity for the purpose or with the intent of enticing such employee away from or out of the employ of Buyer; (iii) call upon any person or entity which is, at that time, or which has been, within one year prior to that time, a customer of Seller or Buyer, as the case may be, within the Territory for the purpose of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of non-hazardous liquid waste (including, without limitation, waste oil, waste water, grease trap waste, grit trap waste and oil contaminated water); siting, developing, constructing, permitting or operating a facility for the processing, treatment and disposal of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges); and transportation or collection of any such materials, in each case within the Territory; (iv) call upon any prospective acquisition candidate, on their own behalf or on behalf of any competitor, which candidate was either called upon by Seller or Stockholders Stockholder or for which Seller or Stockholders Stockholder made an acquisition analysis for Seller or Buyer; (v) disclose the identity of Buyer's customers, whether in existence or proposed, to any person, firm, partnership, corporation or business for any reason or purpose whatsoever; or (vi) promote or assist, financially or otherwise (including, without limitation, lending, guaranteeing loans or otherwise providing financial assurance in any way), any person, firm, partnership, corporation or other entity whatsoever to do any of the above. Notwithstanding the above, the foregoing covenant shall not be deemed to prohibit Seller or Stockholders Stockholder from: (A) acquiring as an investment not more than one percent of the capital stock of a competing business, whose stock is traded on a national securities exchange or over-the-counter; or (B) continuing to operate owning, operating or selling the portion of its drain treatment business that utilizes on site organic chemicals as the treatment process; or (C) taking such actions necessary to comply with the terms and conditions of the Terminix AgreementExcluded Business.

Noncompetition Covenants. Seller In consideration for the purchase and each sale of the StockholdersAssets, Buyer and T. Blanton, jointly and severally, agree that for a period of five years following yxxxx xxxxxwing the date of Closing, none neither of them shall directly or indirectly, through a subsidiary or affiliateaffiliate (including, without limitation, through family members of T. Blanton), without the prior express written consent of BuyerSeller: (i) engage, whether as a corporation on its own account, or as an officer, director, shareholder, owner, partner, joint venturer, investor, agent, or in a managerial capacity, whether as an employee, independent contractor, consultant or advisor, or as a sales representative, in the business of: siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of hazardous or non-hazardous liquid waste and/or products (including, without limitation, waste oil, waste water, yellow grease, brown grease, grease trap waste, grit trap waste and oil contaminated contaxxxxxed water); siting, developing, constructing, permitting cleaning or operating a facility maintenance of industrial tanks or storage containers used for the processing, treatment and disposal collection or storage of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges)any such materials; and transportation transportation, collection or collection processing of any such materials, in each case within a radius the United States of 100 air miles of San Antonio, Texas America (the "Territory"); (ii) call upon any person who is, at that time, within the Territory, an employee of Buyer Seller in a managerial capacity for the purpose or with the intent of enticing such employee away from or out of the employ of BuyerSeller; (iii) call upon any person or entity which is, at that time, or which has been, within one year two years prior to that time, a customer of Seller or Buyer, as the case may be, within the Territory for the purpose of: of soliciting contracts or business with such customer for the siting, developing, constructing, permitting or operating a facility for the processing, treatment or disposal of hazardous or non-hazardous liquid waste and/or products (including, without limitation, waste oil, waste water, yellow grease, brown grease, grease trap waste, grit trap waste and oil contaminated contaxxxxxed water); siting, developing, constructing, permitting cleaning or operating a facility maintenance of industrial tanks or storage containers used for the processing, treatment and disposal collection or storage of non-hazardous oilfield waste (including, without limitation, chlorides, heavy metals, cuttings, contaminated soils, drilling fluids and pit sludges)any such materials; and transportation transportation, collection or collection processing of any such materials, in each case within the Territory; (iv) call upon any prospective acquisition candidate, on their own behalf or on behalf of any competitor, which candidate was either called upon by Seller or Stockholders T. Blanton, or for which Seller or Stockholders T. Blanton made an acquisition analysis acquisitxxx xxxxxxis for Seller or BuyerSeller; (vx) disclose xxxclose the identity of BuyerSeller's customers, whether in existence or proposed, to any person, firm, partnership, corporation or business for any reason or purpose whatsoever; or (vi) promote or assist, financially or otherwise (including, without limitation, lending, guaranteeing loans or otherwise providing financial assurance in any way), any person, firm, partnership, corporation or other entity whatsoever to do any of the above. Notwithstanding the above, the foregoing covenant shall not be deemed to prohibit Seller Buyer or Stockholders from: T. Blanton from (Ai) acquiring as an investment not more than one percent of the perxxxx xx xxe capital stock of a competing business, business whose stock is traded on a national securities exchange or over-the-counter; , (Bii) continuing to operate engaging in the portion marketing and distribution of its drain treatment business that utilizes on site organic chemicals as the treatment process; processed yellow or brown grease, or other fat or oil products in any location, or (Ciii) taking such actions necessary to comply with the terms and conditions xxxxging in any of the Terminix Agreementactivities described in Schedule 7.1 attached hereto, which schedule may be amended from time to time by mutual agreement of the parties.