NONSOLICITATION; CUSTOMERS Sample Clauses

NONSOLICITATION; CUSTOMERS. Employee agrees that, during the Term of this Agreement and for one (1) year after the expiration or the effective date of a termination for any reason, Employee will not solicit customers or clients of the Company, or its subsidiaries, with a view to interfering or competing with the business of the Company or its subsidiaries or providing any product or service that is provided by the Company or its subsidiaries. Notwithstanding the foregoing, the restrictive covenants shall not prohibit (i) Employee from engaging in speaking and seminar engagements, or (ii) the ownership of securities of corporations which are listed on a national securities exchange or traded in the national over-the-counter market in an amount which shall not exceed 5% of the outstanding shares of any such corporation. The parties agree that the Company may sell, assign or otherwise transfer this covenant not to compete, in whole or in part, to any person, corporation, firm or entity that purchases all or substantially all of the Company’s assets (and assumes the obligations of the Company) or stock. In the event a court of competent jurisdiction determines that the provisions of the restrictive covenants are excessively broad as to duration, geographical scope or activity, it is expressly agreed that the restrictive covenants shall be construed so that the remaining provisions shall not be affected, but shall remain in full force and effect, and any such over broad provisions shall be deemed, without further action on the part of any person, to be modified, amended and/or limited, but only to the extent necessary to render the same valid and enforceable in such jurisdiction.
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NONSOLICITATION; CUSTOMERS. Employee agrees that, during the Term of this Agreement and for two (2) years after the effective date of a Termination For Cause, Employee will not solicit customers or clients of the Company, its parent company or their subsidiaries, with a view to interfering or competing with the business of the Company, its parent company or their subsidiaries or providing any product or service that is provided by the Company, its parent company or their subsidiaries. Notwithstanding the foregoing, if Employee (after termination of his employment with the Company) shall develop other education programs, services or products that may be marketed to school districts and said programs, services or products are not substantially similar to programs, services and products marketed by the Company, CKHI or its subsidiaries during Employee's term of employment ("Non-competing Products"), it shall not violate this Covenant Not to Compete if Employee to markets said Non-competing Products and solicits the Company's customers. Additionally, the restrictive covenants shall not prohibit the ownership of securities of corporations which are listed on a national securities exchange or traded in the national over-the-counter market in an amount which shall not exceed 5% of the outstanding shares of any such corporation. The parties agree that the Company may sell, assign or otherwise transfer this covenant not to compete, in whole or in part, to any person, corporation, firm or entity that purchases all or substantially all of the Company's assets or stock (and assumes the obligations of the Company). In the event a court of competent jurisdiction determines that the provisions of the restrictive covenants are excessively broad as to duration, geographical scope or activity, it is expressly agreed that the restrictive covenants shall be construed so that the remaining provisions shall not be affected, but shall remain in full force and effect, and any such over broad provisions shall be deemed, without further action on the part of any person, to be modified, amended and/or limited, but only to the extent necessary to render the same valid and enforceable in such jurisdiction.
Sample 1
NONSOLICITATION; CUSTOMERS. Xxxxxxxxxx agrees --------------------------- that, during term of the Content Development and License Agreement for the use of the ROL Content (Exhibit A) and for a period of two (2) years after its expiration or termination, Xxxxxxxxxx will not solicit customers or clients of the Companies, its parent company or their subsidiaries, with a view to interfering or competing with the Business of the Companies or their subsidiaries.
Sample 1
NONSOLICITATION; CUSTOMERS. During the Term of this Agreement and for a period of five-years following the Term, Agent shall not call, or solicit, or take away, any of the customers of Carrier on whom Agent called or with whom Agent became acquainted during the Term of this Agreement, either for Agent or any other Person. Agent stipulates that the relationship between Carrier and its customers is important, material, and confidential, and gravely affects the effective and successful conduct of the Carrier’s business and its goodwill, and that any breach, violation or evasion of the terms or intent of this provision is, or will be, a material breach of this Agreement and tortious.
Sample 1
NONSOLICITATION; CUSTOMERS. During the Term of this Agreement and for a period of five-years following the Term, Agent shall not call, or solicit, or take away, any of the customers of Broker on whom Agent called or with whom Agent became acquainted during the Term of this Agreement, either for Agent or any other Person. Agent stipulates that the relationship between Broker and its customers is important, material, and confidential, and gravely affects the effective and successful conduct of the Broker’s business and its goodwill, and that any breach, violation or evasion of the terms or intent of this provision is, or will be, a material breach of this Agreement and tortious.
Sample 1
NONSOLICITATION; CUSTOMERS. Within the regulated zone, and with respect to any customer with whom he has developed a relationship, or about whom he acquired knowledge of its needs, preferences, pricing or other information of material competitive value while associated with BYA, within any location where anyone BYA performed services for or sent a proposal to is doing business: directly or indirectly, on behalf of himself or any third parry, make any sales contact with, or solicit, or accept business from, any customers, provided, however, that this restriction shall apply only to products or services which are competitive with those of BYA within one (1) year prior to the Effective Time.
Sample 1

Related to NONSOLICITATION; CUSTOMERS

  • Nonsolicitation of Customers You shall not, while employed by Donnelley and for a period of 18 months from the date of Separation from Service with Donnelley for any reason, including your Separation from Service initiated by Donnelley with or without Cause, directly or indirectly, either on your own behalf or on behalf of any other person, firm or entity, solicit or provide services which are the same as or similar to the services Donnelley provided or offered while you were employed by Donnelley to any customer or prospective customer of Donnelley (i) with whom you had direct contact in the course of your employment with Donnelley or about whom you learned confidential information as a result of your employment with Donnelley or (ii) with whom any person over whom you had supervisory authority at any time had direct contact during the course of his or her employment with Donnelley or about whom such person learned confidential information as a result of his or her employment with Donnelley.

  • Nonsolicitation During Executive’s Company Employment and for eighteen (18) months following the termination of such employment for any reason, Executive shall not, directly or indirectly, either by himself or by providing substantial assistance to others (i) solicit any employee of the Company to terminate employment with the Company, or (ii) employ or seek to employ, or cause or assist any other person, company, entity or business to employ or seek to employ, any individual who was an employee of Company as of Executive’s Date of Termination.

  • Noncompetition; Nonsolicitation (a) The Executive acknowledges that in the course of his employment with the Company pursuant to this Agreement he will become familiar, and during the course of his employment by the Company or any of its subsidiaries or affiliates or any predecessor thereof prior to the date of this Agreement he has become familiar, with trade secrets and customer lists of and other confidential information concerning the Company and its subsidiaries and affiliates and predecessors thereof and that his services have been and will be of special, unique and extraordinary value to the Company.

  • Noncompete, Nonsolicitation (a) The Executive agrees that, during the time he is employed by the Company or any of its Subsidiaries and during any applicable Post-Termination Period (as herein defined) (the “Noncompete Period”), he shall not directly or indirectly own, operate, manage, control, participate in, consult with, advise, provide services for, or in any manner engage in any business (including by himself or in association with any person, firm, corporate or other business organization or through any other entity) in competition with, or potential competition with, the businesses of the Company or any of its Subsidiaries as such businesses (the “Businesses”) exist during the Executive’s employment by the Company, within the United States or any other geographical area in which the Company or any of its Subsidiaries engages or plans to engage in the Businesses (the “Geographical Area”). Nothing herein shall prohibit the Executive from being a passive owner of not more than 2% of the outstanding stock of a corporation which is publicly traded, so long as the Executive has no active participation in the business of such corporation. For purposes of this Section 5, “

  • Nonsolicitation of Clients The Executive hereby agrees that during the Noncompete Restricted Period, the Executive shall not, in any manner, directly or indirectly, (a) Solicit a Client to transact business with a Competitive Enterprise or to reduce or refrain from doing any business with the Firm, to the extent the Executive is soliciting a Client to provide them with services that would be considered a Competing Activity if such services were provided by the Executive, or (b) interfere with or damage (or attempt to interfere with or damage) any relationship between the Firm and a Client. For purposes of this Agreement, the term “Solicit” means any direct or indirect communication of any kind whatsoever, regardless of by whom initiated, inviting, advising, persuading, encouraging or requesting any person or entity, in any manner, to take or refrain from taking any action, and the term “Client” means any client or prospective client of the Firm, whether or not the Firm has been engaged by such Client pursuant to a written agreement; provided that an entity which is not a client of the Firm shall be considered a “prospective client” for purposes of this sentence only if the Firm made a presentation or written proposal to such entity during the 12-month period preceding the Date of Termination or was preparing to make such a presentation or proposal at the time of the Date of Termination.

  • NONSOLICITATION; NONINTERFERENCE During the Executive’s employment with the Company and for a period of two (2) years thereafter, the Executive agrees that the Executive shall not, except in the furtherance of the Executive’s duties hereunder, directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (i) solicit, aid or induce any customer of Parent or an Affiliate to purchase goods or services then sold by Parent or any Affiliate from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, representative or agent of Parent or any Affiliate to leave such employment or retention or, in the case of employees, to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with Parent or any Affiliate, or hire or retain any such employee, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, or (iii) interfere, or aid or induce any other person or entity in interfering, with the relationship between Parent or any Affiliate and any of their respective vendors, joint venturers or licensors. An employee, representative or agent shall be deemed covered by this Section 10(c) while so employed or retained and for a period of six (6) months thereafter. Notwithstanding the foregoing, the provisions of this Section 10(c) shall not be violated by general advertising or solicitation not specifically targeted at Parent or Affiliate-related individuals or entities.

  • Noncompetition Nonsolicitation and Confidentiality As a material inducement to continue to employ him, Employee agrees to execute the Noncompetition, Nonsolicitation and Confidentiality Agreement attached hereto as Exhibit A, the terms of which are incorporated herein by reference.

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

  • Noncompetition and Nonsolicitation Executive acknowledges that in the course of his employment with Employer he will become familiar with the Company’s, Employer’s and their respective Subsidiaries’ trade secrets and with other confidential information concerning the Company, Employer and such Subsidiaries and that his services will be of special, unique and extraordinary value to the Company and Employer and such Subsidiaries. Therefore, Executive agrees that:

  • Confidentiality, Non-Solicitation and Non-Compete The Participant agrees to, understands and acknowledges the following:

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