Reasonableness of Restraints. Employee acknowledges that:
(i) The imposition of restrictions, restraints and limitations set forth in Section 6 hereof are necessary for the reasonable and adequate protection of the Company's business and do not prevent Employee from earning a living.
(ii) Each and every restriction, restraint and limitation set forth in Section 6 hereof is reasonable in respect to geographic area, subject matter and length of time.
Reasonableness of Restraints. Each Stockholder agrees that the covenants contained in this Section 6.1 are independent and severable covenants from the other covenants contained in this Stockholders Agreement. Each Stockholder agrees that the period of time and other limitations set forth in the aforesaid covenants are reasonable and acceptable to such Stockholder. Each Stockholder agrees that the covenants in this Section 6.1 are necessary to protect the legitimate business interests of Search and the Surviving Corporation. If a Stockholder violates, or threatens to violate, this Section 6.1, such Stockholder will cause irreparable injury to Search and the Surviving Corporation that may not be capable of being remedied by monetary damages. Therefore, with respect to each and every breach or violation by such Stockholder of any of the covenants in this Section 6.1, Search, in addition to all other remedies, shall be entitled to enjoin the continuance thereof and may, with notice to such Stockholder, apply to any court of competent jurisdiction for entry of an immediate restraining order or injunction. Notwithstanding the foregoing, Search shall be entitled to recover all damages which Search and/or the Surviving Corporation suffer due to any violation of this Section 6.1 which shall include all profits related to such Stockholder's violation of any term or condition of this Section 6.1. Search and/or the Surviving Corporation may pursue either or both of the remedies (injunction and damages) described above concurrently or consecutively in any order, as to any such breach or violation, and the pursuit of one of such remedies at any time will not be deemed an election of remedies or waiver of the right to pursue the other of such remedies. It is agreed that if a specific covenant in this Section 6.1 is not enforceable in a specific state, that same covenant may be enforced in all other states in which it is enforceable. Any judgment prohibiting enforcement of a covenant herein in a specific state shall not prohibit enforcement of that covenant in any other state. It is expressly recognized and agreed that in the event any covenant of this Section 6.1 be held invalid or unenforceable by a court of competent jurisdiction, that the same shall not affect any other covenant of this Section 6.1, and that the remaining covenants in this Section 6.1 shall remain in full force and effect. If the invalidity or unenforceability of any covenant in this Section 6.1 is due to the unreasonableness of ...
Reasonableness of Restraints. I acknowledge and agree that clause 12.1 of this agreement restricts my absolute freedom to exploit my likeness, name, image, person or performance. I acknowledge and agree that such restrictions are necessary and reasonable in the public interest and for the purposes of protecting the sources of income from marketing and fundraising, which are necessary to fund:
(a) the operations of CA in facilitating the Team; and
(b) the development and participation of competition in future Australian representative Cycling teams.
Reasonableness of Restraints. Employee understands and acknowledges that the Company has made substantial investments to develop its business interests and goodwill and to provide special training to Employee for the performance of Employee’s duties. Employee further agrees that such investments are worthy of protection and that the Company’s need for the protections afforded by Paragraphs 1-4 is greater than any hardship Employee may experience by complying with the terms of this Agreement. Employee agrees that the limitations as to time, geographical area and scope of activity to be restrained in Paragraphs 1-4 are reasonable and are not greater than necessary to protect the goodwill or other business interests of the Company; and that valid and sufficient consideration was given to Employee for the covenants.
Reasonableness of Restraints. The Shareholders believe that each of the restraint obligations imposed by Clause 4.1 are reasonable in their extent (as to all of duration, geographical area and restrained conduct) having regard to the interests of the Company and extend no further than is reasonably necessary but if any such restriction or any part thereof shall be found to be void but would be valid if some part thereof were deleted or the period of application reduced, such restriction shall apply with such modification as may be necessary to make it valid and effective.
Reasonableness of Restraints. You acknowledge that you have carefully read the Agreement, including this Exhibit D, and have given careful consideration to the restraints imposed upon you by the Agreement, and acknowledge the necessity of such restraints for the reasonable and proper protection of the Company Group’s confidential information, business strategies, employee and customer relationships, and goodwill now existing or to be developed in the future. You expressly acknowledge and agree that each and every restraint imposed by the Agreement, including as set forth on this Exhibit D, is reasonable with respect to subject matter, time period, and geographical area. You acknowledge further that although your compliance with the covenants contained in this Exhibit D may prevent you from earning a livelihood in a business similar to the business of the Company Group, your experience and capabilities are such that you have other opportunities to earn a livelihood and adequate means of support you and your dependents.
Reasonableness of Restraints. It is agreed by the parties that the foregoing covenants impose a reasonable restraint on Employee and are no greater than necessary to protect the Company Group’s legitimate business interests, including the protection of the Company Group’s trade secrets, Confidential Information and goodwill. In the event any court of competent jurisdiction shall determine that the scope, time or territorial restrictions set forth herein are unreasonable, then it is the intention of the parties that such restrictions be enforced to the fullest extent that the court deems reasonable, and the covenants contained herein shall thereby be reformed.
Reasonableness of Restraints. The Seller and each of Xxxx Xxxxxxxx, Xxxxxx Xxxxxxxxx and Xxxxxx Xxxxxx hereby acknowledge that: (i) it or he is fully familiar with the restrictions, restraints and limitations imposed upon him in Section 7.2 hereof (collectively, the "Restraints"); (ii) the Buyer would not undertake the transactions contemplated hereunder without the imposition of the Restraints and their agreement herein to abide by such
Reasonableness of Restraints. You acknowledge that you have carefully read and considered all the terms and conditions of this Agreement, including the restraints imposed upon you by the Agreement. You agree without reservation that each of the restraints contained herein is necessary for the reasonable and proper protection of our goodwill, confidential information and other legitimate interests; that each and every one of those restraints is reasonable in respect to subject matter, length of time and geographic area; and that these restraints, individually or in the aggregate, will not prevent you from obtaining other suitable employment during the period in which you are bound by these restraints. You also acknowledge and agree that if you violate any of the restraints in this Agreement that the damage to us would be irreparable and, therefore you agree that we, in addition to any other remedy available to us, will be entitled to preliminary and permanent injunctive relief against any such violation or threatened violation, as determined by a court of competent jurisdiction, of these restraints, without having to post bond.
Reasonableness of Restraints. The Shareholders recognize and acknowledge that the restraints imposed in this Agreement on the disposition of their Shares are fair and reasonable in consideration of their absolute necessity for the proper conduct of the business of the Company, and in consideration of the provisions of this Agreement providing a market for their Shares, at a fair price, upon their death.
