EXHIBIT 6.18
NON-COMPETITION AGREEMENT
This Non-Competition Agreement (Agreement) is made this 22nd day of July, 1999,
and entered into between 1-800-AutoTow, Inc., a Florida corporation ("Company"),
and Xxxxxx X. Xxxxxxx ("Seller").
AGREEMENT
1. In consideration, Seller covenants and agrees that for a period of five
(5) years Seller shall not;
(a) for her own account or either as agent, consultant or
servant, or as a seller of any corporation or member
of any firm, own, manage, operate, join, control, or
participate in the ownership, management, operation
or control of any individual, or that division or
part of any entity or business that is in the vehicle
towing, transport, salvage or auction businesses,
within one hundred (100) miles of the Company or any
affiliated company operation;
(b) call upon any person who is, at that time, an
employee of the company or any affiliated company in
a managerial capacity for the purpose or with the
intent of enticing such employee away from or out of
the employ of the Company or any affiliated company;
(c) call upon any person or entity which is, at that time
or which as been, within one (1) year prior to that
time, a customer of the Company, or any affiliated
company for the purpose of soliciting or selling
products or services in direct competition with the
Company, or any affiliated Company;
(d) call upon any prospective acquisition candidate,
on his behalf or on behalf of any competitor in the
vehicle towing or transport business; or
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(e) disclose customers, whether in existence or proposed,
of the Company or any affiliated company, to any
person, firm, partnership, corporation or business
for any reason or purpose whatsoever excluding
disclosure to the Company or any affiliated company.
(f) In the event of an actual or threatened breach by
Seller of any of the provisions in Paragraph 1
hereof, Company shall be entitled to an injunction
restraining Seller from the prohibited conduct
without the necessity of establishing irreparable
injury to Company unless required under Florida law.
If a court of competent jurisdiction should hold that
the duration and/or scope (geographic or otherwise)
of the covenants contained in Paragraph 1 hereof are
in violation of Florida law, then, to the extent
permitted under Florida law, the Circuit Court for
Palm Beach County shall enforce all such covenants
(geographic and otherwise) to the fullest extent
permitted under Florida law and the parties hereto
agree to be bound by same. Nothing herein stated
shall be construed as prohibiting Company from
pursuing any other remedies available to it for such
breach or threatened breach, including the recovery
of damages from Seller. In any action or proceeding
to enforce the provisions of this agreement, or
seeking damages for breach or threatened breach of
this agreement, the prevailing party shall be
reimbursed by the other party for all costs incurred
in such action or proceeding including, without
limitation, all court costs and filing fees, and all
reasonable attorneys' fees, incurred either at the
trial level or at all appellate levels. Such
reimbursement, if any, shall be paid within thirty
(30) calendar days after the rendition of a final
order in such action or proceeding.
(g) The existence of any claim or cause of action by
Seller against Company, shall not constitute a
defense to the enforcement by Company of the
foregoing restrictive covenant.
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(h) In the event Company obtains an injunction against
Seller arising from Seller's violation of any of the
covenants set forth in this agreement, then all of
the terms of and covenants in this agreement shall
automatically be extended for a period of one (1)
year, with such extension period commencing, without
Order of Court or any writing or other action by the
parties hereto, on the date that an injunction Order
is entered against Seller in any such action or
proceeding to enforce the provisions of this
agreement.
1-800-AutoTow, Inc. Seller
/s/ Xxxx X. Xxxxxxxxx /s/ Xxxxxx X. Xxxxxxx
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Xxxx X. Xxxxxxxxx Xxxxxx X. Xxxxxxx
President
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