Non-Competition and Non-Solicitation Agreement Sample Contracts

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NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • January 19th, 2024 • New Horizon Aircraft Ltd. • Aircraft • Delaware

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of , 2024, by the individual set forth on the signature page hereto (the “Subject Party”) in favor of and for the benefit of Pono Capital Three, Inc., a British Columbia company, which will be known after the consummation of the transactions contemplated by the Business Combination Agreement (as defined below) as “New Horizon Aircraft Ltd.” (including any successor entity thereto, the “Purchaser”), Robinson Aircraft Ltd. d/b/a Horizon Aircraft (the “Company”), and each of the Purchaser’s and/or the Company’s respective Affiliates, successors and direct and indirect Subsidiaries (collectively with the Purchaser and the Company, the “Covered Parties”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement. Purchaser, the Company and Subject Party may be referred to herein individually as a “Party”

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • May 30th, 2023 • MingZhu Logistics Holdings LTD • Transportation services • New York

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of May 26, 2023 by Liquor Alliance Holdings Limited (“Sellers”), and Yuhan Zhao serving as director, officer, manager or employee of the Company (as defined below) or any of its Subsidiaries (“Managers” and, together with Sellers, the “Subject Parties”), in favor of and for the benefit of Mingzhu Logistics Holdings Limited, a corporation incorporated in the Cayman Islands (“Purchaser”), Liquor Alliance Investment (BVI) Limited, a limited liability incorporated in the British Virgin Islands (the “Company”), and each of Purchaser’s, and/or the Company’s respective present and future Affiliates, successors and direct and indirect Subsidiaries (collectively, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Share Purchase Agreement.

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • April 18th, 2024 • Marsh & McLennan Companies, Inc. • Insurance agents, brokers & service • New York

This Agreement is entered into in consideration of the Executive’s employment by the Company as President and Chief Executive Officer of Guy Carpenter effective as of January 1, 2022, the Company’s execution of the December 1, 2021 Agreement regarding his terms of employment, Executive’s eligibility for a discretionary bonus and other compensation as an employee of the Company, and Executive’s access to confidential information and trade secrets belonging to the Company. For the purposes of this Agreement, the term “Company” means Marsh McLennan and/or any corporation, partnership, joint venture, limited liability company, or other entity in which Marsh McLennan has a 10% or greater direct or indirect interest.

EXECUTION VERSION NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • May 5th, 2020 • New York

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of June 17, 2019, by the undersigned (“Seller”) in favor of and for the benefit of MTech Acquisition Holdings Inc., a Delaware corporation which will be known after the consummation of the transactions contemplated by the Merger Agreement (as defined below) (the “Closing”) as “Akerna Inc.” (together with its successors, “Pubco”), MJ Freeway LLC, a Colorado limited liability company (together with its successors, including the Company Surviving Subsidiary (as defined in the Merger Agreement, the “Company”), and each of Pubco’s and the Company’s present and future Affiliates, successors and direct and indirect Subsidiaries (including Purchaser) (collectively with Pubco and the Company, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • July 25th, 2023 • PSQ Holdings, Inc. • Services-advertising • Florida

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of July 19, 2023 by Bradley Searle (the “Executive”) and Colombier Acquisition Corp., a Delaware corporation (including any successor entity thereto, the “Purchaser”) in favor of and for the benefit of the Purchaser, PSQ Holdings, Inc., a Delaware corporation, and each of the Purchaser’s and/or the Company’s respective present and future Affiliates, successors and direct and indirect subsidiaries of (collectively with the Purchaser and the Company, the “Covered Parties”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (as defined below). References herein to the “Company” before the consummation of the Merger will be to PSQ Holdings, Inc. and, after the consummation of the Merger, to Purchaser and the former PSQ Holdings, Inc., then to be known as PublicSq. Inc.

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • October 28th, 2020 • Live Oak Acquisition Corp • Blank checks • New York

This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is made as of October 3, 2020, by and between Live Oak Acquisition Corp., a Delaware corporation (“Live Oak”), and Michael Smith, an individual (the “Restricted Party”). Live Oak and the Restricted Party are each sometimes referred to in this Agreement as a “Party,” and collectively as the “Parties.” Capitalized terms used and not defined herein have the respective meanings ascribed to them in the Merger Agreement (as defined below).

NON-COMPETITION and NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • April 24th, 2003 • Sirna Therapeutics Inc • Pharmaceutical preparations • Colorado

This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of February 11, 2003, by and among Ribozyme Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and Marvin Tancer, an individual (“Employee”).

FORM OF NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • February 14th, 2024 • 99 Acquisition Group Inc. • Blank checks

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of February 12, 2024, by Bernaldo Dancel (the “Subject Party”) in favor of and for the benefit of 99 Acquisition Group Inc., a Delaware corporation (including any successor entity thereto, the “Parent”), Nava Health MD, Inc., a Maryland corporation (the “Company”), and each of the Parent’s and/or the Company’s respective present and future Affiliates, successors and direct and indirect subsidiaries (collectively with the Parent and the Company, the “Covered Parties”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.

EX-10.19 2 dex1019.htm NON-COMPETITION AND NON-SOLICITATION AGREEMENT - EVAN H. ZUCKER NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • May 5th, 2020 • Colorado

THIS AGREEMENT (this “Agreement”), dated as of October 10, 2006, is made by and between DIVIDEND CAPITAL TRUST INC., a Maryland corporation (the “REIT”) and EVAN H. ZUCKER (the “Principal”).

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • April 4th, 2022 • M&t Bank Corp • State commercial banks • Connecticut

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (the “Agreement”), dated as of February 21, 2021, by and among People’s United Financial, Inc. (the “Company”), a Delaware corporation, and Kirk W. Walters (“Executive”) is effective as of the Closing (as defined below) (the “Effective Date”). For purposes of this Agreement, Executive and the Company shall each be a “Party” and shall collectively be the “Parties”.

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • September 24th, 2009 • Adobe Systems Inc • Services-prepackaged software • Utah

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (the “Noncompetition Agreement”) is being executed and delivered as of September 15, 2009, by Chris Harrington (“Employee”), in favor of, and for the benefit of Adobe Systems Incorporated, a Delaware corporation (“Parent”), and the other Beneficiaries. Certain capitalized terms used in this Noncompetition Agreement are defined in Section 14.

ESGL HOLDINGS LIMITED NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • September 19th, 2023 • ESGL Holdings LTD • Refuse systems

ESGL HOLDINGS LIMITED (Company no. 395568), an exempted company with limited liability duly incorporated and validly existing under the laws of the Cayman Islands (the “Company”).

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • March 15th, 2007 • Universal Display Corp \Pa\ • Electronic components & accessories • New Jersey

This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is between the employee identified in the signature block below (“Employee”) and UDC, Inc., a New Jersey corporation with a place of business at 375 Phillips Blvd., Ewing, New Jersey 08618, together with its affiliates (collectively, “UDC”).

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • August 14th, 2012 • National Patent Development Corp • Miscellaneous manufacturing industries • New York

This NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is made and entered into this 18th day of June, 2012, between Amit S. Khandwala (“Employee”) and National Patent Development Corporation, a Delaware corporation (the “Parent”).

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • April 29th, 2024 • Tevogen Bio Holdings Inc. • Biological products, (no disgnostic substances) • Delaware

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) has been executed, and is effective as of the Closing Date, by Dr. Ryan Saadi, Chief Executive Officer of the Company and stockholder of the Company (defined below) (the “Subject Party”), in favor of and for the benefit of Semper Paratus Acquisition Corporation, a Cayman Islands exempted company (including any successor entity thereto, the “Purchaser”), and each of the Purchaser’s Affiliates, successors, and direct and indirect Subsidiaries (collectively with the Purchaser, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (defined below).

EX-10.7 3 a2218985zex-10_7.htm EX-10.7 NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • May 5th, 2020 • New York

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (the “Agreement”) is made by and between Broadpoint Securities Group, Inc., a New York corporation and its successors (“Broadpoint”), and the undersigned prospective stockholder (the “Stakeholder”) in Broadpoint.

Contract
Non-Competition and Non-Solicitation Agreement • November 5th, 2008 • Brinks Co • Arrangement of transportation of freight & cargo

NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) dated as of October 31, 2008, between THE BRINK’S COMPANY, a Virginia corporation (“Brink’s”), and BRINK’S HOME SECURITY HOLDINGS, INC., a Virginia corporation (“BHS”). Capitalized terms used herein but not otherwise defined herein shall have the meanings set forth in the Separation and Distribution Agreement (as defined below).

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • May 9th, 2013 • Marsh & McLennan Companies, Inc. • Insurance agents, brokers & service • New York

This Agreement is entered into in consideration of the (a) Executive’s employment by the Employer in a senior executive position, (b) Executive’s eligibility for certain bonus compensation of Employer, and (c) Executive’s access to confidential information and trade secrets belonging to Employer.

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • July 24th, 2024 • AIB Acquisition Corp • Blank checks • New York

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of July 18, 2024, by the undersigned security holder of the Company (as defined below) (the “Subject Party”) in favor of and for the benefit of PS International Group Ltd., an exempted company incorporated with limited liability in the Cayman Islands (“Pubco”), AIB Acquisition Corporation, an exempted company incorporated with limited liability in the Cayman Islands (together with its successors, including the Surviving Entity (as defined in the Business Combination Agreement), “SPAC”), PSI Group Holdings Ltd 利航國際控股有限公司, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), and each of Pubco’s, SPAC’s and/or the Company’s present and future Affiliates, successors and direct and indirect Subsidiaries (including the Company) (collectively with Pubco, SPAC and the Company, the “Covered Parties”). Any capitalized term used, but not defined in th

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • September 29th, 2005 • Digital Music Group, Inc. • California

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is made and entered into as of September 12, 2005 by and among Digital Music Group, Inc., a Delaware corporation (“DMG”), and the undersigned shareholder (“Shareholder”) of Digital Musicworks International, Inc., a California corporation (the “Company”). The Closing Date (as defined in the Merger Agreement (as defined below)) shall be the “Effective Date” of this Agreement.

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NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • August 24th, 2017 • Victory Energy Corp • Crude petroleum & natural gas • Texas

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of August 21, 2017 by ARMACOR HOLDINGS, LLC, a Delaware limited liability company (the “Covenantor”) in favor of, and for the benefit of, VICTORY ENERGY CORPORATION, a Nevada corporation, (the “Company”), and the other Beneficiaries (as hereinafter defined). Certain capitalized terms used in this Agreement but not otherwise defined shall have the meaning set forth in Section 20 hereof.

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • April 25th, 2023 • Iwac Holdings Inc. • Retail-nonstore retailers • Delaware

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of February 10, 2023, by the undersigned member of the Company (as defined below) (the “Subject Party”) in favor of and for the benefit of IWAC Holdings Inc., a Delaware corporation which will be known after the consummation of the transactions contemplated by the Merger Agreement (as defined below) (the “Closing”) as “Refreshing USA, Inc.” (together with its successors, “Pubco”), Refreshing USA, LLC, a Washington limited liability company (together with its successors, including the Company Surviving Subsidiary (as defined in the Merger Agreement) (the “Company”), and each of Pubco’s and/or the Company’s respective present and future Affiliates, successors and direct and indirect Subsidiaries (including the Purchaser (as defined below)) (collectively with Pubco and the Company, the “Covered Parties”). Any capitalized term used but not defined in this Agreement will have the meanin

EX-2.2 2 d477111dex22.htm NON-COMPETITION AND NON-SOLICITATION AGREEMENT EXECUTION VERSION COMPANY NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • May 5th, 2020 • Delaware

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is entered into as of January 31, 2013 by and between Sycamore Networks, Inc., a Delaware corporation (“Seller”), and Sycamore Networks Solutions, Inc. (formerly known as Sunrise Acquisition Corp.), a Delaware corporation (collectively, with its Affiliates, “Buyer”).

Contract
Non-Competition and Non-Solicitation Agreement • May 5th, 2020 • Delaware

EX-10.13 14 nt10001138x7_ex10-13.htm EXHIBIT 10.13 Exhibit 10.13 EXECUTION VERSION NON-COMPETITION AND NON-SOLICITATION AGREEMENT THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is entered into as of October 28, 2016 (the “Effective Date”), by and among (i) Anthony Aisquith (“Executive”), (ii) One Water Marine Holdings, LLC, a Delaware limited liability company (the “Company”), (iii) One Water Assets & Operations, LLC, a Delaware limited liability company (“Intermediate”), and (iv) the Persons identified as “Investors” on the signature pages hereto. Executive, the Company, Intermediate and the Investors are sometimes collectively referred to herein as the “Parties” and individually as a “Party.” Additional capitalized terms used herein and not defined in this Agreement shall have the meanings ascribed thereto in the Subscription Agreement (as defined below). Executive has been an employee, officer, director and indirect equityholder of the Company and/or its Subs

FORM OF NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • September 22nd, 2022 • MicroCloud Hologram Inc. • Services-computer programming, data processing, etc. • New York

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of September 16, 2022, by Best Road Holdings Limited (the Covenantor) in favor of, and for the benefit of: MicroCloud Hologram Inc. (formerly named Golden Path Acquisition Corporation), a Cayman Islands exempted company (“Golden Path”) and MC Hologram Inc. a Cayman Islands exempted company (the “Company”, together with Golden Path the “Beneficiaries”).

AMENDED AND RESTATED NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • November 8th, 2013 • Priceline Com Inc • Services-business services, nec • Connecticut

This Amended and Restated Non-Competition and Non-Solicitation Agreement (the “Agreement”) is dated November 7, 2013 by and between priceline.com Incorporated, a Delaware corporation, and Darren Huston (the “Employee”).

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • August 6th, 2012 • DecisionPoint Systems, Inc. • Services-computer programming, data processing, etc. • Oklahoma

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this "Agreement"), dated as of this 31st day of July, 2012 (the "Effective Date"), is entered into by and between MacroSolve, Inc., an Oklahoma corporation ("MacroSolve") and DecisionPoint Systems, Inc., a Delaware corporation ("DecisionPoint"). Capitalized terms used and not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in that certain Asset Purchase Agreement (the "Asset Purchase Agreement"), dated as of July 31, 2012, by and between MacroSolve and DecisionPoint.

FORM OF NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • April 6th, 2023 • Deep Medicine Acquisition Corp. • Blank checks • New York

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of March 31, 2023, by [_____________________] (the “Subject Party”) in favor of and for the benefit of Deep Medicine Acquisition Corp. a Delaware corporation, which will be known after the consummation of the transactions contemplated by the Merger Agreement (as defined below) as “TruGolf, Inc.” (including any successor entity thereto, the “Purchaser”), TruGolf, Inc., a Nevada corporation (the “Company”), and each of the Purchaser’s and/or the Company’s respective present and future Affiliates, successors and direct and indirect Subsidiaries (collectively with the Purchaser and the Company, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.

EXECUTION VERSION NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • May 5th, 2020 • Pennsylvania

THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”), dated as of August 1, 2019 (the “Effective Date”), is entered into by Quaker Chemical Corporation (“Buyer”), a Pennsylvania corporation, Gulf Houghton Lubricants Ltd., a company incorporated in the Cayman Islands (“Gulf Houghton”), Gulf Oil International Limited, a company incorporated in the Cayman Islands (“Gulf International”), and GOCL Corporation Limited, a public limited company incorporated in India (“Gulf Oil” and, together with Gulf Houghton and Gulf International, the “Sellers” and each, a “Seller”). In addition, Gulf Oil Lubricants India, Ltd, a public limited company incorporated in India (“Gulf India”), is executing this Agreement solely for purposes of Section 1(c).

NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • May 31st, 2022 • Mana Capital Acquisition Corp. • Blank checks • Delaware

This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is entered into as of [●], 2022 by and between Mana Capital Acquisition Corp., a Delaware corporation (“Purchaser”), and [●] (the “Executive”, and together with Purchaser, the “Parties”, and each a “Party”) and will be effective as of the Effective Time (as defined in the Merger Agreement (as defined below)). References to the “Company” in this Agreement shall refer to Purchaser after giving effect to the consummation of the Business Combination (as defined below) and each of Purchaser’s direct and indirect Subsidiaries (including Cardio Diagnostics, Inc.) and any of their respective successors-in-interest.

Contract
Non-Competition and Non-Solicitation Agreement • May 5th, 2020 • California

EX-99.(D)(5) 5 dex99d5.htm NON-COMPETITION & NON-SOLICITATION AGREEMENT Exhibit (d)(5) NON-COMPETITION AND NON-SOLICITATION AGREEMENT NON-COMPETITION AND NON-SOLICITATION AGREEMENT, dated as of February 13, 2002 (this “Agreement”), by and between Richard W. Clark (“Covenantor”) and DCPI Investco, Inc., a Delaware corporation (“Parent”). WITNESSETH: WHEREAS, Parent has entered into an Agreement and Plan of Merger, dated as of February 13, 2002 (the “Merger Agreement”), with Capital Communications CDPQ Inc., a Quebec corporation (“CDPQ”), DCPI Mergerco, Inc., a Delaware corporation (“Merger Sub”), and dick clark productions, inc., a Delaware corporation (“Mulholland”), pursuant to which Merger Sub will be merged with and into Mulholland (the “Merger”), with Mulholland as the surviving company (the “Surviving Company”); WHEREAS, in executing the Merger Agreement, Parent, CDPQ and Merger Sub consider Mulholland’s goodwill to be a valuable asset and an essential inducement to the Merger; WH

Desktop Metal, Inc. NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • March 15th, 2024 • Desktop Metal, Inc. • Special industry machinery, nec • Massachusetts

This Agreement is made between Desktop Metal, Inc., a Delaware corporation (hereinafter referred to as the “Company”), and FULL NAME (the “Employee”).

AMENDED AND RESTATED NON-COMPETITION AND NON-SOLICITATION AGREEMENT
Non-Competition and Non-Solicitation Agreement • December 1st, 2022 • New York Community Bancorp Inc • Savings institutions, not federally chartered • Michigan

THIS AMENDED AND RESTATED NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”), dated as of November 28, 2022, by and among Flagstar Bancorp, Inc. (the “Company”), a Michigan corporation, and Alessandro DiNello (“Executive”) is effective as of the Closing (as defined below) (the “Effective Date”). For purposes of this Agreement, Executive and the Company shall each be a “Party” and shall collectively be the “Parties”.

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