Non-Compete Covenant definition

Non-Compete Covenant means Optionee’s covenant not to compete as set forth in Paragraph 10.

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Non-Compete Covenant or the no-solicitation covenant set forth in paragraph 8(b), after notice to you of such breach by Employer and your failure to cure such breach within thirty (30) days following your receipt of such notice, assuming such breach is capable of cure. You may request from Employer at any time its view on whether a proposed activity or investment by you will breach the Non-Compete Covenant by giving Employer written notice of the details of such activity or investment, and Employer will respond to your inquiry within five (5) business days of its receipt of such notice. Employer’s view as conveyed to you that the proposed activity or investment will not breach the Non-Compete Covenant shall be binding on it to the extent that the activity or investment does not exceed what was described in the notice. Your giving notice shall not be deemed an admission by you that the proposed activity or investment would violate the Non-Compete Covenant. Employer’s failure to respond with its view within five business days of its receipt of notice shall not constitute or be construed as an acknowledgment by Employer that the proposed activity or investment will not breach the Non-Compete Covenant, but such failure shall create an irrebuttable presumption that any breach arising from such activity or investment is capable of cure.

Non-Compete Covenant means any provision, covenant or obligation binding on any Selling Entity that limits or restricts in any manner whatsoever (whether during any particular period of time from and after the applicable Closing Date, in certain geographic areas or otherwise) the ability of any of the Acquiring Entities, any of their Affiliates or any of the employees, acting in his or her capacity as an employee of an Acquiring Entity or an Affiliate of the same, of any of the Acquiring Entities or their Affiliates (a) to engage in any line of business or to sell any products or services, or (b) to compete with or to obtain products or services from any Person, in each case during any period of time after the applicable Closing Date.

Examples of Non-Compete Covenant in a sentence

You may request from Employer at any time its view on whether a proposed activity or investment by you will breach the Non-Compete Covenant by giving Employer written notice of the details of such activity or investment, and Employer will respond to your inquiry within five (5) business days of its receipt of such notice.
Your giving notice shall not be deemed an admission by you that the proposed activity or investment would violate the Non-Compete Covenant.
Employer’s view as conveyed to you that the proposed activity or investment will not breach the Non-Compete Covenant shall be binding on it to the extent that the activity or investment does not exceed what was described in the notice.
You may request from Employer at any time its view on whether a proposed activity or investment by you will breach the Non-Compete Covenant described in paragraph 8(a) and/or the Non-Solicit Covenant described in paragraph 8(b) by giving Employer written notice of the details of such activity or investment, and Employer will respond to your inquiry within ten (10) business days of its receipt of such notice.
Employer’s failure to respond with its view within five business days of its receipt of notice shall not constitute or be construed as an acknowledgment by Employer that the proposed activity or investment will not breach the Non-Compete Covenant, but such failure shall create an irrebuttable presumption that any breach arising from such activity or investment is capable of cure.
Upon the acceptance by the Participant of the cash payable following the vesting of Share Units hereunder, the Participant shall be deemed to represent that the Participant has not engaged in nor has any intention of engaging in any action that would constitute a violation of the Restrictive Covenants or any Non-Compete Covenant.
Participation in the management of any business operation other than in connection with the management of a business operation that is in competition with the Company or its subsidiaries or affiliates or any successor or assign thereof shall not be deemed to be a breach of the Non-Compete Covenant.
Notwithstanding this provision, the term of the Option shall terminate immediately upon violation of the Non-Compete Covenant set forth in Section 7 of this Agreement.
The Seller hereby agrees and acknowledges that the restrictions contained in the Non-Compete Covenant are reasonable and necessary to protect the legitimate interests of Kend▇▇ ▇▇▇ its Affiliates and that Kend▇▇ ▇▇▇ld not enter into this Agreement without such Non-Compete Covenant.
I understand that in determining whether or not it will elect to enforce the Non-Compete Covenant, the Company shall determine, in good faith, whether or not such enforcement is necessary in order to protect its business interests, goodwill, Proprietary Information, Intellectual Property Rights and Inventions.

More Definitions of Non-Compete Covenant

Non-Compete Covenant has the meaning given in Section 7.6;

Non-Compete Covenant shall have the meaning given to it in Section 9.1(c)(viii).

Non-Compete Covenant shall have the meaning set forth in Section 5.3 hereof.

Non-Compete Covenant means the covenants and agreements contained in Section 7.2.

Non-Compete Covenant means any agreement, provision, covenant or obligation that limits or restricts in any manner whatsoever (whether during any particular period of time from and after the Closing Date, in certain geographic areas or otherwise) the ability of any of the Selling Entities, any of their Affiliates or any of the Transferred Employees (a) to engage in any line of business or to sell any products or services, or (b) to compete with or to obtain products or services from any Person, in each case during any period of time after the Closing Date.

Non-Compete Covenant shall have the meaning set forth in Section 13 of this Agreement.