Non-Solicitation Covenant definition
Examples of Non-Solicitation Covenant in a sentence
The Restricted Period for the Non-Competition Covenant shall be one (1) year from the date of termination of the Agreement, and the Restricted Period for the Non-Solicitation Covenant shall be two (2) years from the date of termination of the Agreement.
In addition, Purchaser shall, as may be necessary, cause the appropriate Company or Transferred Subsidiary to become a party to any civil action seeking to enforce the Non-Solicitation Covenant.
Purchaser shall reimburse Seller for its reasonable costs, including costs of counsel (including internal counsel), incurred in enforcing a Non-Solicitation Covenant pursuant to this Section 7.27.
To the extent that Seller’s right to enforce any Non-Solicitation Covenant granted by a third party in any Contract relating to such third party’s potential acquisition of any of the Companies or Transferred Subsidiaries is assignable (as it relates to the Companies and the Transferred Subsidiaries), Seller shall assign such right to Purchaser or its designated Affiliate and, following any such assignment, Seller shall have no further obligations pursuant to this Section 7.27 with respect to such Contract.
Seller shall, at Purchaser’s request, use its reasonable best efforts to enforce any Non-Solicitation Covenant granted by a third party in any Contract relating to such third party’s potential acquisition of any of the Companies or Transferred Subsidiaries.
Seller shall engage counsel designated by, and mutually agreed upon with, Purchaser to enforce any Non-Solicitation Covenant pursuant to this Section 7.27.
If the Agreement expires following a Non-Renewal Notice by the Company, the Restricted Period for the Non-Competition Covenant shall be one (1) year from the date of the Non-Renewal Notice, and the Restricted Period for the Non-Solicitation Covenant shall be two (2) years from the date of the date of the Non-Renewal Notice.
If the Agreement terminates for any other reason, the Restricted Period shall be two (2) years from the end of the Employment Period for both the Non-Competition Covenant and the Non-Solicitation Covenant.
Seller shall keep Purchaser informed as to material developments in any proceedings to enforce a Non-Solicitation Covenant pursuant to this Section 7.27 and shall not settle any such actions or claims without Purchaser’s written consent (such consent not to be unreasonably withheld, conditioned or delayed).
The Parties hereto acknowledge and agree that, with respect to any person hired in accordance with Section 1.1(a), effective as of the Closing or the date of any offer of employment if earlier, any Non-Solicitation Covenant relating to any person hired or to be hired pursuant to Section 1.1(a) is hereby waived.