Examples of Proscribed Business in a sentence
Until the expiration of the non-compete period, none of any Seller, Design Partners nor any Principal nor any of its officers, employees, agents or shareholders shall take any action that would tend to diminish the value of the Assets after the Closing or that would interfere with the Proscribed Business to be engaged in after the Closing.
Concurrently with the execution of this --------------- Agreement, the Company and Executive will enter into a Non-Competition Agreement, attached hereto as Exhibit A, pursuant to which the Executive agrees that he shall not engage in any Proscribed Business (as defined in the Non-Competition Agreement) for a period of five (5) years.
During the term of this Agreement, the Consultant will not, directly or indirectly, alone or as partner, officer, director, employee, consultant, agent, independent contractor or stockholder (other than as provided below) of any company or business, engage in any Proscribed Business (as defined below) within the United States of America.
Notwithstanding this Section 6.07, Seller and its Affiliates shall not be prohibited from acquiring or holding, for investment purposes only, less than five percent (5%) of the outstanding securities of any corporation or other entity engaged in the Proscribed Business.
Notwithstanding the foregoing, the restrictions contained in this Agreement shall not apply to any business or activity acquired by Design Partners or Principals, which is not primarily engaged in the Proscribed Business; so long as Design Partners or Principals use best efforts to divest that portion of any such business which would otherwise violate the non-solicitation provisions contained herein within a reasonable period after acquiring such business.
Seller agrees that, for a period of five (5) years from the Closing Date, it, and its Affiliates, shall not directly or indirectly own, manage, operate, control or otherwise engage in, the Proscribed Business.
Notwithstanding the foregoing, nothing herein shall prevent Buyer from conducting and operating the Business (including, without limitation hereto, pre-press, digital imaging and re-touching services) and expansions and extensions thereof so long as Buyer does not violate the Buyer Noncompetition Agreement with respect to the Buyer Proscribed Business.