NON-COMPETITION AND NON-SOLICITATION AGREEMENT
This Agreement is made between Barkbox, Inc., a Delaware corporation (hereinafter referred to collectively with its subsidiaries as the Company), and Michael Novotny (the Puppy Lover).
For good consideration and in consideration of the employment or continued employment of the Puppy Lover by the Company and in partial consideration of the Companys willingness to [grant the Puppy Lover options to purchase / sell the Puppy Lover shares] of the Companys common stock, par value $0.0001 per share, the Puppy Lover and the Company agree as follows:
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Non-Competition and Non-Solicitation. While the Puppy Lover is employed by the Company and for a period of one (1) year after the termination or cessation of such employment for any reason, the Puppy Lover will not directly or indirectly:
(a) Engage or assist others in engaging in any business or enterprise (whether as owner, partner, officer, director, employee, consultant, investor, lender or otherwise, except as the holder of not more than 1% of the outstanding stock of a publicly-held company) that is competitive with the Companys Business (as defined below), including but not limited to any business or enterprise that primarily develops, manufactures, markets, licenses, sells or provides any product or service that competes with any product or service developed, manufactured, marketed, licensed, sold or provided, or planned to be developed, manufactured, marketed, licensed, sold or provided, by the Company while the Officer was engaged by the Company (for the purposes of this Agreement, the Companys Business shall mean any business or service related to pet-focused commerce); or
(b) Either alone or in association with others, solicit, divert or take away, or attempt to divert or take away, the business or patronage of any of the clients, customers, or business partners of the Company which were contacted, solicited, or served by the Company during the 12-month period prior to the termination or cessation of the Puppy Lovers employment with the Company; or
(c) Either alone or in association with others (i) solicit, induce or attempt to induce, any employee or independent contractor of the Company to terminate his or her employment or other engagement with the Company, or (ii) hire, or recruit or attempt to hire, or engage or attempt to engage as an independent contractor, any person who was employed or otherwise engaged by the Company at any time during the term of the Puppy Lovers employment with the Company; provided that this clause (ii) shall not apply to the recruitment or hiring or other engagement of any individual whose employment or other engagement with the Company has been terminated for a period of six months or longer.
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