Non-Solicitation of Customers Contract Clauses (116)
Grouped Into 9 Collections of Similar Clauses From Business Contracts
This page contains Non-Solicitation of Customers clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Non-Solicitation of Customers. The Executive agrees that during the Executive's employment by the Employer hereunder and, in the event of the Executive's termination other than by the Employer with or without Cause pursuant to Sections 3.2.1(a) or 3.2.1(b), or by the Executive for Good Reason pursuant to Section 3.2.2(a), for a period of twenty-four (24) months thereafter, the Executive will not (except on behalf of or with the prior written consent of the Employer), on the Executive's own behalf or in the service or on behal...f of others, solicit, divert or appropriate or attempt to solicit, divert or appropriate, directly or by assisting others, any business from any of the Employer's or its Affiliate's customers, including actively sought prospective customers, with whom the Executive has or had material contact during the last twelve (12) months of the Executive's employment, for purposes of providing products or services that are competitive with those provided by the Employer or its Affiliates. Notwithstanding the foregoing, this provision shall not apply following a Change in Control.View More
Non-Solicitation of Customers. The Executive agrees that during the Executive's employment by the Employer hereunder and, hereunder, and in the event of the Executive's termination other than by Termination of Employment, regardless of the Employer with or without Cause pursuant to Sections 3.2.1(a) or 3.2.1(b), or by the Executive for Good Reason pursuant to Section 3.2.2(a), reason, for a period of twenty-four (24) months thereafter, the Executive will not (except on behalf of or with the prior written consent of the Employ...er), Employer) on the Executive's own behalf or in the service or on behalf of others, solicit, divert or appropriate or attempt to solicit, divert or appropriate, directly or by assisting others, 9 any business from any of the Employer's or its Affiliate's customers, including actively sought prospective customers, customers with whom the Executive has or had material contact during the last twelve (12) months of the Executive's employment, Material Contact for purposes of providing products or services that are competitive with those provided by the Employer or its Affiliates. Notwithstanding in connection with the foregoing, this provision shall not apply following a Change in Control. Business of the Employer. View More
Non-Solicitation of Customers. Section 7 of the Employment Agreement is deleted in its entirety and a new Section 7 is added to read as follows: "7. Non-Solicitation of Customers. The Executive agrees that during the Executive's employment by the Employer hereunder and, and in the event of the Executive's termination other than by the Employer with or without Cause pursuant to Sections 3.2.1(a) or 3.2.1(b), or by the Executive for Good Reason pursuant to Section 3.2.2(a), any reason, for a period of twenty-four (24) months th...ereafter, the Executive will not (except on behalf of or with the prior written consent of the Employer), on the Executive's own behalf or in the service or on behalf of others, solicit, divert or appropriate or attempt to solicit, divert or appropriate, directly or by assisting others, any business from any of the Employer's or its Affiliate's customers, including actively sought prospective customers, with whom the Executive has or had material contact during the last twelve (12) months of the Executive's employment, for purposes of providing products or services that are competitive with those provided by the Employer or its Affiliates. Notwithstanding the foregoing, this provision shall not apply following a Change in Control. Control." View More
Non-Solicitation of Customers. The Executive agrees that during the Executive's employment by the Employer hereunder and, hereunder, and in the event of the Executive's termination other than by of employment while the Employer with or without Cause pursuant to Sections 3.2.1(a) or 3.2.1(b), or by Agreement is in effect, regardless of the Executive reason, for Good Reason pursuant to Section 3.2.2(a), for a period the duration of twenty-four (24) months thereafter, the Post-Termination Period, the Executive will not (except o...n behalf of or with the prior written consent of the Employer), Employer) on the Executive's own behalf or in the service or on behalf of others, solicit, divert or appropriate or attempt to solicit, divert or appropriate, directly or by assisting others, any business from any of the Employer's or its Affiliate's customers, including prospective customers actively sought prospective customers, by the Employer, with whom the Executive has or had material contact Material Contact during the last twelve (12) months two (2) years of the Executive's employment, employment with Employer, for purposes of providing products or services that are competitive with those provided by the Employer or its Affiliates. Notwithstanding the foregoing, this provision shall not apply following a Change in Control. Employer. View More
Non-Solicitation of Customers. The Executive agrees that during his employment by the Bank hereunder and, in the event of his termination: • by the Bank for Cause pursuant to Section 3.2.l(b), • by the Executive without Cause pursuant to Section 3.2.2(b), or • by the Executive in connection with a Change of Control pursuant to Section 3.3, for a period of twelve (12) months thereafter, he will not (except on behalf of or with the prior written consent of the Bank), within the Area, on his own behalf or in the service or on be...half of others, solicit, divert or appropriate or attempt to solicit, divert or appropriate, any business from any of the Bank's customers, including actively sought prospective customers, with whom the Executive has or had material contact during the last two (2) years of his employment, for purposes of providing products or services that are competitive with the Business of the Bank.View More
Non-Solicitation of Customers. The Executive agrees that during his employment by the Bank hereunder and, in the event of his termination: • by the Bank for Cause pursuant to Section 3.2.l(b), • by the Executive without Cause pursuant to Section 3.2.2(b), or • by the Executive in connection with a Change of Control pursuant to Section 3.3, for a period of twelve (12) months thereafter, he will not (except on behalf of or with the prior written consent of the Bank), within the Area, on his own behalf or in the service or on be...half of others, solicit, divert or appropriate or attempt to solicit, divert or appropriate, any business from any of the Bank's customers, including actively sought prospective customers, with whom the Executive has or had material contact during the last two (2) years of his employment, for purposes of providing products or services that are competitive with the Business of the Bank. 10 8. Non-Solicitation of Employees. The Executive agrees that during his employment by the Bank hereunder and, in the event of his termination: • by the Bank for Cause pursuant to Section 3.2.1(b), • by the Executive without Cause pursuant to Section 3.2.2(b), or • by the Executive in connection with a Change of Control pursuant to Section 3.3, for a period of twelve (12) months thereafter, he will not, within the Area, on his own behalf or in the service or on behalf of others, solicit, recruit or hire away or attempt to solicit, recruit or hire away, any employee of the Bank to another person or entity providing products or services that are competitive with the Business of the Bank, whether or not: • such employee is a full-time employee or a temporary employee of the Bank, • such employment is pursuant to written agreement, and • such employment is for a determined period or is at will. View More
Non-Solicitation of Customers. During the Employee's employment with the Employer and for a period of one (1) year following termination or expiration of this Agreement, Employee shall not (except on behalf of or with the prior written consent of the Employer) directly or indirectly solicit any individual or entity which was a customer or client of Employer or any of its Affiliates for the purpose of providing a service or product to such customer or client which is the same type of service or product offered or provided by E...mployer or any of its Affiliates; provided, however, that this restriction shall apply only to those customers or clients with whom Employee had contact in connection with services or products provided by Employer or any of its Affiliates within two (2) years prior to the date of termination of such employment.View More
Non-Solicitation of Customers. During the Employee's employment with the Employer and for a period of one (1) year following termination or expiration of this Agreement, Employee shall not (except on behalf of or with the prior written consent of the Employer) directly or indirectly solicit any individual or entity which was a customer or client of Employer or any of its Affiliates for the purpose of providing a service or product to such customer or client which is the same type of service or product offered or provided by E...mployer or any of its Affiliates; provided, however, that this restriction shall apply only to those customers or clients with whom Employee had contact in connection with services or products provided by Employer or any of its Affiliates within two (2) years prior to the date of termination of such employment. 4 11. Non-Solicitation of Employees. During the Employee's employment with the Employer and for a period of one (1) year following termination or expiration of this Agreement, Employee shall not, directly or indirectly, on the Employee's own behalf or in the service of or on behalf of others, induce or solicit, or attempt to induce or solicit, for employment purposes or for any type of consulting purposes any employee of or consultant to the Employer or any of its Affiliates for the purpose of providing services that are the same or similar to the types of services offered or engaged in by any employee of or consultant to the Employer or any of its Affiliates at the time of termination of Employee's employment with Employer. View More
Non-Solicitation of Customers. You acknowledge that, by virtue of your Employment by the Company, you have gained or will gain knowledge of the identity, characteristics and preferences of the Company's Customers, among other Customer Confidences and Confidential Information, and that you would inevitably have to draw on such information if you were to solicit or service the Company's Customers on behalf of a Competitor. Accordingly, you agree that during your Employment by the Company (including during any applicable Notice ...Period), and for twelve (12) months following the termination of that Employment for any reason (the "Restricted Period"), you will not, on your own behalf or behalf of anyone else, directly or indirectly, solicit the business of, or direct tailored advertisements to, actual or prospective Customers of the Company (a) as to which you performed services or had direct contact, or (b) as to which you had access to Customer Confidences or Confidential Information during the course of your Employment by the Company. You further agree that during the Restricted Period, you will not provide services that are the same as or similar to those provided by the Company or encourage or assist any person or entity in competition with the Company to solicit, service, or direct tailored advertisements to any actual or prospective Customer of the Company covered by the previous sentence of this section, or otherwise seek to encourage or induce any such Customer to cease doing business with, or reduce the extent of its business dealings with, the Company. The prohibitions contained in this section shall not, however, apply to any Customers you developed without any substantial assistance from the Company, provided you so demonstrate in writing during your Employment with the Company. A-6 19. Non-Solicitation of Employees. You also agree that, during the Restricted Period, you will not, directly or indirectly, solicit, hire or seek to hire (whether on your own behalf or on behalf of some other person or entity) any person who is at that time (or was during the prior six (6) months) an employee, consultant, independent contractor, representative or other agent of the Company. Nor will you during the Restricted Period, directly or indirectly, on your own behalf or on behalf of any other person, entity or organization, induce or encourage any employee, consultant, independent contractor, representative or other agent of the Company to terminate or reduce his or her employment or other business relationship or affiliation with the Company. Nor will you directly or indirectly assist any third party in doing what you yourself are prohibited from doing under this paragraph.View More
Non-Solicitation of Customers. You acknowledge that, by virtue of your Employment by the Company, you have gained or will gain knowledge of the identity, characteristics and preferences of the Company's Customers, among other Customer Confidences and Confidential Information, and that you would inevitably have to draw on such information if you were to solicit or service the Company's Customers on behalf of a Competitor. Accordingly, you agree that during your Employment by the Company (including during any applicable Notice ...Period), and for twelve (12) months following the termination of that Employment for any reason reason, (the "Restricted Period"), you will not, on your own behalf or behalf of anyone else, directly or indirectly, solicit the business of, or direct tailored advertisements to, actual or prospective Customers of the Company (a) as to which you performed services or had direct contact, or (b) as to which you had access to Customer Confidences or Confidential Information during the course of your Employment by the Company. You further agree that during the Restricted Period, you will not provide services that are the same as or similar to those provided by the Company or encourage or assist any person or entity in competition with the Company to solicit, service, or direct tailored advertisements to any actual or prospective Customer of the Company covered by the previous sentence of this section, or otherwise seek to encourage or induce any such Customer to cease doing business with, or reduce the extent of its business dealings with, the Company. The prohibitions contained in this section shall not, however, apply to any Customers you developed without any substantial assistance from the Company, provided Company. For purposes of this Agreement, a "prospective Customer" means (i) any person solicited by you so demonstrate in writing on behalf of the Company for any purpose relating to the Company's business at any time during your Employment (including, for the avoidance of doubt, the Notice Period), and in case of termination, within the twelve (12) month period immediately preceding the date of termination of your Employment for any reason and (ii) any person solicited by the Company with your knowledge for any purpose relating to the Company. A-6 Company's business at any time during your Employment (including, for the avoidance of doubt, the Notice Period), and in case of termination, within the twelve (12) month period immediately preceding the date of termination of your Employment for any reason. 6 19. Non-Solicitation of Employees. You also agree that, during the Restricted Period, you will not, directly or indirectly, solicit, hire or seek to hire solicit (whether on your own behalf or on behalf of some other person or entity) any person who is at that time (or was during the prior six (6) months) months), to your knowledge, an employee, consultant, independent contractor, representative or other agent of the Company. Nor will you during the Restricted Period, directly or indirectly, on your own behalf or on behalf of any other person, entity or organization, induce or encourage any employee, consultant, independent contractor, representative or other agent of the Company to terminate or reduce his or her employment or other business relationship or affiliation with the Company. Nor will you directly or indirectly assist any third party in doing what you yourself are prohibited from doing under this paragraph. View More
Non-Solicitation of Customers. During the period beginning on the Separation Date and continuing through July 31, 2021, I agree not to induce or attempt to induce any customer of the Company or any of the Company Group with whom I had business-related contact, provided services, or received Confidential Information to withdraw, curtail or cancel its business with the Company or any of the Company Group or in any manner modify or fail to enter into any actual or potential business relation with the Company or any of the Compan...y Group.View More
Non-Solicitation of Customers. During the period beginning on the Separation Date and continuing through July 31, 2021, September 30, 2019, I agree not to induce or attempt to induce any commercial banks, investment banks, debt investor, equity investor, or customer of the Company or any of the Company Group with whom I had business-related contact, provided services, or received Confidential Information to withdraw, curtail or cancel its business with the Company or any of the Company Group or in any manner modify or fail to... enter into any actual or potential business relation with the Company or any of the Company Group. View More
Non-Solicitation of Customers. In accepting the benefits provided in this Agreement, Employee agrees that during his or her employment with the Company or its Affiliates, and for the period of two (2) years following the Employee's termination of employment for any reason, or such longer period of non-solicitation as is included in any offer letter or any other agreement between Employee and the Company or its Affiliates, the Employee will not, directly or indirectly, on Employee's own behalf or on behalf of another (i) solic...it, aid or induce any customer of the Company or its Affiliates that Employee was responsible for, directly or indirectly through direct supervisor or management of other employees, departments or business units of the Company, to purchase goods or services then sold by the Company or its Affiliates from another person or entity, or assist or aid any other person or entity in identifying or soliciting any such customer, or (ii) solicit, aid or induce any customer that was pursued by the Company and where Employee had direct contact, participated in the contact, or had knowledge of Confidential Information because of Employee's employment with the Company within the twenty-four (24) months preceding Employee's Termination Date if that sale or service would be located in a region where Employee had substantial responsibilities while employed by the Company or its Affiliates.View More
Non-Solicitation of Customers. In accepting the benefits provided in this Agreement, Employee and in consideration of those benefits, Executive agrees that during his or her employment with the Company or its Affiliates, and for the period of two (2) years year period following the Employee's termination Date of employment for any reason, Termination, or such longer period of non-solicitation as is included in any offer letter or any other agreement between Employee Executive and the Company or its Affiliates, the Employee Co...mpany, Executive will not, not directly or indirectly, indirectly on Employee's own behalf of Employee or on behalf of another (i) solicit, aid or induce any customer of the Company or its Affiliates that Employee Participant was responsible for, directly or indirectly through direct supervisor or management of other employees, departments or business units of the Company, to purchase goods or services then sold by the Company or its Affiliates from another person or entity, or assist or aid any other person or entity in identifying or soliciting any such customer, or (ii) solicit, aid or induce any customer that was pursued by the Company and where Employee Participant had direct contact, participated in the contact, or had knowledge of Confidential Information because of Employee's Executive's employment with the Company within the twenty-four (24) months preceding Employee's Executive's Termination Date if that sale or service would be located in a region where Employee Executive had substantial responsibilities while employed by the Company or its Affiliates. Company. View More
Non-Solicitation of Customers. During the term of Participant's employment with the Bank and for twelve (12) months thereafter, Participant will not, in a competitive capacity, on behalf of any person or entity other than the Bank, directly or indirectly: (a) solicit, divert (or attempt to solicit or divert) or accept competitive business from any customer of the Bank with whom the Participant had contact (either directly or indirectly) or over which Participant had responsibility at any time in the one (1) year preceding Par...ticipant's separation; (b) solicit, divert (or attempt to solicit or divert) or accept any competitive business from any customer of the Bank about whom Participant has obtained Confidential Information while employed by the Bank; (c) solicit, divert (or attempt to solicit or divert) or accept competitive business from any identified prospective customer of the Bank with whom Participant had contact (either directly or indirectly) or over which Participant had responsibility at any time in the one (1) year preceding Participant's separation; or 6 (d) solicit, divert (or attempt to solicit or divert) or accept competitive business from any identified prospective customer of the Bank about whom Participant has obtained Confidential Information.View More
Non-Solicitation of Customers. During the term of Participant's employment with the Bank and for twelve (12) months thereafter, Participant will not, in a competitive capacity, on behalf of any person or entity other than the Bank, directly or indirectly: (a) solicit, divert (or attempt to solicit or divert) or accept competitive business from any customer of the Bank with whom the Participant had contact (either directly or indirectly) or over which Participant had responsibility at any time in the one (1) year preceding Par...ticipant's separation; (b) solicit, divert (or attempt to solicit or divert) or accept any competitive business from any customer of the Bank about whom Participant has obtained Confidential Information while employed by the Bank; (c) solicit, divert (or attempt to solicit or divert) or accept competitive business from any identified prospective customer of the Bank with whom Participant had contact (either directly or indirectly) or over which Participant had responsibility at any time in the one (1) year preceding Participant's separation; or 6 (d) solicit, divert (or attempt to solicit or divert) or accept competitive business from any identified prospective customer of the Bank about whom Participant has obtained Confidential Information. 6 21. Limited Covenant Not to Compete. (a) During Participant's employment by the Bank, Participant shall not, directly or indirectly, have any ownership interest in, work for, advise, manage, act as an agent or consultant for, or have any business connection, or business or employment relationship, with any entity or person which competes with the Bank. (b) Moreover, for a period of months after Participant's separation from the Bank for any reason, Participant shall not: (i) Within the Indiana counties of and the Michigan counties of ; (ii) Within forty (40) miles of any Bank branch in, or for which Participant performed services or has been assigned responsibility, at any time within one (1) year preceding Participant's separation; or (iii) in the Indiana and/or Michigan cities or towns for which Participant has been assigned responsibility, in writing, at any time within one (1) year preceding Participant's separation; directly or indirectly and in a competitive capacity own, manage, finance, operate, control, or participate in ownership, management, or operation of, act as an agent, consultant, or be employed with, any business engaged in the marketing, sale, or servicing of any service or product: (1) with which Participant was involved during Participant's last year of employment with the Bank; or (2) which the Bank is developing, marketing, selling, or servicing (or plans to develop, market, sell, or service) and about which Participant gained any Confidential Information in the course of Participant's employment with the Bank. (c) For purposes of this Agreement, the term "competitive capacity" shall mean (i) performing tasks or duties similar to those Participant performed in Participant's last year of employment at the Bank for a competitor of the Bank; (ii) managing/supervising those who, for a competitor of the Bank, perform tasks or duties similar to those which Participant performed in Participant's last year of employment with the Bank; or (iii) performing, on behalf of a competitor of the Bank, tasks or duties in which Participant utilizes any Confidential Information that Participant learned in the course of Participant's employment with the Bank. View More
Non-Solicitation of Customers. The Employee agrees that during the Employee's employment by the Employer hereunder and, in the event of Employee's termination other than by the Employer without Cause pursuant to Section 3.2.1(b), or by the Employee for Cause pursuant to Section 3.2.2(a), , for a period of twenty-four (24) months thereafter, the Employee will not (except on behalf of or with the prior written consent of the Employer), on the Employee's own behalf or in the service or on behalf of others, solicit, divert or app...ropriate or attempt to solicit, divert or appropriate, directly or by assisting others, any business from any of the Employer's or its Affiliate's customers, including actively sought prospective customers, with whom the Employee has or had material contact during the last twelve (12) months of the Employee's employment, for purposes of providing products or services that are competitive with those provided by the Employer or its Affiliates.View More
Non-Solicitation of Customers. The Employee agrees that during the Employee's employment by the Employer Bank hereunder and, in the event of Employee's termination other than by the Employer Bank without Cause pursuant to Section 3.2.1(b), or by the Employee for Cause pursuant to Section 3.2.2(a), , or by the Employee pursuant to Section 3.2.3, for a period of twenty-four (24) months thereafter, the Employee will not (except on behalf of or with the prior written consent of the Employer), Bank), on the Employee's own behalf o...r in the service or on behalf of others, solicit, divert or appropriate or attempt to solicit, divert or appropriate, directly or by assisting others, any business from any of the Employer's or its Affiliate's Bank's customers, including actively sought prospective customers, with whom the Employee has or had material contact during the last twelve (12) months of the Employee's employment, for purposes of providing products or services that are competitive with those provided by the Employer or its Affiliates. Bank. View More
Non-Solicitation of Customers. During the term of Employee's employment with the Company and for a period of twelve (12) months immediately following the Date of Termination, Employee agrees that he or she will not, directly or indirectly, on his or her own behalf or on behalf of any other individual, corporation, partnership, joint venture, limited liability company, association or other entity or otherwise, solicit, divert or take away or attempt to solicit divert or take away a Protected Customer for the purpose of providi...ng or selling Competitive Services; provided however, that the non-solicitation restriction contained in this section shall only apply to those Protected Customers (a) with whom Employee, alone or in conjunction with others, had business dealings with on behalf of the Company during the twelve (12) month period immediately preceding the Date of Termination or any earlier date of any alleged breach by Employee of the restriction in Section 5 hereof or (b) for whom Employee was responsible for supervising or coordinating the dealings between the Company and the 4Protected Customer during the twelve (12) month period immediately preceding the Date of Termination or any earlier date of any alleged breach by Employee of the restriction in Section 5 hereof. This section (and definitions incorporated herein) shall survive the termination of Employee's employment with the Company.View More
Non-Solicitation of Customers. During the term of Employee's employment with the Company and for a period of twelve (12) nine (9) months immediately following the Date of Termination, Employee agrees that he or she will not, directly or indirectly, on his or her own behalf or on behalf of any other individual, corporation, partnership, joint venture, limited liability company, association or other entity or otherwise, solicit, divert or take away or attempt to solicit divert or take away a Protected Customer for the purpose o...f providing or selling Competitive Services; provided however, that the non-solicitation restriction contained in this section shall only apply to those Protected Customers (a) with whom Employee, alone or in conjunction with others, had business dealings with on behalf of the Company during the twelve (12) month period immediately preceding the Date of Termination or any earlier date of any alleged breach by Employee of the restriction in Section 5 hereof or (b) for whom Employee was responsible for supervising or coordinating the dealings between the Company and the 4Protected Protected Customer during the twelve (12) month period immediately preceding the Date of Termination or any earlier date of any alleged breach by Employee of the restriction in Section 5 hereof. Termination. This section (and definitions incorporated herein) shall survive the termination of Employee's employment with the Company. View More