Grouped Into 84 Collections of Similar Clauses From Business Contracts
This page contains Non-Solicitation clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Non-Solicitation. (a)While employed by the Company and its Affiliates, and during the 18-month period or after employment with the Company and its Affiliates ends, Employee will not directly nor indirectly, on Employee's own behalf or on behalf of any person or entity, recruit, hire, solicit, or assist others in recruiting, hiring, or soliciting any person, who is, at the time of the recruiting, hiring, or solicitation, an employee, consultant, or contractor of the Company to leave the Company and its Affiliates,... diminish their relationship with the Company and its Affiliates, or work for a competing business. This restriction will be limited to persons: (1) with whom Employee had contact or business dealings while employed by the Company and its Affiliates; (2) who worked in Employee's business unit (Group); or (3) about whom Employee had access to confidential information. In the event of breach by Employee, the specified period will be extended by the period of time of the breach. (b)While employed by the Company and its Affiliates, and during the 18-month period after employment with the Company and its Affiliates ends, Employee will not, directly or indirectly, on behalf of himself or others, contact for business purposes, solicit or provide services to clients, or entities considered prospective clients, of the Company and its Affiliates for the purpose of selling products or services of the types for which Employee had responsibility or knowledge, or for which Employee had access to Company Confidential Information while employed by the Company and its Affiliates. This restriction applies only to clients of the Company and its Affiliates and entities considered prospective clients by the Company and its Affiliates with whom Employee had contact during the two years prior to the end of his/her employment with the Company and its Affiliates.View More
Non-Solicitation. (a)While employed by the Company and its Affiliates, and during the 18-month period or after employment with the Company and its Affiliates ends, Employee will not directly nor indirectly, on Employee's own behalf or on behalf of any person or entity, recruit, hire, solicit, or assist others in recruiting, hiring, or soliciting any person, who is, at the time of the recruiting, hiring, or solicitation, an employee, consultant, or contractor of the Company to leave the Company and its Affiliates,... diminish their relationship with the Company and its Affiliates, or work for a competing business. This restriction will be limited to persons: (1) with whom Employee had contact or business dealings while employed by the Company and its Affiliates; (2) who worked in Employee's business unit (Group); or (3) about whom Employee had access to confidential information. In the event of breach by Employee, the specified period will be extended by the period of time of the breach. (b)While employed by the Company and its Affiliates, and during the 18-month period after employment with the Company and its Affiliates ends, Employee will not, directly or indirectly, on behalf of himself or others, contact for business purposes, solicit or provide services to clients, or entities considered prospective clients, of the Company and its Affiliates for the purpose of selling products or services of the types for which Employee had responsibility or knowledge, or for which Employee had access to Company Confidential Information while employed by the Company and its Affiliates. This restriction applies only to clients of the Company and its Affiliates and entities considered prospective clients by the Company and its Affiliates with whom Employee had contact during the two years prior to the end of his/her employment with the Company and its Affiliates. 8.Remedies for Employee's Breach. (a)Employee acknowledges that the Company has agreed to provide Employee with Company Confidential Information during Employee's employment with the Company and its Affiliates. Employee further acknowledges that, if Employee was to leave the employ of the Company and its Affiliates for any reason and use or disclose Company Confidential Information, that use or disclosure would cause the Company and its Affiliates irreparable harm and injury for which no adequate remedy at law exists. Therefore, in the event of the breach or threatened breach of the provisions of this Attachment II by Employee, the Company and its Affiliates will be entitled to: (i) recover from Employee the value of any portion of the Award that has been paid or delivered; (ii) seek injunctive relief against Employee pursuant to the provisions of subsection (b) below; (iii) recover all damages, court costs, and attorneys' fees incurred by the Company or its Affiliates in enforcing the provisions of this Award, and (iv) set-off any such sums to which the Company or any of its Affiliates may be entitled hereunder against any sum which may be owed Employee by the Company and its Affiliates. (b)Because of the difficulty of measuring economic losses to the Company or Employer as a result of a breach of the foregoing covenants, and because of the immediate and irreparable damage that could be caused to the Company or its Affiliates for which it would have no other adequate remedy, Employee agrees that the foregoing covenants may be enforced by the Company or its Affiliates in the event of breach by him/her by injunction relief and restraining order, without the necessity of posting a bond, and that such enforcement will not be the Company's or its Affiliates' exclusive remedy for a breach but instead will be in addition to all other rights and remedies available to the Company or any Affiliate. (c)Each of the covenants in this Attachment II will be construed as an agreement independent of any other provision in this Attachment II, and the existence of any claim or cause of action of Employee against the Company or any Affiliate, whether predicated on this Attachment II or otherwise, will not constitute a defense to the enforcement by the Company or any Affiliate of such covenants or provisions. (d)Employee acknowledges that the remedies contained in the Attachment II for violation of this Attachment II are not the exclusive remedies that the Company or an Affiliate may pursue. View More
Non-Solicitation. During the period in which Employee performs services for or at the request of the Company and for a period of one (1) year following the termination of Employee's employment with the Company for any reason, including voluntary or involuntary termination, Employee shall not, either individually or on behalf of or through any third party, directly or indirectly, without the prior written consent of the Company: (i) solicit, induce, encourage, or participate in soliciting, inducing or encouraging ...any employee of or consultant to the Company to terminate his or her relationship with the Company or any such parent, subsidiary or affiliate for any reason; or (ii) solicit the employment or engagement of any employee of or consultant to the Company while any such person is providing services to the Company.View More
Non-Solicitation. During the period in which Employee performs services for or at the request of the Company and for a period of one (1) year following the termination of Employee's employment with the Company for any reason, including voluntary or involuntary termination, Employee shall not, either individually or on behalf of or through any third party, directly or indirectly, without the prior written consent of the Company: 2.1 (i) solicit, induce, encourage, or participate in soliciting, inducing or encourag...ing any employee of or consultant to the Company to terminate his or her relationship with the Company or any such parent, subsidiary or affiliate for any reason; reason, or (ii) solicit the employment or engagement of any employee of or consultant to the Company while any such person is providing services to the Company; or Richard A. KingSeptember 13, 2018 2.2 use Confidential Information to solicit or induce any vendor, supplier or strategic partner of the Company to cease doing business with the Company. View More
Non-Solicitation. Executive will not, except with the prior written consent of the Company, during the term of this Agreement and for a period of 18 months after the Termination Date, directly or indirectly, solicit or hire, or encourage the solicitation or hiring of, any person who is, or was within a six month period prior to such solicitation or hiring, an executive or management level employee of the Company or any of its affiliates for any position as an employee, independent contractor, consultant or otherw...ise.View More
Non-Solicitation. Executive will not, except with the prior written consent of the Company, during the term of this Agreement and for a period of 18 months after the Termination Date, termination of this Agreement for any reason (including, but not limited to, termination by Executive or the expiration of the Term of this Agreement), directly or indirectly, solicit or hire, or encourage the solicitation or hiring of, any person who is, or was within a six month period prior to such solicitation or hiring, an exec...utive or management (or higher) level employee of the Company or any of its affiliates affiliates, for any position as an employee, independent contractor, consultant or otherwise. otherwise for the benefit of any entity not affiliated with the Company. View More
Non-Solicitation. During the Term and for a period of one year thereafter (collectively, the "Non-solicitation Period"), Executive shall not directly or indirectly, individually or on behalf of any person other than the Company, aid or endeavor to solicit or induce any of the Company's or its affiliates' employees to leave their employment with the Company or such affiliates in order to accept employment with Executive or any other person, corporation, limited liability company, partnership, sole proprietorship o...r other entity; provided, however, that the foregoing shall not restrict Executive or any other person from conducting general solicitations or advertisements not directed specifically at employees of the Company or its affiliates, or from employing any employee who responds to any such general solicitation or advertisement or who otherwise initiates a request for employment. If the restrictions set forth in this section would otherwise be determined to be invalid or unenforceable by a court of competent jurisdiction, the parties intend and agree that such court shall exercise its discretion in reforming the provisions of this Agreement to the end that Executive will be subject to a non-solicitation covenant which is reasonable under the circumstances and enforceable by the Company. It is agreed that no adequate remedy at law exists for the parties for violation of this section and that this section may be enforced by any equitable remedy, including specific performance and injunction, without limiting the right of the Company to proceed at law to obtain such relief as may be available to it. The running of the Non-solicitation Period shall be tolled for any period of time during which Executive is in violation of any covenant contained herein, for any reason whatsoever.View More
Non-Solicitation. During the Term and for a period of one year thereafter (collectively, the "Non-solicitation Period"), Executive Employee shall not directly or indirectly, individually or on behalf of any person other than the Company, aid or endeavor to solicit or induce any of the Company's or its affiliates' employees to leave their employment with the Company or such affiliates in order to accept employment with Executive Employee or any other person, corporation, limited liability company, partnership, sol...e proprietorship or other entity; provided, however, that the foregoing shall not restrict Executive or any other person from conducting general solicitations or advertisements not directed specifically at employees of the Company or its affiliates, or from employing any employee who responds to any such general solicitation or advertisement or who otherwise initiates a request for employment. entity. If the restrictions set forth in this section would otherwise be determined to be invalid or unenforceable by a court of competent jurisdiction, the parties intend and agree that such court shall exercise its discretion in reforming the provisions of this Agreement to the end that Executive the Employee will be subject to a non-solicitation covenant which is reasonable under the circumstances and enforceable by the Company. It is agreed that no adequate remedy at law exists for the parties for violation of this section and that this section may be enforced by any equitable remedy, including specific performance and injunction, without limiting the right of the Company to proceed at law to obtain such relief as may be available to it. The running of the Non-solicitation Period shall be tolled for any period of time during which Executive Employee is in violation of any covenant contained herein, for any reason whatsoever. View More
Non-Solicitation. During the period of your employment with the Company or any of its affiliates, and for a period of months after the cessation of your employment for any reason, whether with or without Cause, you will not, directly or indirectly , on your own behalf or on behalf of any other person, and whether through your own efforts or through the efforts or employing the assistance of any other person (including without limitation any consultant or any person employed by or associated with any person with w...hom you become employed or associated): a) call on or solicit in any manner any customer of the Company or any of its affiliates for the purpose of doing business of the type done by the Company or any of its affiliates with such customer. For purposes of this Agreement, "customer" means any individual, firm, partnership, corporation, or other entity or person (i) currently doing business or who has done business with the Company or any of its affiliates in the 12 months prior to the cessation of your employment, or (ii) any prospective customer that you know to be a prospective customer of the Company or any of its affiliates and with whom the Company or any of its affiliates is in discussion with and reasonably expects to do business; or b) Solicit or otherwise induce any employee of the Company or any of its affiliates to leave the employ of the Company or any of its affiliates. To the extent the terms of this Section 18 are less restrictive (from your perspective) than comparable non-solicitation restrictions agreed to by you pursuant to any Option agreement or Restricted Stock agreement dated prior to the date hereof (collectively, the "Prior Agreements"), the terms of this Section 18 shall supersede and replace the comparable non-solicitation provisions in each such Prior Agreement. By accepting and agreeing to the terms of this Agreement, you acknowledge that your receipt of the grant of the Award evidenced by this Agreement represents adequate consideration for the undertaking set forth in this Section 18. 3 19. Revocation of Grant. No later than forty-five (45) days after the Grant Date (the "Acceptance Date"), you must formally accept and agree to the terms and conditions of the Award as set forth in this Agreement. You must do so (a) electronically, if you are directed to do so at the time your Award is formally communicated to you and you receive a copy of this Agreement, or (b) by returning a signed copy of this Agreement to the Executive Rewards Manager in the Human Resources Department, 850 Main Street, BC-03, Bridgeport, CT 06604 so that it is received no later than the close of business on the Acceptance Date. If you do not accept and agree to the terms and conditions of the Award as set forth in this Agreement by the Acceptance Date, the Award evidenced hereby shall be null and void, and shall be deemed to have been revoked, on the first business day following the Acceptance Date. If the 45th day after the Grant Date is not a business day, the Acceptance Date will be the first business day after such 45th day. A business day is any day other than a Saturday, a Sunday, or a day on which the Company's banking offices in Connecticut are not scheduled to be open for business.View More
Non-Solicitation. During the period of your employment with the Company or any of its affiliates, and for a period of months after the cessation of your employment for any reason, whether with or without Cause, you will not, directly or indirectly , on your own behalf or on behalf of any other person, and whether through your own efforts or through the efforts or employing the assistance of any other person (including without limitation any consultant or any person employed by or associated with any person with w...hom you become employed or associated): a) call on or solicit in any manner any customer of the Company or any of its affiliates for the purpose of doing business of the type done by the Company or any of its affiliates with such customer. For purposes of this Agreement, "customer" means any individual, firm, partnership, corporation, or other entity or person (i) currently doing business or who has done business with the Company or any of its affiliates in the 12 months prior to the cessation of your employment, or (ii) any prospective customer that you know to be a prospective customer of the Company or any of its affiliates and with whom the Company or any of its affiliates is in discussion with and reasonably expects to do business; or b) Solicit or otherwise induce any employee of the Company or any of its affiliates to leave the employ of the Company or any of its affiliates. To the extent the terms of this Section 18 are less restrictive (from your perspective) than comparable non-solicitation restrictions agreed to by you pursuant to any Option agreement or Restricted Stock agreement dated prior to the date hereof (collectively, the "Prior Agreements"), the terms of this Section 18 shall supersede and replace the comparable non-solicitation provisions in each such Prior Agreement. 3 By accepting and agreeing to the terms of this Agreement, you acknowledge that your receipt of the grant of the Award evidenced by this Agreement represents adequate consideration for the undertaking set forth in this Section 18. 3 19. Revocation of Grant. No later than forty-five (45) days after the Grant Date (the "Acceptance Date"), you must formally accept and agree to the terms and conditions of the Award as set forth in this Agreement. You must do so (a) electronically, if you are directed to do so at the time your Award is formally communicated to you and you receive a copy of this Agreement, or (b) by returning a signed copy of this Agreement to the Executive Rewards Manager in the Human Resources Department, 850 Main Street, BC-03, Bridgeport, CT 06604 so that it is received no later than the close of business on the Acceptance Date. If you do not accept and agree to the terms and conditions of the Award as set forth in this Agreement by the Acceptance Date, the Award evidenced hereby shall be null and void, and shall be deemed to have been revoked, on the first business day following the Acceptance Date. If the 45th day after the Grant Date is not a business day, the Acceptance Date will be the first business day after such 45th day. A business day is any day other than a Saturday, a Sunday, or a day on which the Company's banking offices in Connecticut are not scheduled to be open for business.View More
Non-Solicitation. 9.1 During the term of your employment and for a period of one year thereafter (no matter why your employment concluded), you will not, directly or indirectly, on your own account or on behalf of or in conjunction with any other person or organization induce or attempt to induce any employee of the Company or its affiliates to leave the employment of the Company or its affiliates (whether or not such would be a breach of contract by such employee). 9.2 During the term of your employment and for ...a period of one year thereafter (no matter why your employment concluded), you will not, directly or indirectly, on your own account or on behalf of or in conjunction with any other person or organization solicit (a) any investor in the Company or in any managed/advised investment vehicle of the Company or (b) any borrower or other investee in which the Company or any managed/advised investment vehicle of the Company holds an investment, provided that you either (a) had business-related contact with such investor, borrower or other investee during your employment with the Company or (b) learned non-public information about such investor, borrower or other investee in the course of your employment with the Company. Nothing in this Section 9.2 shall prohibit you from directly or indirectly soliciting any such investor, borrower or other investee if prior to such solicitation (i) such investor has not been a fee-paying investor in the Company or in any managed or advised investment vehicle of the Company for one year prior to such solicitation or (ii) the Company and any investment vehicle managed by the Company are no longer invested in such borrower or other investee. 9.3 The restrictions contained in this Section 9 are necessary for the protection of the trade secrets, confidential information and goodwill of the Company and are considered by you to be reasonable for such purpose. You stipulate that irrevocable harm will result from breach of your obligations under this Section 9. Therefore, in the event of any such breach or threatened breach, you agree that the Company, in addition to such other remedies which may be available, shall have the right to obtain an injunction from a court restraining such a breach or threatened breach and the right to specific performance of the provisions of this Section 9 and you hereby waive the adequacy of a remedy at law as a defense to such relief. 2 9.4 You stipulate that the remedies at law are inadequate to compensate the Company for breach of your obligations under this Section 9 and the CIAA (as defined below) and that enforcement of the provisions of each of this Section 9 and the CIAA is in the public interest of the market for talent in the investment management industry and of investors in the investment vehicles managed/advised by the Company. 9.5 If you materially violate any provision of this Section 9 after the end of your employment, you agree that you shall continue to be bound by the restrictions in this Section 9 until a period of one year has expired without any material violation of this Section 9.View More
Non-Solicitation. 9.1 During the term of your employment and for a period of one year thereafter (no matter why your employment concluded), you will not, directly or indirectly, on your own account or on behalf of or in conjunction with any other person or organization induce or attempt to induce any employee of the Company or its affiliates to leave the employment of the Company or its affiliates (whether or not such would be a breach of contract by such employee). 9.2 During the term of your employment and for ...a period of one year thereafter (no matter why your employment concluded), you will not, directly or indirectly, on your own account or on behalf of or in conjunction with any other person or organization solicit (a) any investor in the Company GECM or in any managed/advised investment vehicle of the Company GECM or (b) any borrower or other investee in which the Company GECM or any managed/advised investment vehicle of the Company GECM holds an investment, investment or (c) any entity in which GECG holds or, to your knowledge, is seeking to acquire, a controlling interest, provided that you either (a) (x) had business-related contact with such investor, borrower or other investee or entity during your employment with the Company or (b) learned non-public information about such investor, borrower or other investee or entity in the course of your employment with the Company. Nothing in this Section 9.2 9.2 shall prohibit you from directly or indirectly soliciting any such investor, borrower or other investee or entity if prior to such solicitation (i) such investor has not been a fee-paying investor in the Company GECM or in any managed or advised investment vehicle of the Company GECM for one year prior to such solicitation or solicitation, (ii) the Company GECM and any investment vehicle managed by the Company GECM are no longer invested in such borrower or other investee. investee or (iii) GECG no longer holds or, to your knowledge, is seeking to acquire, a controlling interest in such entity. 9.3 The restrictions contained in this Section 9 9 are necessary for the protection of the trade secrets, confidential information and goodwill of the Company and are considered by you to be reasonable for such purpose. You stipulate that irrevocable harm will result from breach of your obligations under this Section 9. 9. Therefore, in the event of any such breach or threatened breach, you agree that the Company, in addition to such other remedies which may be available, shall have the right to obtain an injunction from a court restraining such a breach or threatened breach and the right to specific performance of the provisions of this Section 9 9 and you hereby waive the adequacy of a remedy at law as a defense to such relief. 2 9.4 You stipulate that the remedies at law are inadequate to compensate the Company for breach of your obligations under this Section 9 9 and the CIAA (as defined below) and that enforcement of the provisions of each of this Section 9 9 and the CIAA is in the public interest of the market for talent in the investment management industry and of investors in the investment vehicles managed/advised by the Company. 2 9.5 If you materially violate any provision of this Section 9 9 after the end of your employment, you agree that you shall continue to be bound by the restrictions in this Section 9 9 until a period of one year has expired without any material violation of this Section 9. 9. View More
Non-Solicitation. For a period of three (3) years following the date hereof, you shall not: (a) directly or indirectly attempt to hire, or hire, any person employed by the Company; or (b) directly or indirectly interfere with the Company's relations with any person employed by it.
Non-Solicitation. For a one (1) year period of three (3) years following the date hereof, you shall not: not (a) directly or indirectly indirectly, attempt to hire, or hire, any person employed by the Company; or (b) directly or indirectly indirectly, interfere with the Company's relations with any person employed by it.
Non-Solicitation. Employee acknowledges and confirms that he is bound, and will continue to be bound, by Paragraphs 6.4 and 6.5 of his 2011 Employment Agreement and agrees that such provision survives his termination and the execution of this Agreement. Employee agrees that for a period of one (1) year after the Separation Date, Employee will not, directly or indirectly through any other Person (a) induce or attempt to induce any employee or independent contractor of the Company or any Affiliate of the Company to... leave the employ or service, as applicable, of the Company or such Affiliate, or in any way interfere with the relationship between the Company or any such Affiliate, on the one hand, and any employee or independent contractor thereof, on the other hand; (ii) hire any person who was an employee of the Company or an Affiliate of the Company until twelve months after such individual's employment relationship with the Company or such Affiliate has been terminated; (iii) influence or attempt to influence customers, vendors, suppliers, licensors, lessors, joint venturers, associates, consultants, agents or partners of the Company or any Affiliate of the Company to divert their business away from the Company or any such Affiliate; or (iv) otherwise interfere with, disrupt or attempt to disrupt the business relationships, contractual or otherwise, between the Company or any Affiliate of the Company, on the one hand, and any of its or their customers, suppliers, licensors, lessors, joint venturers, associates, officers, employees, consultants, managers, partners, members or investors, on the other hand.View More
Non-Solicitation. Employee acknowledges and confirms that he is bound, and will continue to be bound, by Paragraphs 6.4 and 6.5 of his 2011 Employment Agreement and Contractor agrees that such provision survives his termination and that, during the execution term of this Agreement. Employee agrees that for a period of one (1) year after the Separation Date, Employee Agreement, he will not, directly or indirectly through any other Person (a) induce or attempt to induce any employee or independent contractor of the... Company or any Affiliate of the Company to leave the employ or service, as applicable, of the Company or such Affiliate, or in any way interfere with the relationship between the Company or any such Affiliate, on the one hand, and any employee or independent contractor thereof, on the other hand; (ii) hire any person who was an employee of the Company or an Affiliate of the Company until twelve months after such individual's employment relationship with the Company or such Affiliate has been terminated; (iii) influence or attempt to influence customers, vendors, suppliers, licensors, lessors, joint venturers, associates, consultants, agents or partners of the Company or any Affiliate of the Company to divert their business away from the Company or any such Affiliate; or (iv) otherwise interfere with, disrupt or attempt to disrupt the business relationships, contractual or otherwise, between the Company or any Affiliate of the Company, on the one hand, and any of its or their customers, suppliers, licensors, lessors, joint venturers, associates, officers, employees, consultants, managers, partners, members or investors, on the other hand. The Parties agree that Independent Contractor is not an employee of Company for any purpose. Any contribution or payment levied by any foreign, federal, state or local law based upon any employment by Independent 2 Contractor shall be borne and paid by, and shall be the exclusive responsibility of, the Independent Contractor. Independent Contractor shall prepare and file when due all tax returns, reports and other documents required to be filed by Independent Contractor in connection with this Agreement. View More
Non-Solicitation. (a) During Executive's employment with the Company and for a period of twelve (12) months thereafter, Executive shall not, for himself/herself or any entity, directly or indirectly: (i) solicit or cause to solicit for the purpose of diverting, taking away or disrupting, or of attempting to divert, take away or disrupt, the Company's relationship or business with any person or entity who, at any time during the six (6) months preceding such action was or is a client, customer or business partner ...of the Company, or prospective client, customer or business partner of the Company; (ii) solicit, induce or attempt to induce, any employee or independent contractor of the Company to terminate his or her employment or engagement with the Company; or (iii) hire, recruit or engage as an independent contractor, or attempt to hire, recruit or engage as an independent contractor, any person who was employed or otherwise engaged by the Company within six (6) months prior to such action. (b) If Executive violates the provisions of this Section 2, Executive shall continue to be bound by the restrictions set forth in this Section 2 for an additional period equal to the aggregate period of such violation.View More
Non-Solicitation. (a) During Executive's Employee's employment with the Company and for a period of twelve (12) months thereafter, Executive Employee shall not, for himself/herself himself or any entity, directly nor shall Employee assist or indirectly: provide information to a third party that would assist that third party to: (i) solicit or cause to solicit for the purpose purposes of diverting, taking away or disrupting, or of attempting to divert, take away or disrupt, the Company's relationship or business w...ith any person or entity who, at any time during the six (6) months preceding such action was or is a client, customer or business partner of the Company, or prospective client, customer or business partner of the Company; (ii) solicit, induce or attempt to induce, any employee or independent contractor of the Company to terminate his or her employment or engagement with the Company; or (iii) hire, recruit or engage as an employee or independent contractor, or attempt to hire, recruit or engage as an employee or independent contractor, any person who was employed or otherwise engaged by the Company within six (6) months prior to such action. For purposes of this provision, a "prospective client, customer or business partner" shall mean any person or entity (x) with whom the Company has had discussions as of Employee's termination of employment with the Company, (y) to whom the Company or made a proposal to do business about which the Employee was aware during his employment, or (z) that has executed a non-disclosure agreement with the Company, provided Employee was aware of such fact during this employment with the Company. (b) If Executive Employee violates any of the provisions of this Section 2, Executive Employee shall continue to be bound by the restrictions set forth in this Section 2 for an additional period equal to the aggregate period of such violation. View More
Non-Solicitation. a. Consultant acknowledges and recognizes the highly competitive nature of the business of the Company and that he provides essential and unique services to the Company. Accordingly, despite that the terms contained herein may limit Consultant's ability to engage in certain business pursuits during the Restricted Period (as defined above), Consultant hereby agrees as follows: During the Restricted Period (as defined above), Consultant will not, whether on Consultant's own behalf or on behalf of... or in conjunction with any Person (as defined above): (i) directly or indirectly solicit or encourage any employee of the Company to leave the engagement of the Company; or enter into an employment agreement or independent contractor agreement with any such employee; (ii) directly or indirectly, encourage any consultant then under contract with the Company to cease to work with the Company; (iii) directly or indirectly, encourage any of the Company's customers or suppliers to cease doing business or reduce the amount of business it does with the Company. b. It is expressly understood and agreed that although Consultant and the Company consider the restrictions contained in this Paragraph 9 to be reasonable, if a final determination is made by an arbitrator or arbitrators, or by a court of competent jurisdiction that the time or territory or any other restriction contained in this Agreement is an unenforceable restriction against Consultant, the provisions of this Agreement shall not be rendered void, but shall be deemed amended to apply as to such maximum time and territory and to such maximum extent as such court may judicially determine or indicate to be enforceable. Alternatively, if any court of competent jurisdiction finds that any restriction contained in this Agreement is unenforceable, and such restriction cannot be amended so as to make it enforceable, such finding shall not affect the enforceability of any of the other restrictions contained herein.View More
Non-Solicitation. a. Consultant Executive acknowledges and recognizes the highly competitive nature of the business of the Company and that he provides essential and unique services to the Company. Accordingly, despite that the terms contained herein may limit Consultant's Executive's ability to engage in certain business pursuits during the Restricted Non-Compete Period (as defined above), Consultant Executive hereby agrees as follows: During the Restricted Period period of employment of the Executive by the Co...mpany and for the period ending two (2) years following the termination of Executive's employment with the Company for any reason, solely in order for the Company to protect trade securities (as defined above), Consultant provided in Paragraph 13 below) Executive will not, whether on Consultant's Executive's own behalf or on behalf of or in conjunction with any Person (as defined above): 9 (i) directly or indirectly solicit or encourage any employee of the Company to leave the engagement employment of the Company; or enter into an employment agreement or independent contractor consulting agreement with any such employee; (ii) directly or indirectly solicit or enter into any business relationship with any person or entity who, at the time of the termination of Executive's employment with the Company was a customer of the Company or actively was being solicited by the Company to be a customer of the Company; (iii) directly or indirectly, encourage any consultant then under contract with the Company to cease to work with the Company; (iii) (iv) directly or indirectly, encourage any of the Company's customers or suppliers to cease doing business or reduce the amount of business it does with the Company. Company; or (v) directly or indirectly, solicit or encourage any corporation or other entity to a joint venture or similar relationship with the Company or any Subsidiary to terminate or diminish their relationship with the Company or any Subsidiary or to violate any agreement with any of them. b. It is expressly understood and agreed that although Consultant Executive and the Company consider the restrictions contained in this Paragraph 9 11 to be reasonable, if a final determination is made by an arbitrator or arbitrators, or by a court of competent jurisdiction that the time or territory or any other restriction contained in this Agreement is an unenforceable restriction against Consultant, Executive, the provisions of this Agreement shall not be rendered void, void but shall be deemed amended to apply as to such maximum time and territory territory and to such maximum extent as such court may judicially determine or indicate to be enforceable. Alternatively, if any arbitrator(s) or court of competent jurisdiction finds that any restriction contained in this Agreement is unenforceable, and such restriction cannot be amended so as to make it enforceable, such finding shall not affect the enforceability of any of the other restrictions contained herein. View More
