Non-Solicitation Contract Clauses (1,301)

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. Each party hereby covenants and agrees that during the term of this Agreement, and for a period of one year thereafter, the parties shall not directly or indirectly solicit, hire or otherwise retain or engage, whether as an employee, independent contractor or otherwise, any employee or other personnel of the other party without first gaining permission from the other party. If either party hires an employee from the other in violation of the previous sentence, the hiring party shall pay a fee of... $10,000 to the other party. View More
Non-Solicitation. Each party hereby covenants and agrees that during the term of this Agreement, and for a period of one year thereafter, the parties shall not directly or indirectly solicit, hire or otherwise retain or engage, whether as an employee, independent contractor or otherwise, any employee or other personnel of the other party without first gaining permission from the other party. If either party hires an employee from the other in violation of the previous sentence, other, the hiring party shall pay a... fee of $10,000 to the other party. Provided, however, this prohibition shall not apply to any offers of employment which result from a general solicitation for employment, including without limitation, through the Internet, newspapers, magazines and radio. View More
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Non-Solicitation. In consideration of the Company entering into this Agreement, for a period commencing on the Effective Date and ending on the expiration of the Restricted Period, the Executive hereby covenants and agrees that he shall not individually or in cooperation with any other person or entity do or suffer any of the following: (a) solicit, aid, induce or persuade, directly or indirectly, any person who is an employee, representative, or agent of any member of the Company Group to leave his or her employ...ment with any member of the Company Group to accept employment with any other person or entity; (b) induce any person who is an employee, officer or agent of the Company Group to terminate such relationship; (c) solicit any customer of the Company Group, or any person or entity whose business the Company Group had solicited to be a customer during the one year period prior to termination of the Executive's employment for purposes of engaging in business which is competitive with the Company Group within the United States or any territory in which the Company Group conducts business; or (d) solicit, aid, induce, persuade or attempt to solicit, aid, induce or persuade any person or entity to take any action that would result in a Change in Control of the Company or to seek to control the Board in a material manner without prior written consent of the Board. (e) For purposes of this Section 11 the term "solicit or persuade" includes, but is not limited to, directly or indirectly (i) initiating communications with an employee of the Company Group relating to possible employment, (ii) offering bonuses or compensation to encourage an employee of the Company Group to terminate his employment, and (iii) initiating communications with any person or entity relating to a possible Change in Control of the Company. (f) Notwithstanding anything to the contrary contained herein, neither any action taken by the Executive in the ordinary course of carrying out his duties under this Agreement nor the Executive's response to an unsolicited request for an employment reference regarding any former employee of the Company Group shall be a violation of this Section 11. View More
Non-Solicitation. In consideration of the Company entering into this Agreement, for a period commencing on the Effective Date and ending on the expiration of the Restricted Period, the Executive hereby covenants and agrees that he shall not not, directly or indirectly, Cano Employment Agreement individually or in cooperation with on behalf of any other person or entity do or suffer any of the following: (a) (a)hire or employ or assist in hiring or employing any person who was at any time during the last 18 months... of the Executive's employment an employee, representative or agent of any member of the Company Group or solicit, aid, induce or attempt to solicit, aid, induce or persuade, directly or indirectly, any person who is an employee, representative, or agent of any member of the Company Group to leave his or her employment with any member of the Company Group to accept employment with any other person or entity; (b) induce (b)induce any person who is an employee, officer or agent of the Company Group Group, or any of its affiliated, related or subsidiary entities to terminate such relationship; (c) solicit (c)solicit any customer of the Company Group, or any person or entity whose business the Company Group had solicited to be a customer during the one year 180-day period prior to termination of the Executive's employment for purposes of engaging in business which is competitive with to the Company Group within the United States Territory; or any territory in which the Company Group conducts business; or (d) solicit, (d)solicit, aid, induce, persuade or attempt to solicit, aid, induce or persuade any person or entity to take any action that would result in a Change in Control of the Company or to seek to control the Board in a material manner without prior written consent of the Board. (e) For manner. (e)For purposes of this Section 11 12, the term "solicit or persuade" includes, but is not limited to, directly or indirectly (i) initiating communications with an employee of the Company Group relating to possible employment, (ii) offering bonuses or additional compensation to encourage an employee of the Company Group to terminate his employment, (iii) referring employees of the Company Group to personnel or agents employed by competitors, suppliers or customers of the Company Group, and (iii) (iv) initiating communications with any person or entity relating to a possible Change in Control of the Company. (f) Notwithstanding anything to the contrary contained herein, neither any action taken by the Executive in the ordinary course of carrying out his duties under this Agreement nor the Executive's response to an unsolicited request for an employment reference regarding any former employee of the Company Group shall be a violation of this Section 11. Control. View More
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Non-Solicitation. a. The Consultant agrees that, without the prior written consent of the Company, the Consultant will not directly or indirectly during the term of this Agreement (a) call upon, solicit, divert or take away or attempt to solicit, divert or take away any of the customers, business or patrons of the Company; or (b) solicit or attempt to solicit for employment any person who is an employee of or consultant to the Company or who was an employee of or consultant to the Company at any time during the t...welve (12) month period immediately prior to the date of solicitation. b. The parties acknowledge that the foregoing restrictions are necessary and reasonable in scope and duration and are a material inducement to the Company to execute, deliver and perform its obligations arising under or pursuant to this Agreement. Mark Booth Consulting Agreement 9. NO EMPLOYMENT OF ASSISTANTS OR SUBCONTRACTING. Except as expressly authorized in a Statement of Work, the Consultant shall not employ assistants to aid his in the performance of the Services or subcontract any of the Services to a third party without the advance written approval of the Company. View More
Non-Solicitation. a. The Consultant agrees that, without the prior written consent of the Company, the Consultant will not directly or indirectly during the term of this Agreement (a) call upon, solicit, divert or take away or attempt to solicit, divert or take away any of the customers, business or patrons of the Company; or (b) solicit or attempt to solicit for employment any person who is an employee of or consultant to the Company or who was an employee of or consultant to the Company at any time during the t...welve (12) month period immediately prior to the date of solicitation. Heather D. Turner Consulting Agreement Page 4 of 9 b. The parties acknowledge that the foregoing restrictions are necessary and reasonable in scope and duration and are a material inducement to the Company to execute, deliver and perform its obligations arising under or pursuant to this Agreement. Mark Booth Consulting Agreement 9. NO EMPLOYMENT OF ASSISTANTS OR SUBCONTRACTING. Except as expressly authorized in a Statement of Work, the Consultant shall not employ assistants to aid his in the performance of the Services or subcontract any of the Services to a third party without the advance written approval of the Company. View More
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Non-Solicitation. Executive acknowledges that Company's relationship with its clients, employees, vendors, suppliers and other persons with whom Company has a business relationship (hereinafter referred to as "Prohibited Persons"), are special and unique, and that Company's relationship with the Prohibited Persons may not be able to be replaced by Company. Executive further acknowledges that the protection of Company's Prohibited Persons is essential. Therefore, Executive expressly covenants and agrees that durin...g Executive's employment with Company and for a period of twelve (12) months immediately following termination of Executive's employment for any reason (the "Non-solicitation Period"), Executive will not at any time for himself or on behalf of any other person, firm, partnership or corporation: (1) induce, or attempt to induce, any Prohibited Persons either to refrain, or to cease doing business with Company; or (2) directly or indirectly solicit, hire, induce or otherwise engage a Prohibited Person in any competitive business. View More
Non-Solicitation. Executive Employee acknowledges that Company's relationship with its clients, employees, vendors, suppliers and other persons with whom Company has a business relationship (hereinafter referred to as "Prohibited Persons"), are special and unique, and that Company's relationship with the Prohibited Persons may not be able to be replaced by Company. Executive Employee further acknowledges that the protection of Company's Prohibited Persons is essential. Therefore, Executive Employee expressly cove...nants and agrees that during Executive's his employment with Company and for a period of twelve (12) months immediately following termination of Executive's such employment for any reason (the "Non-solicitation Period"), Executive Employee will not at any time for himself or on behalf of any other person, firm, partnership or corporation: (1) induce, or attempt to induce, any Prohibited Persons either to refrain, or to cease doing business with Company; or (2) directly or indirectly solicit, hire, induce or otherwise engage a Prohibited Person in any competitive business. Employee agrees that in the event he breaches this covenant, the Non-solicitation Period shall be automatically extended by the length of time any such breach remains continuing. View More
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Non-Solicitation. 9.1. In consideration of the Option, the Employee agrees and covenants not to: a. directly or indirectly, solicit, hire, recruit, attempt to hire or recruit, or induce the termination of employment of any employee of the Company or its Affiliates for twelve months following the Employee's termination of employment; or b. or indirectly, solicit, contact (including, but not limited to, e-mail, regular mail, express mail, telephone, fax, and instant message), attempt to contact or meet with the cur...rent customers of the Company or any of its Affiliates for purposes of offering or accepting goods or services similar to or competitive with those offered by the Company or any of its Affiliates for a period of twelve months following the Employee's termination of employment. 9.2. In the event of a breach or threatened breach of any of the covenants contained in Section 9.1, the Employee hereby consents and agrees that the Company shall be entitled to, in addition to other available remedies, a temporary or permanent injunction or other equitable relief against such breach or threatened breach from any court of competent jurisdiction, without the necessity of showing any actual damages or that money damages would not afford an adequate remedy, and without the necessity of posting any bond or other security. The aforementioned equitable relief shall be in addition to, not in lieu of, legal remedies, monetary damages or other available forms of relief. View More
Non-Solicitation. 9.1. 12.1 Non-solicitation Restrictions. In consideration of the Option, the Employee Participant agrees and covenants not to: a. a) directly or indirectly, solicit, hire, recruit, attempt to hire or recruit, or induce the termination of employment of any employee of the Company or its Affiliates for twelve 12 months following the Employee's Participant's termination of employment; or b. Continuous Service; b) directly or indirectly, solicit, contact (including, but not limited to, e-mail, regul...ar mail, express mail, telephone, fax, and instant message), attempt to contact or meet with the current current, customers or collaborators of the Company or any of its Affiliates for purposes of offering or accepting goods or services similar to or competitive with those offered by the Company or any of its Affiliates for a period of twelve 12 months following the Employee's Participant's termination of employment. 9.2. Continuous Service. 12.2 Enforcement of Non-solicitation Restrictions. In the event of a breach or threatened breach by the Participant of any of the covenants contained in Section 9.1, 12.1: a) any unvested portion of the Employee Option shall be forfeited effective as of the date of such breach, unless sooner terminated by operation of another term or condition of this Agreement or the Plan; and b) the Participant hereby consents and agrees that the Company shall be entitled to, to seek, in addition to other available remedies, a temporary or permanent injunction or other equitable relief against such breach or threatened breach from any court of competent jurisdiction, without the necessity of showing any actual damages or that money damages would not afford an adequate remedy, and without the necessity of posting any bond or other security. The aforementioned equitable relief shall be in addition to, not in lieu of, legal remedies, monetary damages or other available forms of relief. View More
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Non-Solicitation. During the term of this Agreement and for 12 months after any termination of this Agreement, Contractor will not, without the prior written consent of the Company, either directly or indirectly, on Contractor 's own behalf or in the service or on behalf of others, solicit or attempt to solicit, divert or hire away any person employed by the Company or any customer of the Company.\ 11. Non-Disparagement. (a) Executive Obligation. Executive will not at any time, during or after the Term, disparage..., defame or denigrate the reputation, character, image, products or services of the Company, or of any of its Affiliates, or, any of its or its Affiliate s directors, officers, stockholders, members, employees or agents. (b) Company Obligation. The Company will not, except as may be required by law, issue any official press release or statement which is intended to disparage Executive. View More
Non-Solicitation. During the term of this Agreement and for 12 months 5 years after any termination of this Agreement, Contractor Executive will not, without the prior written consent of the Company, either directly or indirectly, on Contractor 's Executives' own behalf or in the service or on behalf of others, solicit or attempt to solicit, divert or hire away any person employed by the Company Company, or any customer of the Company.\ 11. Company. 2 8. Non-Disparagement. (a) Executive Obligation. Executive will... not at any time, during or after the Term, disparage, defame or denigrate the reputation, character, image, products or services of the Company, or of any of its Affiliates, or, any of its or its Affiliate s directors, officers, stockholders, members, employees or agents. (b) Company Obligation. The Company will not, except as may be required by law, issue any official press release or statement which is intended to disparage Executive. View More
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Non-Solicitation. (a) While the Employee is employed by the Company and for a period of two years after the termination of cessation of such employment for any reason, the Employee will not directly or indirectly recruit, solicit or hire any employee of the Company, or induce or attempt to induce any employee of the Company to terminate his/her employment with, or otherwise cease his/her relationship with, the Company. (b) If the Employee violates the provisions of Section 6(a), the Employee shall continue to be ...bound by the restrictions set forth in Section 6(a) until a period of two years has expired without any violation of such provisions. View More
Non-Solicitation. (a) While the Employee is employed by the Company and for a period of two years after the termination of cessation of such employment for any reason, the Employee will not directly or indirectly recruit, solicit or hire any employee of the Company, or induce or attempt to induce any employee of the Company to terminate his/her employment with, or otherwise cease his/her relationship with, the Company. (b) If the Employee violates the provisions of Section 6(a), 10(a), the Employee shall continue... to be bound by the restrictions set forth in Section 6(a) 10(a) until a period of two years has expired without any violation of such provisions. View More
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Non-Solicitation. During the Consulting Period and for a period of two years thereafter, the Consultant shall not: (a) canvass or solicit the business of (or procure or assist in the canvassing or soliciting of) any client, customer, or Consultant of the Company/MGT who is known to the Consultant as a result of his association with the Company/MGT during the Consulting Period for the purposes of competing with the Company/MGT; (b) accept (or procure or assist the acceptance of) any business from any client, custo...mer, or Consultant of the Company/MGT known to the Consultant as a result of his association with the Company/MGT during the Consulting Period for the purposes of competing with the Company/MGT; provided, however, that the Company and/or MGT may consent to such competition in writing; or (c) otherwise contact, approach, or solicit (or procure or assist in the contacting, approaching, or soliciting of) any entity known to the Consultant through his/her association with the Company/MGT before the Effective Date in such a way as may cause detriment to the Company/MGT. 2 10. NON-COMPETITION. At the end of the Consulting Period, by expiration or termination, the Consultant shall not directly or indirectly engage, own, manage, control, operate, be employed by, participate in, or be connected in any manner with the ownership, management, operation, or control of any business similar to the type of business conducted by the Company or MGT for a period of two (2) years. If the Consultant actually breaches or threatens to breach the terms of this Section 10, the Company shall be entitled to a preliminary restraining order and injunction restraining the Consultant from violating its provisions. Nothing in this Agreement shall be construed to prohibit the Company or MGT from pursuing any other available remedies for such breach or threatened breach, including the recovery of damages from the Consultant. View More
Non-Solicitation. During the Consulting Period and for a period of two years thereafter, the Consultant shall not: (a) canvass or solicit the business of (or procure or assist in the canvassing or soliciting of) any client, customer, or Consultant of the Company/MGT who is known to the Consultant as a result of his association with the Company/MGT during the Consulting Period for the purposes of competing with the Company/MGT; (b) accept (or procure or assist the acceptance of) any business from any client, custo...mer, or Consultant of the Company/MGT known to the Consultant as a result of his association with the Company/MGT during the Consulting Period for the purposes of competing with the Company/MGT; provided, however, that the Company and/or MGT may consent to such competition in writing; or (c) otherwise contact, approach, or solicit (or procure or assist in the contacting, approaching, or soliciting of) any entity known to the Consultant through his/her association with the Company/MGT before the Effective Date in such a way as may cause detriment to the Company/MGT. 2 10. NON-COMPETITION. At the end of the Consulting Period, by expiration or termination, the Consultant shall not directly or indirectly engage, own, manage, control, operate, be employed by, participate in, or be connected in any manner with the ownership, management, operation, or control of any business similar to the type of business conducted by the Company or MGT for a period of two (2) years. If the Consultant actually breaches or threatens to breach the terms of this Section 10, the Company shall be entitled to a preliminary restraining order and injunction restraining the Consultant from violating its provisions. Nothing in this Agreement shall be construed to prohibit the Company or MGT from pursuing any other available remedies for such breach or threatened breach, including the recovery of damages from the Consultant. View More
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Non-Solicitation. Of Customers. You will not, directly or indirectly, at any time during the period of your employment or for a period of twenty-four (24) months following your Termination Date solicit, divert, or take away or supervise any other person, firm, or other entity in soliciting, diverting, or taking away any Customer or Prospective Customer of the Company for the purpose of selling, performing or providing Business Services to that Customer or Prospective Customer. Of Employees. You will not, directly... or indirectly, at any time during the period of your employment or for a period of twenty-four (24) months following your Termination Date solicit, hire, employ, engage, affiliate with for profit, retain (or assist any other person or entity in soliciting, hiring, employing, engaging, affiliating for profit or retaining) any person who was a Company employee or consultant or independent contractor at any time during the one (1)-year period prior to your soliciting, hiring, employing, engaging, affiliating for profit or retaining, whether for your benefit or the benefit of any other person or organization other than the Company, or solicit, induce, or encourage any such person to terminate or leave the Company's employ, engagement, or other remunerative relationship with the Company. You acknowledge that this covenant is necessary to enable the Company to maintain a stable workforce and remain in business. View More
Non-Solicitation. (a) Of Customers. You Employee will not, not directly or indirectly, indirectly at any time during the period of your Employee's employment or for a period of twenty-four (24) months following your Termination Date the termination of that employment (whether voluntarily or involuntarily), directly or indirectly, solicit, divert, or take away or supervise any other person, firm, or other entity in soliciting, diverting, or taking take away any Customer or Prospective Customer of the Company for t...he purpose of selling, performing or providing Business Services business services to that Customer or Prospective Customer. (b) Of Employees. You will not, Employee agrees not to directly or indirectly, at any time during the period of your Employee's employment or for a period of twenty-four (24) months following your Termination Date the termination of Employee's employment (whether voluntary or involuntary), solicit, hire, employ, engage, affiliate with for profit, retain (or assist any other person or entity in soliciting, hiring, employing, engaging, affiliating for profit or retaining) any person who was a Company employee or consultant or independent contractor at any time during the one (1)-year period prior to your soliciting, hiring, employing, engaging, affiliating for profit preceding Employee's termination, or retaining, within six months thereafter, whether for your Employee's benefit or the benefit of any other person or organization other than the Company, or solicit, induce, or encourage any such person to terminate or leave the Company's employ, engagement, or other remunerative remuneration relationship with the Company. You acknowledge Employee acknowledges that this covenant is necessary to enable the Company to maintain a stable workforce and remain in business. View More
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Non-Solicitation. 8.1The Consultant hereby represents that, except as the Consultant has disclosed in writing to the Company, the Consultant is not bound by the terms of any agreement with any third party to refrain from using or disclosing any trade secret or confidential or proprietary information in the course of Consultant's consultancy with the Company, to refrain from competing, directly or indirectly, with the business of such third party or to refrain from soliciting employees, customers or suppliers of s...uch third party. 8.2The Consultant hereby represents, warrants and covenants that Consultant has the skills and experience necessary to perform the services, that Consultant will perform said services in a professional, competent and timely manner, that Consultant has the power to enter into this Agreement and that Consultant's performance hereunder will not infringe upon or violate the rights of any third party or violate any federal, state or municipal laws. View More
Non-Solicitation. 8.1The During the Consultation Period and for a period of six (6) months thereafter, the Consultant shall not, directly or indirectly, recruit or solicit, or attempt to recruit or solicit, any person who was employed by the Company or engaged as an independent contractor for the Company at any time during the Consultation Period, except for an individual whose employment with or service for the Company has been terminated for a period of six (6) months or longer. 8. Other Agreements; Warranty. 8....1 The Consultant hereby represents that, except as the Consultant has disclosed in writing to the Company, the Consultant is not bound by the terms of any agreement with any third party to refrain from using or disclosing any trade secret or confidential or proprietary information in the course of the Consultant's consultancy with the Company, to refrain from competing, directly or indirectly, with the business of such third party or to refrain from soliciting employees, customers or suppliers of such third party. 8.2The The Consultant further represents that the Consultant's performance of all the terms of this Agreement and the performance of the services as a consultant of the Company do not and will not breach any agreement with any third party to which the Consultant is a party (including, without limitation, any nondisclosure or non-competition agreement), and that the Consultant will not disclose to the Company or induce the Company to use any confidential or proprietary information or material belonging to any current or previous employer or others. 8.2 The Consultant hereby represents, warrants and covenants that the Consultant has the skills and experience necessary to perform the services, that the Consultant will perform said services in a professional, competent and timely manner, that the Consultant has the power to enter into this Agreement and that the Consultant's performance hereunder will not infringe upon or violate the rights of any third party or violate any federal, state or municipal laws. View More
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