During the Restricted Period neither the Executive nor any Controlled Entity will directly or indirectly recruit, solicit or otherwise induce or influence any employee or sales agent of the Company or any of its affiliates to discontinue such employment or agency relationship with the Company. During the Restricted Period, neither the Executive nor any Controlled Entity will employ or seek to employ, or cause or induce any Competitive Business to employ or seek to employ for any Competitive Business, any person who is then (or was at any time within six months prior to the date the Executive or the Competitive Business employs or seeks to employ such person) employed by the Company. Nothing herein shall prevent the Executive from providing a letter of recommendation to an Employee with respect to a future employment opportunity.
During the Restricted Period. 1. The Grantee shall not become vested as to any portion of such Award if the vesting thereof would violate Federal or state securities laws;
During the Restricted Period the Executive agrees that Executive shall not, except in the furtherance of the Executive’s duties hereunder, directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity: (i) solicit, aid or induce (or attempt to solicit, aid or induce) any advisor, consultant, employee, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or engagement with the Company or solicit, aid or induce (or attempt to solicit, aid or induce) any employee of the Company or any of its subsidiaries or affiliates to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, representative or agent; or (ii) interfere, or aid or induce (or attempt to interfere, aid or induce) any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers or licensors. Any person described in this Section 12.3 shall be deemed covered by this Section while so employed or retained by the Company. For the avoidance of doubt, the general recruitment or solicitation of employees or other third parties by any entity with which the Executive is or may be affiliated (e.g. internet job postings), or the hiring or engagement of any such person or entity as a result of such general recruitment or solicitation, will not be a breach of Sections 12.2 or 12.3, unless such recruitment or solicitation is specifically targeted at any employees or other third parties engaged by or providing services to the Company.
During the Restricted Period the Executive will cooperate with and provide assistance to the Company and its legal counsel in connection with any litigation (including arbitration or administrative hearings) or investigation affecting the Company, in which, in the reasonable judgment of the Company’s counsel, the Executive’s assistance or cooperation is needed or desirable. The Executive shall, when requested by the Company, provide testimony or other assistance and shall travel at the Company’s request in order to fulfill this obligation; provided, however, that, in connection with such litigation or investigation, the Company shall reasonably accommodate the Executive’s schedule, shall provide her with reasonable notice in advance of the times in which the Executive’s cooperation or assistance is requested, and shall reimburse the Executive for any reasonable expenses incurred in connection with such matters. Unless the Company has paid the Executive severance benefits pursuant to this Agreement, the Company shall compensate the Executive for her time at customary and prevailing rates, unless prohibited by law.
During the Restricted Period. Buyer shall not, and shall not permit any of its Affiliates to, directly or indirectly, solicit or entice, or attempt to solicit or entice, any clients or customers of the Seller or potential clients or customers of the Seller for purposes of diverting their Buyer Restricted Business from the Seller.
During the Restricted Period. The certificates representing the Shares shall bear a legend substantially in the form of the first legend set forth on the first page of this Agreement (the "First Legend") and any other legend which the Company reasonably believes is required to comply with state, federal or foreign law.
During the Restricted Period. A. Dakota agrees, on behalf of itself and its Representatives while acting in such Person's capacity as a Representative, that any future statement or comment, whether written or oral, that any such Person may make about Dakota's relationship and dealings with Xxxxxxxxxx ND, PHC/CHC, or PHC prior to the Closing Date, or the operations of the Partnership prior to the Closing Date, will not be of a derogatory nature and will not disparage, question, or impugn the reputation, business ability or acumen, or standing in the business community or in the community as a whole, of Xxxxxxxxxx ND, PHC/CHC, PHC, or the Partnership, or any of the respective Representatives thereof, in such Person's capacity as a Representative; and
During the Restricted Period. (a) so as to compete with the Business solicit business from or canvass any customer or prospective customer in respect of Protected Business;
During the Restricted Period. Any proposed offer, sale or transfer of any of the Shares during the Restricted Period shall be subject to the condition that the Subscriber must deliver to the Company (i) a written certification that neither the Shares nor any interest therein has been offered or sold in the United States or to, or for the account or benefit of, any "U.S. Person"; (ii) a written certification of the proposed transferee that such transferee is not a U.S. Person, is acquiring the Shares for such transferee's own account and will comply with the terms of this Agreement, including this resale restriction, as they apply to the Subscriber; and (iii) if requested by the Company, a written opinion of counsel satisfactory to the Company to the effect that the offer, sale and transfer of such Shares are exempt from registration under the Act and any applicable state securities law in the United States. The Subscriber consents to the issuance of appropriate stop transfer instructions to the Company's transfer agent with respect to the Shares.