Common use of Non-Compete Clause in Contracts

Non-Compete. Employee hereby covenants and agrees that Employee will not, without the prior written consent of the Company, directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason, directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership or otherwise) which is competitive with the then existing business of the Company. Notwithstanding the foregoing, Employee may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five percent or more of the outstanding securities of any such company.

Appears in 6 contracts

Samples: Articles of Incorporation (Leisure Time Casinos & Resorts Inc), Articles of Incorporation (Leisure Time Casinos & Resorts Inc), Articles of Incorporation (Leisure Time Casinos & Resorts Inc)

Non-Compete. Employee hereby covenants and agrees that Employee will not for a period commencing on the date hereof and ending one year following the termination or expiration of Employee's employment with the Company (the "Restricted Period"), without the prior written consent except on behalf of the Company Company and its affiliates in accordance with this Agreement, Employee shall not, directly or indirectly, whether individually or through any entity controlled by Employee as employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement agent, for any reason consultant, directly or indirectly stockholder, on his own behalf director, partner or in the service any other individual or on behalf of others representative capacity, whether or not for compensation own, operate, manage, control, engage in , invest in or participate in any business activity manner in, act as a consultant or have any interest advisor to, render services for (alone or in association with any person, firm, corporation or business entity), through a subsidiary or parent otherwise assist any person or entity that engages in or other entity (whether as a shareholder owns, agent invests in, joint venturer operates, security holder, trustee, partner, consultant, creditor lending credit manages or money for the purpose of establishing controls any venture or operating any such business, partnership enterprise that directly or otherwise) which is competitive indirectly competes with the then existing business of the Company. Notwithstanding Company as then conducted (the foregoing "Business") provided, however, that nothing 5 contained herein shall be construed to prevent Employee may own shares from investing in the stock of any competing companies whose corporation listed on a national securities are publicly traded exchange or traded in the over-the-counter market, so long as such securities but only if Employee is not involved in the business of said corporation and if Employee and Employee's affiliates collectively do not constitute five percent or own more than an aggregate of 5% of the outstanding securities stock of any such company corporation. Nothing in the foregoing is intended to preclude Employee from becoming involved in Internet or on-line services or businesses that do not compete with the business of the Company as then conducted.

Appears in 4 contracts

Samples: Confirmatory Assignment (On Village Communications Inc), Confirmatory Assignment (On Village Communications Inc), Confirmatory Assignment (On Village Communications Inc)

Non-Compete. As an inducement for DTS to enter into the Merger Agreement and as additional consideration for the consideration to be paid to Employee hereby covenants under the Merger Agreement, you agree that for the period commencing on the date of this Agreement and agrees that Employee will not, without ending on the prior written consent later of (i) the 36-month anniversary of the Company date hereof and (ii) the date on which you are no longer employed by the Company or any of its affiliates, except on behalf of the Company and its affiliates in accordance with this Agreement, you shall not, directly or indirectly, whether individually or through any entity controlled by Employee as employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement agent, for any reason consultant, directly or indirectly stockholder, on his own behalf director, partner or in the service any other individual or on behalf of others representative capacity, whether or not for compensation own, operate, manage, control, engage in, invest in or participate in any business activity manner in, act as a consultant or have any interest advisor to, render services for (alone or in association with any person, firm, corporation or business entity), through a subsidiary or parent entity or other entity (whether as a shareholder otherwise assist, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership compensation or otherwise ) which , any person or entity in the United States that engages in or owns, invests in, operates, manages or controls any venture or enterprise that is competitive with a direct competitor of the then existing Company or DTS; provided, however, that nothing contained in this Agreement shall be construed to prevent you from investing in the stock of any competing corporation listed on a national securities exchange or traded in the over-the-counter market, but only if you are not involved, directly or indirectly, in the business of the Company. Notwithstanding the foregoing, Employee may own shares of competing companies whose securities are publicly traded, so long as such securities said corporation and if you and your affiliates collectively do not constitute five percent or own more than an aggregate of 5% of the outstanding securities stock of any such company corporation, and such investment does not violate the DTS Insider Trading Policy.

Appears in 3 contracts

Samples: Employment Agreement (Digital Theater Systems Inc), Employment Agreement (Digital Theater Systems Inc), Employment Agreement (Digital Theater Systems Inc)

Non-Compete. Employee Executive hereby covenants and agrees that Employee during the his employment by the Company and for a period of one (1) year following the termination of Executive’s employment, regardless of the reason for such termination, Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with any Competing Business in the then existing business Covered Area. For the purpose of this Section 13(a), “Competing Business” means the development or sale of pharmaceuticals involving immuno-oncology or neuroscience; provided, however, that Bioxcel Corporation and its Affiliates will not constitute Competing Businesses. For the purpose of this Section 13(a), “Covered Area” means all geographical areas of the Company United States and other foreign jurisdictions where the Company has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee Executive may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 3 contracts

Samples: Executive Employment Agreement (BioXcel Therapeutics, Inc.), Executive Employment Agreement (BioXcel Therapeutics, Inc.), Executive Employment Agreement (BioXcel Therapeutics, Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of one year following the end of the Employment Term, the Executive will not, without the prior written consent of the Company, directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason, directly or indirectly, on his her own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 3.1, (i) “Competing Business” means any biotechnology or pharmaceutical company, any contract manufacturer, any research laboratory or other company or entity (whether or not organized for profit) that has, or is competitive with the then existing business seeking to develop, one or more products or therapies that is related to guanylyl cyclase receptor agonists and (ii) “Covered Area” means all geographical areas of the Company United States and foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 3 contracts

Samples: Amended and Restated Executive Employment Agreement (Synergy Pharmaceuticals, Inc.), Executive Employment Agreement (Synergy Pharmaceuticals, Inc.), Executive Employment Agreement (Synergy Pharmaceuticals, Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of two years following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer venture, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) with any Competing Business in the Covered Area. For the purpose of this Section 3.1, (i) "Competing Business" means any company engaged in acquiring and or monetizing intellectual property for use in the gaming industry by any means including but not limited to commencing litigation against companies and others violating the Company’s right in its intellectual property or intellectual property in which is competitive with the then existing business Company has acquired an interest. And (ii) "Covered Area" means all geographical areas of the Company United States and foreign jurisdictions where the Company believes the rights to its intellectual property may have been violated. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five more than ten percent or more (10%) of the outstanding securities of any such company.

Appears in 3 contracts

Samples: Amended and Restated Executive Employment Agreement (MGT Capital Investments Inc), Executive Employment Agreement (MGT Capital Investments Inc), Executive Employment Agreement (MGT Capital Investments Inc)

Non-Compete. Employee In consideration for the severance benefits to be provided to the Executive pursuant to the provisions of Section 3 hereof, the Executive hereby covenants and agrees that Employee will that, for a period of one year from the date hereof, (i) he shall not, directly or indirectly, without the prior written consent of the Chief Executive Officer of the Company or the Board of Directors of the Company , participate or engage in, whether as a director, officer, employee, advisor, consultant, stockholder, partner, joint venturer, owner, advisor, lender, manager or in any other capacity, any business engaged in the business that competes with the Company (a "Competing Enterprise"); provided, however, that the Executive shall not be deemed to be participating or engaging in any such business solely by virtue of his ownership of not more than five percent of any class of stock or other securities of an issuer which is publicly traded on a national securities exchange or in a recognized over-the-counter market; (ii) he shall not, directly or indirectly, whether individually solicit, raid, entice or through otherwise induce any entity controlled employee of the Company or any of its subsidiaries to be employed by Employee, during the term of this Agreement a Competing Enterprise; and for a period of 3 years from the termination of this Agreement, for any reason (iii) he shall not, directly or indirectly, on his own behalf solicit, entice or in otherwise induce any customer of the service Company or on behalf any prospective customer of others, whether or not for compensation, engage in any business activity the Company to cease, or have any interest in any person choose not to, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership or otherwise) which is competitive do business with the then existing business of the Company . Notwithstanding the foregoing, Employee may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five percent or more of the outstanding securities of any such company .

Appears in 2 contracts

Samples: Separation and Release Agreement (Exobox Technologies Corp.), Separation and Release Agreement (Exobox Technologies Corp.)

Non-Compete. Employee hereby covenants Parent acknowledges that the Company and agrees the Company Subsidiaries operate on an international basis and have clients throughout the world. The parties acknowledge and agree that Employee will this covenant is reasonable and is necessary to protect the interests of PESI, the Company and the Company Subsidiaries. During the Parent Non-Solicitation Period, Parent shall not, without the prior written consent and shall not permit any of the Company other Parent Restricted Parties, directly or indirectly, whether individually by or for itself or any of the Parent Restricted Parties, or for any of their own account, or as an agent of another, or through others as an agent, or by or through any joint venture, partnership, corporation, limited liability company or other business entity controlled by Employee in which Parent or any of the Parent Restricted Parties has a direct or indirect interest, during the term of this Agreement and for a period of 3 years from the termination of this Agreement own, for manage, operate, control, or be engaged in any reason business, or be connected with or employed as an officer, employee, partner, director, consultant, agent or otherwise in, or be involved with, any business that (i) competes, directly or indirectly, on his own behalf or in with the service or on behalf Business of others, whether or not for compensation, engage in any business activity the Company and/or the Company Subsidiaries, or have (ii) conducts any interest in any person other related business or businesses similar to the Business of the Company and/or the Company Subsidiaries, firm, corporation or enter into or carry on a business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for one of the purpose activities of establishing or operating any such business, partnership or otherwise) which is competitive with similar to the then existing business Business of the Company Company and/or the Company Subsidiaries or the activities of the Business of the Company and/or the Company Subsidiaries. Notwithstanding the foregoing above, Employee the Parent Restricted Parties may own hold stock in a competing entity if said ownership is (i) not a direct purchase, but merely part of a mutual-like fund investment made by its investment advisor, provided that, the Parent Restricted Parties’ ownership of such stock does not represent more than 5% of the issued and outstanding shares of competing companies whose voting stock, or securities are publicly traded convertible into such voting stock, so long as of such securities do not constitute five percent entity; or more (ii) is limited to 5%, on a fully-diluted basis, of the outstanding total shares of common stock of a corporation having securities of any such company listed on a national or foreign stock exchange or quoted on an automated quotation system.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Perma Fix Environmental Services Inc), Stock Purchase Agreement (Homeland Security Capital CORP)

Non-Compete. Employee hereby covenants and Restricted Party agrees that Employee Restricted Party will not, without the prior written consent of the Company, directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 two (2) years from the effective date of termination of this Agreement Consultant’s engagement with Company, for any whatever reason, directly or indirectly, on his own behalf acquire, operate, engage or participate in any way, whether as an employee, independent contractor, or otherwise, in the service or on behalf business of others, whether or not practice management for compensation, engage dental offices in any business activity state (except for Massachusetts) in which Company provides such services, directly or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder affiliate, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership or otherwise) which is competitive with the then existing business of during Consultant’s engagement by the Company. Notwithstanding the foregoing, Employee Restricted Party may own, directly or indirectly, solely as an investment, securities of any corporation traded on any national securities exchange if Restricted Party is not a controlling person, or a member of a group which controls such corporation and does not, directly or indirectly own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five percent 1% or more of the outstanding any class of securities of any such company corporation.

Appears in 2 contracts

Samples: Consulting Agreement (Sebring Software, Inc.), Consulting Agreement (Sebring Software, Inc.)

Non-Compete. The Employee hereby covenants and agrees that during the term of this Agreement, the Employee will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with any Competing Business in the then existing business Covered Area. For the purpose of this Agreement, (i) “Competing Business” means the exploration, development, and production of mineral resources and (ii) “Covered Area” means all geographical areas of the Company United States, South America, and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, the Employee may own shares of competing companies whose securities are publicly traded trades, so long as such securities do not constitute more than five percent or more (5%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Employment Agreement (Medefile International, Inc.), Employment Agreement (Medefile International, Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the Employment Term and for a period of one year following the Expiration Date, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any entity that is competitive directly competing with the then existing business of products being developed by the Company . Notwithstanding , which in the foregoing, Employee may own shares case of competing companies whose securities are publicly traded, so long as such securities do not constitute five percent or more GP2 would be any entity pursuing HER2/neu 3+ breast cancer products in the adjuvant/neoadjuvant setting that would be seeking to prevent the recurrence of the outstanding securities of any such company breast cancer.

Appears in 2 contracts

Samples: Executive Employment Agreement (Greenwich LifeSciences, Inc.), Executive Employment Agreement (Greenwich LifeSciences, Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of one year following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer venture, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 3.1, (i) “Competing Business” means any company engaged in acquiring and or monetizing intellectual property for use in the online and mobile gaming industry that is directly competitive with the then existing business online and mobile gaming assets of Avcom, Inc. And (ii) “Covered Area” means all geographical areas of the Company United States and foreign jurisdictions where Avcom, Inc. markets and sells its products. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five more than ten percent or more (10%) of the outstanding securities of any such company . Notwithstanding anything herein to the contrary if the Executive is terminated by the Company without Cause or terminates his employment for Good Reason (as such terms are defined below), this Section 3.1 shall not apply.

Appears in 2 contracts

Samples: Executive Employment Agreement (MGT Capital Investments Inc), Executive Employment Agreement (MGT Capital Investments Inc)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of one year following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 3.1, (i) “Competing Business” means any biotechnology or pharmaceutical company, any contract manufacturer, any research laboratory or other company or entity (whether or not organized for profit) that has, or is competitive with the then existing business seeking to develop, one or more products or therapies that is related to azaspiranes and guanylyl cyclase receptor agonists and (ii) “Covered Area” means all geographical areas of the Company United States and foreign jurisdictions where the Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded trades, so long as such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Amended and Restated Executive Employment Agreement (Synergy Pharmaceuticals, Inc.), Executive Employment Agreement (Synergy Pharmaceuticals, Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of one year following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 3.1, (i) “Competing Business” means any biotechnology or pharmaceutical company, any contract manufacturer, any research laboratory or other company or entity (whether or not organized for profit) that has, or is competitive with the then existing business seeking to develop, one or more products or therapies that is related to azaspiranes and guanylyl cyclase receptor agonists and (ii) “Covered Area” means all geographical areas of the Company United States and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Amended and Restated Executive Employment Agreement (Synergy Pharmaceuticals, Inc.), Amended and Restated Executive Employment Agreement (Synergy Pharmaceuticals, Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of one year following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with the then existing business of Company being conducted in the Company Covered Area, as defined hereinbelow. For the purpose of this Section 3.1, “Covered Area” shall mean all geographical areas of the United States and foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded trades, so long as such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Executive Employment Agreement (BioMETRX), Executive Employment Agreement (BioMETRX)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of one year following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 3.1, (i) "Competing Business" means any biotechnology or pharmaceutical company, any contract manufacturer, any research laboratory or other company or entity (whether or not organized for profit) that has, or is competitive with the then existing business seeking to develop, one or more products or therapies that is related to azaspiranes and guanylyl cyclase receptor agonists and (ii) "Covered Area" means all geographical areas of the Company United States, Ireland, Germany and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded trades, so long as such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Executive Employment Agreement (Callisto Pharmaceuticals Inc), Executive Employment Agreement (Callisto Pharmaceuticals Inc)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of two years following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with the then existing business of Company being conducted in the Company Covered Area, as defined hereinbelow. For the purpose of this Section 3.1, “Covered Area” shall mean all geographical areas of the United States and foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded trades, so long as such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Executive Employment Agreement (Pladeo Corp.), Executive Employment Agreement (MaryJane Group, Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of two years following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with the then existing business of Company being conducted in the Company Covered Area, as defined hereinbelow. For the purpose of this Section 3.1, “Covered Area” shall mean all geographical areas of the United States and foreign jurisdictions where Companythen has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded trades, so long as such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Executive Employment Agreement (Pladeo Corp.), Executive Employment Agreement (Pladeo Corp.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with the then existing business of Company being conducted in the Company Covered Area, as defined hereinbelow. For the purpose of this Section 3.1, "Covered Area" shall mean all geographical areas of the United States, Ireland and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Executive Employment Agreement (Igx Corp/De), Executive Employment Agreement (Igx Corp/De)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with any Competing Business in the then existing business Covered Area. For the purpose of this Agreement, (i) “Competing Business” means the sale, trade, import or export, via the internet, wholesale, retail and any other channels not exclusively named herein, of diamonds and jewelry. and (ii) “Covered Area” means all geographical areas of the Company United States, South America, and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute more than five percent or more (5%) of the outstanding securities of any such company.

Appears in 2 contracts

Samples: Executive Employment Agreement (Abazias Inc), Executive Employment Agreement (Abazias Inc)

Non-Compete. Employee hereby covenants During the Employment Period and agrees that Employee will not for a period thereafter of six months (the “Protection Period”), without the prior written consent of the Company, Executive shall not directly or indirectly, either for Executive or for any other Person, own any interest in, manage, control, participate in, consult with, render services for, or in any other manner engage in any business with any Person (including, without limitation, any division, group or franchise of a larger organization) that engages in the Business or otherwise competes with the Business anywhere in North America or in any other country in which the Company or any of its Subsidiaries engages in the Business (whether individually directly or through any entity controlled by Employee, during relationships with third parties) or is actively planning to engage in the term of this Agreement and for a period of 3 years from the termination business. For purposes of this Agreement, for the term “participate in” shall include, without limitation, having any reason, directly direct or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any indirect interest in any person corporation, firm partnership, corporation or business limited liability company, through a subsidiary or parent entity joint venture or other entity, whether as a sole proprietor, owner, stockholder, partner, joint venturer, creditor or otherwise, or rendering any direct or indirect service or assistance to any individual, corporation, partnership, limited liability company, joint venture and other business entity (whether as a shareholder director, officer, manager, supervisor, employee, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership consultant or otherwise ) which is competitive with ). For purposes of this Agreement, “Business” means, collectively, the then existing business electronic trading of fixed income securities or any other businesses of the Company Company or any of its Subsidiaries as such businesses exist at the Termination Date. Notwithstanding Nothing herein shall prohibit Executive from owning up to 5% of the foregoing, Employee may own shares outstanding stock of competing companies whose securities are any class of a corporation that is publicly traded, so long as Executive has no active participation in the business of such securities do not constitute five percent or more of the outstanding securities of any such company corporation.

Appears in 1 contract

Samples: Employment Agreement (Bonds.com Group, Inc.)

Non-Compete. Employee hereby covenants and agrees that Employee will During the Restricted Period, Executive shall not , without the prior written consent of the Company , directly or indirectly, whether individually be or through become interested in or associated with or represent or otherwise render assistance or services to (as an officer, director, stockholder, partner, member, consultant, owner, employee, agent, creditor or otherwise) any business that is then, or which proposes to become, a competitor of the Company, its subsidiaries or affiliates. The foregoing shall not restrict Executive from the ownership, solely as an investment, of securities of any business if such ownership is not as controlling person of such business, not as a member a group that controls such business, and not as a direct or indirect beneficial owner of 3% or more of any class of publicly traded securities of such business. The foregoing shall also not restrict Executive from working for any entity controlled by Employee whose business includes a business that is a competitor of the Company, during its subsidiaries or affiliates, but only if the term competitive business is not the principal or predominant business of this Agreement such entity and for a period the services of 3 years from the termination of this Agreement, for any reason Executive to such entity do not relate, directly or indirectly, on his own behalf or in to the service or on behalf of others, whether or not for compensation, engage in any competitive business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any conducted by such business, partnership or otherwise) which is competitive with the then existing business of the Company. Notwithstanding the foregoing, Employee may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five percent or more of the outstanding securities of any such company entity.

Appears in 1 contract

Samples: Executive Employment Agreement (Gvi Security Solutions Inc)

Non-Compete. Employee hereby covenants and agrees that Employee will not, without the prior written consent of the Company, directly or indirectly, whether individually or through any entity controlled by Employee, during During the term of this Agreement and for a period of 3 years from twelve months following the termination of Employee's employment with the Company, whether Employee's employment terminates pursuant to the provisions of Section 5 of this Agreement Agreement or otherwise (collectively, for the "Restricted Period"), Employee covenants and agrees that he will not, without the express approval of the Board, anywhere in the world engage in any reason business directly or indirectly, as an individual, partner, shareholder, officer, director, principal, agent, employee, trustee, consultant or in any other relationship or capacity, if such business is competitive with the Company Business; provided, however, that Employee may own, directly or indirectly, on his solely as an investment, securities of any entity if Employee (a) is not a controlling person with respect to such entity and (b) does not, directly or indirectly, own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership or otherwise) which is competitive with the then existing business of the Company. Notwithstanding the foregoing, Employee may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five percent or more of any class of the outstanding securities of any such company entity.

Appears in 1 contract

Samples: Long Term Incentive Plan (Cti Molecular Imaging Inc)

Non-Compete. Employee hereby covenants and agrees that Employee will not, without the prior written consent of the Company, directly or indirectly, whether individually or through any entity controlled by Employee, during During the term of this Agreement Agreement, and for a period of 3 years from the six (6) months following termination of this Agreement, Executive agrees that he will not, without Employer's prior written consent (which may be withheld for any reason reason or for no reason in Employer's sole discretion), do anything adverse to the interests of Employer, and shall not, directly or indirectly indirectly himself or by or through a family member or otherwise, on his own behalf alone or in the service as a member of a partnership or on behalf of others, whether or not for compensation, engage in any business activity joint venture, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder principal, agent officer, joint venturer, security holder, trustee, partner director, consultant, creditor lending credit employee or money for the purpose stockholder of establishing any other entity, compete with Employer or operating be engaged in or connected with any such business, partnership or otherwise) which is other business competitive with the then existing business that of Employer or any affiliate thereof; provided, however, that Executive may own as a passive investment not more than one percent (1%) of the Company. Notwithstanding the foregoing securities of any publicly held corporation that may engage in a business; and competitive with that of Employer or any affiliate provided, Employee however, Executive may own shares establish a wholesale distribution business competitive with that of competing companies whose securities are publicly traded, so long as such securities do not constitute five percent or more Employer if Executive owns a majority of the outstanding securities equity of any such company business. For purposes of this Agreement, a "competitive business" shall mean a business engaged in the wholesale, retail and/or catalog sale of roasted coffee beans and related products.

Appears in 1 contract

Samples: Confidentiality Agreement (Green Mountain Coffee Inc)

Non-Compete. Employee hereby covenants agrees that, for a period of three months following the Effective Date, he will fully comply with and agrees that Employee will not , without the prior written consent of the Company , directly or indirectly, whether individually engage in or through become interested financially in, any entity controlled by Employee, line of business in which the Company was engaged or had a formal plan to enter during the term period of Employee’s employment with the Company, including but not limited to the business of providing fixed, shared, mobile, or portable wireless broadband, VoIP, or telecommunication services, either on his own behalf or as an officer, director, stockholder, partner, consultant, associate, employee, owner, agent, creditor, independent contractor, or co-venturer of any third party; provided, however, that Employee shall be entitled to continue to invest in stocks, bonds, or other securities in any such business (without otherwise participating in such business) if: (a) such stocks, bonds, or other securities are listed on any United States securities exchange or are publicly traded in an over the counter market; and such investment does not exceed, in the case of any capital stock of any one issuer, five percent of the issued and outstanding capital stock, or in the case of bonds or other securities, five percent of the aggregate principal amount thereof issued and outstanding; or (b) such investment is completely passive and no control or influence over the management or policies of such business is exercised. The rights and obligations of the Parties under this Section 6(ii) shall survive the expiration or termination of this Agreement and for any reason. Employee agrees that, for a period of 3 years from three months following the termination of this Agreement Effective Date, for any reason he will not, directly or indirectly, on his own behalf or in the service for or on behalf of others himself or any third party, whether solicit any customers of the Company with respect to products or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership or otherwise) which is services competitive with the products or services then existing business of being sold by the Company . Notwithstanding the foregoing, Employee may own shares of competing companies whose securities are publicly traded, so long as such securities do not constitute five percent or more of the outstanding securities of any such company .

Appears in 1 contract

Samples: Separation Agreement (Towerstream Corp)

Non-Compete. Employee hereby covenants and Executive agrees that Employee he will not, without during the prior written consent term of Executive's employment hereunder, and for the balance of the Company term of this Agreement if the Executive is terminated for cause or leaves voluntarily, directly or indirectly, whether individually compete, or through engage in any business or enterprise competitive with the business of Company -- i.e., selling media on college campuses -- or serve as an officer, director to employee of, or consultant to, or own any interest in, any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason which competes, directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any with such business, partnership or otherwise) which is competitive with the then existing business of the Company. Notwithstanding the foregoing, Employee Executive may own shares securities of competing companies whose securities are any publicly traded, so long as held entity provided that such securities do not constitute five represent more than two (2%) percent or more of the outstanding voting securities of any such company entity.

Appears in 1 contract

Samples: Form of Stock Option Agreement (Uc Television Network Corp)

Non-Compete. Employee hereby covenants and Executive agrees that Employee he will not, without during the prior written consent term of the Company Executive's employment hereunder, directly or indirectly, whether individually compete, or through engage in any business or enterprise competitive with the business of Company, as conducted from time to time, or serve as an officer, director to employee of, or consultant to, or own any interest in, any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason which competes, directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any with such business, partnership or otherwise) which is competitive with the then existing business of the Company. Notwithstanding the foregoing, Employee Executive may own shares securities of competing companies whose securities are any publicly traded, so long as hold entity provided that such securities do not constitute five represent more than two (2%) percent or more of the outstanding voting securities of any such company. entity, and may continue with his present outside business interests, as disclosed on Exhibit A.

Appears in 1 contract

Samples: Form of Stock Option Agreement (Uc Television Network Corp)

Non-Compete. Employee Lougee hereby covenants and agrees that Employee Lougee will not , for a period of two (2) years immediately after the Termination Date, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose hereof “Competing Business” means any provider of memory products or memory performance solutions other than Dataram Memory if Lougee is competitive with providing services to Dataram Memory as set forth herein or pursuant to any other agreement by and between Lougee and the then existing Company, any other business engaged in or planned by the Company on the date hereof and within a period of two (2) years prior to the date hereof, and any mining or resource business conducted by or similar to the business of U.S Gold and its subsidiaries and (ii) “Covered Area” means all geographical areas of the Company United States and foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee Lougee may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one (1%) percent or more of the outstanding securities of any such company.

Appears in 1 contract

Samples: Separation Agreement (Dataram Corp)

Non-Compete. Employee Moylan hereby covenants and agrees that Employee Moylan will not , during the Term or for a period of two (2) years immediately after the Term, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose hereof “Competing Business” means any provider of memory products or memory performance solutions other than Dataram Memory if Moylan is competitive with providing services to Dataram Memory as set forth herein, any other business engaged in or planned by the then existing Company on the date hereof and within a period of two (2) years prior to the date hereof, and any mining or resource business conducted by or similar to the business of U.S Gold and its subsidiaries and (ii) “Covered Area” means all geographical areas of the Company United States and foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee Moylan may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one (1%) percent or more of the outstanding securities of any such company . . 3

Appears in 1 contract

Samples: Separation Agreement (Dataram Corp)

Non-Compete. Employee hereby covenants and Robinett agrees that Employee will not, without the prior written consent of the Company, directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for he will not engage (as an individual or as a period stockholder, trustee, partner, financier, agent, employee, consultant, independent consultant or representative of 3 years from the termination of this Agreement, for any reason, directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business association) or have any interest, through a subsidiary direct or parent entity or other entity (whether as a shareholder indirect, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating in any such business, partnership or otherwise) which is competitive business in competition with the then existing business of the Company. Notwithstanding Company as conducted as of the foregoing, Employee may own shares of competing companies whose securities are publicly traded, so long as such securities do date hereof; provided that this Covenant Not to Compete shall not constitute five percent or prevent Robinett from acquiring and holding not more than 2% of the outstanding securities shares of any corporation engaged in such company competitive business if such shares are available to the general public on a national securities exchange.

Appears in 1 contract

Samples: Agreement Not to Compete (Command Security Corp)

Non-Compete. Employee Sutton hereby covenants and agrees that Employee Sutton will not, without the prior written consent of the Company, directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason, directly or indirectly, on his her own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with any Competing Business in the then existing Covered Area. For the purpose of this Section 8 (i) “Competing Business” means any mobile or digital downloadable gaming business and (ii) “Covered Area” means all geographical areas of the Company United States and foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee Sutton may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 1 contract

Samples: Separation Agreement (Majesco Entertainment Co)

Non-Compete. Employee The Contractor hereby covenants and agrees that Employee during the term of this Agreement, the Contractor will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with any Competing Business in the Covered Area. For the purpose of this Agreement, (i) “Competing Business” means the exploration, development, and production of mineral resources utilizing “Hard Rock Mining” methods and techniques and (ii) “Covered Area” means all geographical areas of t South America, and other foreign jurisdictions where Company then existing business of the Company has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Contractor may own shares of competing companies whose securities are publicly traded trades, so long as such securities do not constitute more than five percent or more (5%) of the outstanding securities of any such company.

Appears in 1 contract

Samples: Engagement Agreement (Tao Minerals Ltd.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the Engagement Term and for a period of one year following the Expiration Date, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 13(a), (i) “Competing Business” means any medical diagnostic company, any contract manufacturer, any research laboratory or other company or entity (whether or not organized for profit) that has, or is competitive with the then existing business seeking to develop, one or more products or therapies that is related to trans renal DNA and (ii) “Covered Area” means all geographical areas of the Company United States and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 1 contract

Samples: Executive Agreement (TrovaGene Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the Engagement Term and for a period of one year following the Expiration Date, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 14(a), (i) “Competing Business” means any medical diagnostic company, any contract manufacturer, any research laboratory or other company or entity (whether or not organized for profit) that has, or is competitive with the then existing business seeking to develop, one or more products or therapies that is related to trans renal DNA and (ii) “Covered Area” means all geographical areas of the Company United States and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 1 contract

Samples: Executive Agreement (TrovaGene Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of one year following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 3.1, (i) “Competing Business” means any biotechnology or pharmaceutical company, any contract manufacturer, any research laboratory or other company or entity (whether or not organized for profit) that has, or is competitive with the then existing business seeking to develop, one or more products or therapies that is related to plecanatide and (ii) “Covered Area” means all geographical areas of the Company United States and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 1 contract

Samples: Executive Employment Agreement (Synergy Pharmaceuticals, Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee during the term of this Agreement and for a period of one year following the end of the Employment Term, the Executive will not, without the prior written consent of the Company , directly or indirectly, whether individually or through any entity controlled by Employee, during the term of this Agreement and for a period of 3 years from the termination of this Agreement, for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant Executive, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which with any Competing Business in the Covered Area. For the purpose of this Section 3.1, (i) “Competing Business” means any medical diagnostic company, any contract manufacturer, any research laboratory or other company or entity (whether or not organized for profit) that has, or is competitive with the then existing business seeking to develop, one or more products or therapies that is related to trans renal DNA, (ii) “Covered Area” means all geographical areas of the Company United States and other foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as ownership of such securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 1 contract

Samples: Executive Employment Agreement (TrovaGene Inc.)

Non-Compete. Employee The Executive hereby covenants and agrees that Employee the Executive will not, without the prior written consent of the Company, directly or indirectly, whether individually or through any entity controlled by Employee, the Executive during the term of this Agreement and for a period of 3 three (3) years from the termination of this Agreement , for any reason , directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any business activity, or have any interest in any person, firm, corporation or business, through a subsidiary or parent entity or other entity (whether as a shareholder, agent, joint venturer, security holder, trustee, partner, consultant, creditor lending credit or money for the purpose of establishing or operating any such business, partnership partner or otherwise) which is competitive with the then existing business of Company being conducted in the Company Covered Area, as defined hereinbelow. For the purpose of this Section 4.2, "Covered Area" shall mean all geographical areas of the United States and foreign jurisdictions where Company then has offices and/or sells its products directly or indirectly through distributors and/or other sales agents. Notwithstanding the foregoing, Employee the Executive may own shares of competing companies whose securities are publicly traded, so long as such IgX Limited Executive Employment Agreement securities do not constitute five more than one percent or more (1%) of the outstanding securities of any such company.

Appears in 1 contract

Samples: Executive Employment Agreement (Igx Corp/De)