Non-Competition and Non-Solicitation of Employees. Executive recognizes and agrees that: (1) the Company would not have entered into this Agreement and agreed to provide Executive the compensation and benefits listed in Article II or the Confidential Information referenced in Article VI.A, but for Executive agreeing to the terms of this Article IV.C; (2) the Company has devoted a considerable amount of time, effort, and expense to develop its Confidential Information and business goodwill; (3) the Confidential Information and the Company’s business goodwill are valuable assets to the Company and give the Company a competitive advantage over others who do not have this information; and (4) any unauthorized use or disclosure of the Company’s Confidential Information and/or damage to the Company’s business goodwill would cause irreparable harm to the Company for which there is no adequate remedy at law. For these reasons, Executive agrees that to protect the Company’s Confidential Information and/or business goodwill, it is necessary to enter into the following restrictive covenants. For these reasons, during the Restricted Period (defined below) and within the Restricted Area (defined below), Executive agrees that:
Non-Competition and Non-Solicitation of Employees. (a) During the Term, Employee shall not, on his own behalf or on behalf of others, engage within the Territory in the sale or marketing of products that compete with any product that Employer is selling on the effective date of the Acquisition.
Non-Competition and Non-Solicitation of Employees. (a) For a period of three (3) years after the Closing Date, Seller hereby covenants and agrees with the Buyer that it will not and will procure that none of its officers, directors and employees who are or have in the most recent 24 month period been engaged in the IFE business, will (as an individual, joint venturer, stockholder, trustee, partner, proprietor, member, agent or employee of any person, or in any other capacity whatsoever);
Non-Competition and Non-Solicitation of Employees. 10.1 Subject to Clauses 10.2 to 10.4, KPN undertakes with HTCC that neither it nor any KPN Affiliate will during the 30 months commencing on Stage 1 Completion Date directly or indirectly through a company or other entity that it Controls:
Non-Competition and Non-Solicitation of Employees. Between the date hereof and the first anniversary of the Effective Date, the Executive shall not, directly or indirectly, (i) render Competitive Services (as hereinafter defined) to any Competitive Business; (ii) enter into the employ of or render any services, in any executive, managerial, sales, financial, consulting or strategic planning capacity, to any Competitive Business; (iii) engage in any Competitive Business of the Executive’s own; (iv) solicit, induce, recruit, entice or cause anyone, or assist any other person, firm, business, entity or corporation in soliciting, inducing, recruiting, enticing or causing anyone, to leave the employ of the Company, its subsidiaries, affiliates or divisions, or (v) hire or employ any person employed by the Company, its subsidiaries, affiliates or divisions as of the Effective Date, on behalf of himself or any other person, firm, business, entity or corporation; provided, however, that the provisions of subparagraphs (iv) and (v) do not apply to those persons last employed by the Company in clerical or secretarial positions or to those persons who have ceased to be employed by the Company and its subsidiaries and affiliates more than six months before the occurrence of any activity otherwise prohibited by subparagraphs (iv) or (v).
Non-Competition and Non-Solicitation of Employees. EMPLOYEE agrees and promises that if her employment is terminated, then, for the period of time described below, she will not be engaged in any other business or as a consultant to or general partner, Employee, officer or director of any partnership, firm, corporation, or other entity, or as an agent for any person, or otherwise, if: (1) such other business, partnership, firm, corporation, entity or person is engaged in for-profit activity in the pharmaceutical industry within the United States and competes with CEL-SCI in the field of natural cytokine mixtures for the treatment of any cancer indication CEL-SCI is pursuing in clinical trials; and (2) EMPLOYEE either (a) is a senior officer of such other business, partnership, firm, corporation, entity or person; or (b) participates in or directs the development of drugs for the treatment of cancer for such other business, partnership, firm, corporation, entity or person. This agreement to refrain from engaging in competitive activities shall continue for the period during which CEL-SCI is required by the terms of paragraphs 5.2 or 5.3 of this AGREEMENT to make salary payments to EMPLOYEE following her termination (i.e., eighteen (18) months in the case of termination under paragraph 5.3) or in the case of the EMPLOYEE's resignation or under Section 5.2 for 2 years. The EMPLOYEE further agrees and represents that during the EMPLOYEE's employment by the Company and during the period in which EMPLOYEE is subject to the Non-Competition provisions of this AGREEMENT, the EMPLOYEE will not, directly or indirectly, on the EMPLOYEE's own behalf or in the service of, or on behalf of any other individual or entity, divert, or attempt to divert, solicit or hire away, to or for any individual or entity which is engaged in providing business services, any person employed by the Company, whether or not such EMPLOYEE is employed pursuant to a written agreement and whether or not such EMPLOYEE is employed for a determined period or at-will.
Non-Competition and Non-Solicitation of Employees. (a) For a period of four (4) years after the Closing Date (the “Non-Competition Period”), no Shareholder shall, directly or indirectly, as principal, agent, employee, employer, consultant, independent contractor, stockholder, partner or in any other individual capacity whatsoever (except as permitted herein), engage in any Competitive Business Activities or permit (to the extent he or she has control over an Affiliate) any of his or her Affiliates to engage in any Competitive Business Activities, without the written consent of ATS. For purposes of this Agreement, “
Non-Competition and Non-Solicitation of Employees. Xx. Xxxxxxx agrees to the following employment and solicitation restrictions, which he agrees are fair, reasonable, and necessary to protect the interests of the Company.
Non-Competition and Non-Solicitation of Employees. 6.1 During the term of this Agreement, Consultant will not, without the prior consent of the Company’s Board of Directors, directly or indirectly engage in any commercial business activity that competes in any way with any business then being conducted or planned by the Company in the related to delivery systems or products candidates providing rapid systemic administration of therapeutics to patients (the “Field”), except that Consultant may continue the affiliations set forth in Exhibit B. In addition, but without limiting the generality of the foregoing, Consultant covenants and agrees during the term of this Agreement not to enter any consulting relationship in the Field with any third-party commercial entity. 6.2 During the term of this Agreement and for one (1) year after its termination, Consultant will not personally or through others recruit, solicit or induce any employee, independent contractor or consultant of the Company to terminate his or her employment or engagement with the Company; provided, however, that general public solicitations and advertisements not directed at employees or contractors to the Company, and the extension of offers to persons who respond to such general solicitations and advertisements, will not be deemed violations of this provision.
Non-Competition and Non-Solicitation of Employees
