Non-Solicit; Non-Interference Clause Samples
A Non-Solicit/Non-Interference clause restricts one party from soliciting or interfering with the employees, clients, or business relationships of the other party, typically during and after the term of an agreement. In practice, this means that a former employee or business partner cannot actively recruit staff, entice customers away, or disrupt ongoing contracts or relationships for a specified period. The core function of this clause is to protect a business’s workforce and client base from unfair competition or disruption following the end of a professional relationship.
Non-Solicit; Non-Interference. For so long as a Member or its Permitted Transferees or Affiliates owns any Units in the Company and for one (1) year after a Member and its Permitted Transferees or Affiliates dispose of all of their respective Units in the Company, such Member shall not (i) solicit, divert, hire or appropriate, or attempt to solicit, divert, hire or appropriate or encourage any employee of the Company or any if its Subsidiaries to enter into or become the subject of any direct or indirect contractual, service, employment or other similar arrangement with such Member or any of such Member’s Affiliates or (ii) encourage, influence, assist or attempt to encourage, influence or assist any employee of the Company or any if its Subsidiaries to terminate, diminish or modify his or her relationship, arrangement or agreement with the Company or its Subsidiaries. Notwithstanding the foregoing, any Member’s or its Permitted Transferees or Affiliates’ use of general solicitations or advertisements within publicly or industry circulated media or utilization of professional third party placement, personnel or talent services shall not constitute a violation or breach of this Section 12.10.
Non-Solicit; Non-Interference. Accordingly, during my employment with the Company and for a period of twelve (12) months following the termination of my employment with the Company for any reason (the “Restricted Period”), I agree not to, either individually or jointly, directly or indirectly, either as an employee, employer, operator, agent, independent contractor, owner, consultant, partner, investor or otherwise: (i) offer to provide and/or provide any products or services that compete (whether directly or indirectly) with the products and services offered or planned to be offered by the Company from time to time to any actual or prospective customer of the Company (A) who is being serviced or was serviced by me or employees under my direct or indirect supervision within the 12 months prior to my separation, (B) about whom I obtained confidential and/or trade secret information, (C) who is listed on any of the Company’s internal pipeline discussions or related memoranda, or (D) with whom I (or employees under my direct or indirect supervision) otherwise have dealt while employed by the Company (collectively, a “Company Customer”); (ii) canvass, call upon or solicit any Company Customer for the purpose of providing any products or services that compete (whether directly or indirectly) with the products and services offered or planned to be offered by the Company from time to time to any actual or prospective customer of the Company; (iii) canvass, call upon or solicit any Company Customer for the purpose of competing, whether directly or indirectly, with the Company’s current or planned business; and (iv) accept any business from or perform services for a Company Customer which business or services could be performed by the Company.
Non-Solicit; Non-Interference. During the term of this Agreement, and for one (1) year thereafter, Consultant shall not either alone or in association with others (i) directly or indirectly solicit or encourage to leave Everbridge’s employment or otherwise cease to provide Everbridge with contracted services, any employee, consultant, or contractor of Everbridge, or (ii) use any trade secrets of the Company to solicit business from any customer, vendor, supplier, partner, licensee or business relation of Everbridge or any of its subsidiaries, or induce or attempt to induce, any such entity or individual to cease doing business with Everbridge or in any way interfere with the relationship between any such entity or individual and Everbridge. In addition, during the term of this Agreement, Consultant shall not perform competitive services for any of the individuals or entities referenced above. The foregoing restrictions shall not be violated by general non-targeted advertising and marketing or by general recruiting and job-postings that are not directed at employees of Everbridge or from providing a reference to a third-party employer, upon request.
Non-Solicit; Non-Interference. (a) From the date of this Agreement until the 2nd anniversary of the Closing Date, no member of the Seller Group shall, directly or indirectly, in any manner (whether on its own account, as an owner, operator, manager, consultant, officer, director, employee, investor, agent or otherwise), (i) hire or engage or recruit, solicit or otherwise attempt to employ or engage or enter into any business relationship with any Person set forth in Section 7.09(a) of the Disclosure Schedule, or induce or attempt to induce any such Person to leave his or her employment with any Acushnet Company; provided, however, that this Section 7.09(a) shall not prohibit Seller or any other member of the Seller Group from making general solicitations not specifically targeted at the Persons set forth in Section 7.09(a) of the Disclosure Schedule; provided, that no such Persons are hired, or (ii) in any way interfere with the relationship between any Acushnet Company and any employee, consultant, customer, sales representative, broker, supplier, licensee or other business relation (or any prospective customer, supplier, licensee or other business relationship) of any Acushnet Company (including, without limitation, by making any negative or disparaging statements or communications regarding any Acushnet Company or any of their operations, officers, directors or investors).
(b) The parties agree that irreparable damage would occur if any of the provisions of this Section 7.09 were not performed in accordance with its specific terms or were otherwise breached. Each party agrees that, in the event of any breach or threatened breach by any other party of any covenants or obligation contained in this Section 7.09, the non-breaching party shall be entitled (in addition to any other remedy that may be available to it whether in law or equity) to seek and obtain (i) a decree or order of specific performance to enforce the observance and performance of such covenant or obligations, and (ii) an injunction restraining such breach or threatened breach. Each party further agrees that no other party hereto or any other person shall be required to obtain, furnish or post any bond or similar instrument in connection with or as a condition to obtaining any remedy referred to in this Section 7.09(b), and each party hereto irrevocably waives any right it may have to require the obtaining, furnishing or posting of any such bond or similar instrument.
Non-Solicit; Non-Interference. During the Restricted Period, Executive shall not, except in furtherance of Executive’s duties hereunder, directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit or induce any employee, consultant, representative or agent of Vince or any of its affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with Vince or hire or retain any such employee, consultant, representative or agent, 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, consultant, representative or agent, or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between Vince or any of its affiliates and any of Vince’s or its affiliates’ respective customers, suppliers, vendors, joint venturers, distribution partners, franchisees, licensors, licensees or any other business relation of Vince or its affiliates. Any person described in Paragraph 13(A) shall be deemed covered by this Paragraph while so employed or retained and for a period of six (6) months thereafter, unless such person’s employment has been terminated by Vince.
Non-Solicit; Non-Interference. During the term of this Agreement, Consultant shall not either alone or in association with others (i) directly or indirectly solicit, or encourage to leave Everbridge’s employment or otherwise cease to provide Everbridge with contracted services, any employee, consultant, or contractor of Everbridge, or (ii) solicit competing business from or perform competitive services for any customer, vendor, supplier, partner, licensee or business relation of Everbridge or any of its subsidiaries or affiliates, or induce or attempt to induce, any such entity or individual to cease doing business with Everbridge or in any way interfere with the relationship between any such entity or individual and Everbridge.
Non-Solicit; Non-Interference. During the Optionee's employment with the Company or its Affiliates and for a period of one year following the Optionee's termination of employment for whatever reason, the Optionee will not: (i) directly or indirectly solicit, induce or influence (or attempt to solicit, induce or influence) any customers or suppliers of the Company or its Affiliates with which the Optionee was involved as part of the Optionee's job responsibilities during the Optionee's last twelve (12) months of employment to divert their business to any direct competitor of the Company or to terminate his, her or its relationship with the Company; (ii) interfere with or damage (or attempt to interfere with or damage) any relationship and/or agreement between any of the Company or its Affiliates and a past or present known customer, vendor or supplier of any of the Company or its Affiliates; or (iii) otherwise intentionally interfere with or damage the business or accounts of the Company or its Affiliates.