Common use of Non-Solicitation Clause in Contracts

Non-Solicitation. During the Employment Period and for eighteen (18) months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7.

Appears in 9 contracts

Samples: Employment Agreement (Surgical Care Affiliates, Inc.), Employment Agreement (ASC Acquisition LLC), Employment Agreement (ASC Acquisition LLC)

Non-Solicitation. During In recognition of the Employment Period and for eighteen (18) months thereafter consideration provided herein, Executive agrees that, during the Restricted Period, Executive hereby agrees shall not to, either directly or indirectly, whether for consideration or otherwise: (i) solicit or assist accept business from any other Person customer of the Company for the purpose of providing goods or services in a Competing Business or solicit or induce any customer of the Company to terminate, reduce or alter in a manner adverse to the Company, any existing business arrangement or agreement with the Company, ( as defined below ii) in soliciting be employed by any customer of the Company or (iii) solicit, hire, attempt to solicit or attempt to hire any person who is or was an employee of the Company or any of its affiliates to perform services for Affiliates at any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company time during the six-month period preceding twelve (12) months prior to such hiring solicitation or engagement hire. An individual’s response The restrictions set forth in this Section 9(b) shall not prohibit any form of general advertising or solicitation that is not directed at a specific person or entity or does not relate to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 Competing Business.

Appears in 9 contracts

Samples: Employment Agreement (EVO Transportation & Energy Services, Inc.), Employment Agreement (EVO Transportation & Energy Services, Inc.), Executive Employment Agreement (EVO Transportation & Energy Services, Inc.)

Non-Solicitation. During the Employment Period and for eighteen (18) months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), or attempt to induce any such employee to leave the employ of the Company or its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 8 contracts

Samples: Employment Agreement (Aleris International, Inc.), Employment Agreement (Aleris International, Inc.), Amended and Restated Employment Agreement (Aleris International, Inc.)

Non-Solicitation. During the Employment Period Term and for eighteen (18) 24 months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or any of its affiliates), or attempt to induce any such employee to leave the employ of the Company or any of its affiliates, or interfere in any manner with any such employee’s relationship with the Company or any of its affiliates, or solicit, hire or engage on behalf of himself herself or any other Person (as defined below) any employee of the Company or any of its affiliates or anyone who was employed by the Company or any of its affiliates during the six-month period preceding such hiring or engagement. An Notwithstanding the foregoing, the provisions of this Section 8 shall not be violated by (i) the Executive’s good faith performance of duties during the Term or (ii) an individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries Company or any of affiliates shall not be deemed a violation of this Section 7 its affiliates.

Appears in 6 contracts

Samples: Employment Agreement (Overseas Shipholding Group Inc), Employment Agreement (Overseas Shipholding Group Inc), Employment Agreement (Overseas Shipholding Group Inc)

Non-Solicitation. During the Employment Period (except as reasonably necessary and appropriate in connection with carrying out his duties hereunder) and for eighteen (18) months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), or attempt to induce any such employee to leave the employ of the Company or its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 3 contracts

Samples: Employment Agreement (Aleris Ohio Management, Inc.), Employment Agreement (Aleris Ohio Management, Inc.), Form of Employment Agreement (Aleris Ohio Management, Inc.)

Non-Solicitation. During the Employment Period and for eighteen one ( 18 1) months year thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or assist any other Person (as defined below) person or entity in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), or attempt to induce any such employee to leave the employ of the Company or its affiliates , or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 3 contracts

Samples: Employment Agreement (Isola Group Ltd.), Employment Agreement (Isola Group Ltd.), Employment Agreement (Isola Group Ltd.)

Non-Solicitation. During the Employment Period Term and for eighteen (18) 24 months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or any of its affiliates), or attempt to induce any such employee to leave the employ of the Company or any of its affiliates, or interfere in any manner with any such employee’s relationship with the Company or any of its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of the Company or any of its affiliates or anyone who was employed by the Company or any of its affiliates during the six-month period preceding such hiring or engagement. An Notwithstanding the foregoing, the provisions of this Section 8 shall not be violated by (i) the Executive’s good faith performance of duties during the Term or (ii) an individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries Company or any of affiliates shall not be deemed a violation of this Section 7 its affiliates.

Appears in 3 contracts

Samples: Employment Agreement (International Seaways, Inc.), Employment Agreement (Overseas Shipholding Group Inc), Employment Agreement (Overseas Shipholding Group Inc)

Non-Solicitation. During the Term of Employment Period and for eighteen (18) months thereafter a period of two years following the Date of Termination, the Executive hereby agrees not to, directly or indirectly, for his own account or for the account of any other person or entity, (i) solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its subsidiaries or affiliates to perform any services for any entity (other than the Company or its their respective subsidiaries or affiliates), attempt to induce any such employee to leave the employ of the Company or any affiliates of the Company, or otherwise interfere with or adversely modify such employee’s relationship with the Company or any of its subsidiaries or affiliates, or hire or engage on behalf of himself or any other Person (ii) induce any employee of the Company who is a member of management to engage in any activity which the Executive is prohibited from engaging in under any of Sections 9, 10 or anyone 11 of this Agreement. For purposes of this Agreement, “employee” shall mean any natural person anywhere in the world who was is employed by or otherwise engaged to perform services for the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of its affiliates shall not be deemed a violation on the Date of this Section 7 Termination or during the one-year period preceding the Date of Termination.

Appears in 3 contracts

Samples: Employment Agreement (J Crew Operating Corp), Employment Agreement (J Crew Group Inc), Employment Agreement (J Crew Group Inc)

Non-Solicitation. During Without limiting the Employment Period and generality of the foregoing, the Employee agrees that for a period of eighteen (18) months thereafter following the Employee's termination of employment (for any reason, by either the Executive hereby agrees not to Employee or the Employer), he will not, without the prior written consent of the Company, directly or indirectly, indirectly solicit or assist attempt to solicit, within the Non-Compete Area, (i) any other Person business from any person or entity that the Company or any of the Company Affiliates called upon, solicited, or conducted business with as of such Termination Date, provided that the Employee was aware of the Company’s business with such person or entity, ( as defined below ii) in soliciting any persons or entities that have been customers of the Company or any of the Company Affiliates or (iii) recruit or solicit any person who has been or is an employee of the Company or any of its affiliates to perform services for any entity (other than the Company Affiliates, during the preceding one (1)-year period from the Termination Date. Nothing in this Section 10(b) prohibits the Employee from the placement of general advertisements and/or participation at job fairs or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person recruiting workshops that are not specifically targeted toward any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees customer of the Company , its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 3 contracts

Samples: Employment Agreement (Employers Holdings, Inc.), Employment Agreement (Employers Holdings, Inc.), Employment Agreement (Employers Holdings, Inc.)

Non-Solicitation. a) During the Employment Period Term and for eighteen (18) months thereafter during the Restricted Period, the Executive Employee hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company Company, or any of its affiliates (the “Company Entities”), to perform services for any entity (other than the a Company Entity) or its affiliates), attempt to induce any such employee to leave the employ service of the a Company or its affiliates Entity, or solicit, hire or engage on behalf of himself or any other Person person, any employee of the a Company Entity, or anyone who was employed by the a Company Entity, during the six twelve-month period preceding such hiring or engagement. An individual “Restricted Period” means three years following termination of Employee’s response employment for any reason. (b) During the Term and during the Restricted Period, Employee hereby agrees not to, directly or indirectly, solicit, encourage, advise or influence any individuals, partnerships, corporations, professional associations or other business organizations that have a business relationship with any Company Entity during the Term or for three years thereafter (the “Company’s Clients”) or to a broad and general advertisement discontinue or solicitation not specifically targeting or intending to target employees reduce the extent of the relationship between the Company Entities and the Company ’s Clients or to obtain or seek products or services the same as or similar to the Company Entities from any other source not affiliated with the Company Entities. The Company may, in its subsidiaries or any of affiliates shall not be deemed sole discretion and upon written request from Employee, grant Employee a violation of written release from Employee’s obligations contained in this Section 7 6(b).

Appears in 3 contracts

Samples: Employment Agreement (XPO Logistics, Inc.), Employment Agreement (XPO Logistics, Inc.), Employment Agreement (XPO Logistics, Inc.)

Non-Solicitation. During the Employment Period (except as reasonably necessary and appropriate in connection with carrying out his duties hereunder) and for eighteen two ( 18 2) months years thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), or attempt to induce any such employee to leave the employ of the Company or its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 2 contracts

Samples: Employment Agreement (Aleris Ohio Management, Inc.), Employment Agreement (Aleris Corp)

Non-Solicitation. During the Employment Period and for eighteen twelve ( 18 12) months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company , its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 2 contracts

Samples: Employment Agreement (Atlantic Power Corp), Employment Agreement (Atlantic Power Corp)

Non-Solicitation. During the Employment Period and for eighteen two ( 18 2) months years thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7.

Appears in 2 contracts

Samples: Employment Agreement (ASC Acquisition LLC), Employment Agreement (Surgical Care Affiliates, Inc.)

Non-Solicitation. During the Employment Period and for eighteen (18) months thereafter Nonsolicitation Period, the Executive hereby agrees shall not to, directly or indirectly indirectly through another person or entity: (i) induce or attempt to induce any executive or other key employee of the Company or any controlled affiliate to leave the employ of any of those entities, solicit or assist in any way interfere with the relationship between the Company or any such affiliate and any such person; (ii) hire or offer to hire any person who was an executive or other Person key employee of the Company or any controlled affiliate at any time within the one year period prior to an offer of employment to such person ; or ( as defined below iii) induce or attempt to induce any customer, supplier, licensee, licensor, franchisee or other business relation of the Company or any controlled affiliate to cease doing business with any Company-affiliated entity, or in soliciting any way interfere with the relationship between any such customer, supplier, licensee or business relation and Company affiliated entity. The following shall not be deemed a violation of this provision (a) providing customary business references for Company executives or other key employees at their request, (b) being involved in a general solicitation to the public of general advertising, or (c) if an entity with which the Executive is associated hires or engages any employee of the Company or any of its affiliates controlled affiliates, if the Executive was not, directly or indirectly, involved in hiring or identifying such person as a potential recruit or assisting in the recruitment of such employee. For purposes hereof, the Executive shall only be deemed to perform services for any entity have been involved “indirectly” in soliciting, hiring or identifying an employee if the Executive ( other than x) directs a third party to solicit or hire the Company or its affiliates) Employee, attempt to induce any such (y) identifies an employee to leave the employ of the Company a third party as a potential recruit or its affiliates (z) aids, assists or hire participates with a third party in soliciting or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 an employee.

Appears in 2 contracts

Samples: Executive Employment Agreement (Innophos Holdings, Inc.), Executive Employment Agreement (Innophos Holdings, Inc.)

Non-Solicitation. During Executive agrees that during the Employment Period and for eighteen (18) months thereafter the Restriction Period, the Executive hereby agrees not to he shall not, directly or indirectly, whether through his own efforts, or through the efforts, or in any way assisting or employing the assistance, of any other person or entity (including without limitation through any consultant or any person employed by or associated with any entity with whom Executive may be employed or associated) (i) solicit or assist otherwise attempt to interfere in the business relationship between the Company and any person, firm, corporation or other Person entity that was a customer or client of the Company or its affiliates within the two ( as defined below 2)-year period immediately prior to the termination of Executive’s employment, or that was a prospective customer or client of the Company or its affiliates to whom the Company has made a proposal within the one (1)-year period immediately prior to the termination of Executive’s employment, or (ii) solicit for employment, hire or otherwise engage in soliciting any employee capacity any individual who is or has within the previous one (1) year been an employee, member or partner of the Company or any of its affiliates affiliates, or induce any such person to perform services for any entity ( terminate his or her employment by or other than relationship with the Company or any of its affiliates ), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 2 contracts

Samples: Employment Agreement (IFM Investments LTD), Employment Agreement (China Zenix Auto International LTD)

Non-Solicitation. During For a period of 2 years following the Employment Period and for eighteen Effective Date, Retiree shall not, either on Retiree’s own behalf or on behalf of any person or entity ( 18) months thereafter, the Executive hereby agrees not to, either directly or indirectly indirectly via a corporate recruiter, solicit headhunter or assist any other Person (as defined below individual or entity) in soliciting attempt to induce or otherwise entice any employee other Retiree of the Company to leave the employment of the Company. Retiree agrees that he will not, either individually or on behalf of any person or entity, (i) attempt to hire or hire any of its affiliates to perform services for any entity (other than the employees of the Company during this period or its affiliates), attempt to induce (ii) otherwise initiate communications with the employees of the Company concerning any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by ceasing employment with the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 period.

Appears in 2 contracts

Samples: Separation and Release Agreement (Chicago Bridge & Iron Co N V), Separation and Release Agreement (Chicago Bridge & Iron Co N V)

Non-Solicitation. During the Employment Period While employed at Company and for eighteen a period of one ( 18 1) months thereafter year from the termination of Executive's employment, the Executive hereby agrees will not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting the solicitation, induce or attempt to influence directly or indirectly any employee of the Company or any of its affiliates to perform services work for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself Executive or any other Person any employee of the Company person or anyone who was employed by the Company during the six-month period preceding such hiring or engagement entity. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation For purposes of this Section 7 7.1, to "solicit or assist in the solicitation" shall include without limitation the following acts: (a) disclosing to any third party the names, backgrounds or qualifications of any of Company's employees or otherwise identifying them as potential candidates for employment, or (b) personally or through any other person approaching, recruiting, or otherwise soliciting employees of Company to work for any other Company.

Appears in 2 contracts

Samples: Emagin Corp, Emagin Corp

Non-Solicitation. During Without limiting the Employment Period and generality of the foregoing, the Employee agrees that for a period of eighteen (18) months thereafter following the Employee's Termination Date (for any reason, by either the Executive hereby agrees not to Employee or the Employer), he will not, without the prior written consent of the Company, directly or indirectly, indirectly solicit or assist attempt to solicit, within the Non-Compete Area, (i) any other Person business from any person or entity that the Company or any of the Company Affiliates called upon, solicited, or conducted business with as of such Termination Date, provided that the Employee was aware of the Company’s business with such person or entity, ( as defined below ii) in soliciting any persons or entities that have been customers of the Company or any of the Company Affiliates or (iii) recruit or solicit any person who has been or is an employee of the Company or any of its affiliates to perform services for any entity (other than the Company Affiliates, during the preceding one (1)-year period from the Termination Date. Nothing in this Section 10(b) prohibits the Employee from the placement of general advertisements and/or participation at job fairs or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person recruiting workshops that are not specifically targeted toward any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees customer of the Company , its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 2 contracts

Samples: Employment Agreement (Employers Holdings, Inc.), Employment Agreement (Employers Holdings, Inc.)

Non-Solicitation. During Without limiting the Employment Period and generality of the foregoing, the Employee agrees that for a period of eighteen (18) months thereafter following the Employee's Termination Date (for any reason, by either the Executive hereby agrees not to Employee or the Employer), she will not, without the prior written consent of the Company, directly or indirectly, indirectly solicit or assist attempt to solicit, within the Non-Compete Area, (i) any other Person business from any person or entity that the Company or any of the Company Affiliates called upon, solicited, or conducted business with as of such Termination Date, provided that the Employee was aware of the Company’s business with such person or entity, ( as defined below ii) in soliciting any persons or entities that have been customers of the Company or any of the Company Affiliates or (iii) recruit or solicit any person who has been or is an employee of the Company or any of its affiliates to perform services for any entity (other than the Company Affiliates, during the preceding one (1)-year period from the Termination Date. Nothing in this Section 10(b) prohibits the Employee from the placement of general advertisements and/or participation at job fairs or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person recruiting workshops that are not specifically targeted toward any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees customer of the Company , its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 2 contracts

Samples: Employment Agreement (Employers Holdings, Inc.), Employment Agreement (Employers Holdings, Inc.)

Non-Solicitation. During Without limiting the Employment Period and generality of the foregoing, the Employee agrees that for a period of eighteen (18) months thereafter following the Employee's termination of employment (for any reason, by either the Executive hereby agrees not to Employee or the Employer), she will not, without the prior written consent of the Company, directly or indirectly, indirectly solicit or assist attempt to solicit, within the Non-Compete Area, (i) any other Person business from any person or entity that the Company or any of the Company Affiliates called upon, solicited, or conducted business with as of such Termination Date, provided that the Employee was aware of the Company’s business with such person or entity, ( as defined below ii) in soliciting any persons or entities that have been customers of the Company or any of the Company Affiliates or (iii) recruit or solicit any person who has been or is an employee of the Company or any of its affiliates to perform services for any entity (other than the Company Affiliates, during the preceding one (1)-year period from the Termination Date. Nothing in this Section 10(b) prohibits the Employee from the placement of general advertisements and/or participation at job fairs or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person recruiting workshops that are not specifically targeted toward any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees customer of the Company , its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 2 contracts

Samples: Employment Agreement (Employers Holdings, Inc.), Employment Agreement (Employers Holdings, Inc.)

Non-Solicitation. During You agree that during the Employment Period period of your Service with the Company or any of its Affiliates and for eighteen the one-year period immediately following termination of such Service for any reason, you shall not ( 18 i) months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit engage in the recruiting, soliciting or assist inducing of any other Person (as defined below) non-clerical employee or employees of the Company or its Affiliates to terminate their employment with, or otherwise cease their relationship with the Company or any of its Affiliates, or in soliciting hiring or assisting another person or entity to hire any non-clerical employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself Affiliates or any other Person any person who within six months before had been a non-clerical employee of the Company or anyone who any of its Affiliates and was employed by recruited or solicited for such employment or other retention while an employee of the Company during (other than any of the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees foregoing activities engaged in with the prior written approval of the Company ); or (ii) directly or indirectly solicit, its subsidiaries induce or encourage or attempt to persuade any agent, supplier or customer of the Company or any of affiliates shall not be deemed a violation of this Section 7 Affiliate to terminate such agency or business relationship.

Appears in 2 contracts

Samples: Restricted Stock Agreement (Bluestem Brands, Inc.), Stock Option Agreement (Bluestem Brands, Inc.)

Non-Solicitation. a) During the Employment Period Term and for eighteen (18) months thereafter during the Restricted Period, the Executive Employee hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company Company, or any of its affiliates (the “Company Entities”), to perform services for any entity (other than the a Company Entity) or its affiliates), attempt to induce any such employee to leave the employ service of the a Company or its affiliates Entity, or solicit, hire or engage on behalf of himself or any other Person person, any employee of the a Company Entity, or anyone who was employed by the a Company Entity, during the six twelve-month period preceding such hiring or engagement. An individual “Restricted Period” means three years following termination of Employee’s response employment for any reason. (b) During the Term and during the Restricted Period, Employee hereby agrees not to, directly or indirectly, solicit, encourage, advise or influence any individuals, partnerships, corporations, professional associations or other business organizations that have a business relationship with any Company Entity during the Term or for the three years thereafter (the “Company’s Clients”) or to a broad and general advertisement discontinue or solicitation not specifically targeting or intending to target employees reduce the extent of the relationship between the Company Entities and the Company , its subsidiaries ’s Clients or to obtain or seek products or services the same as or similar to the Company Entities from any of affiliates shall other source not be deemed a violation of this Section 7 affiliated with the Company Entities.

Appears in 2 contracts

Samples: Employment Agreement (XPO Logistics, Inc.), Employment Agreement (XPO Logistics, Inc.)

Non-Solicitation. (a) During the Employment Period Term and for eighteen (18) months thereafter during the Restricted Period, the Executive Employee hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company Company, or any of its affiliates (the “Company Entities”), to perform services for any entity (other than the a Company Entity) or its affiliates), attempt to induce any such employee to leave the employ service of the a Company or its affiliates Entity, or solicit, hire or engage on behalf of himself or any other Person person, any employee of the a Company Entity, or anyone who was employed by the a Company Entity, during the six twelve-month period preceding such hiring or engagement. An individual “Restricted Period” means three years following termination of Employee’s response employment for any reason. (b) During the Term and during the Restricted Period, Employee hereby agrees not to, directly or indirectly, solicit, encourage, advise or influence any individuals, partnerships, corporations, professional associations or other business organizations that have a business relationship with any Company Entity during the Term or for one year thereafter (the “Company’s Clients”) to a broad and general advertisement discontinue or solicitation not specifically targeting or intending to target employees reduce the extent of the relationship between the Company Entities and the Company ’s Clients or to obtain or seek products or services the same as or similar to the Company Entities from any other source not affiliated with the Company Entities. The Company may, in its subsidiaries or any of affiliates shall not be deemed sole discretion and upon written request from Employee, grant Employee a violation of written release from Employee’s obligations contained in this Section 7 6(b).

Appears in 1 contract

Samples: Amended and Restated Employment Agreement (XPO Logistics, Inc.)

Non-Solicitation. (a) During the Employment Period Term and for eighteen (18) months thereafter during the Restricted Period, the Executive Employee hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company Company, or any of its affiliates (the “Company Entities”), to perform services for any entity (other than the a Company Entity) or its affiliates), attempt to induce any such employee to leave the employ service of the a Company or its affiliates Entity, or solicit, hire or engage on behalf of himself or any other Person person, any employee of the a Company Entity, or anyone who was employed by the a Company Entity, during the six twelve-month period preceding such hiring or engagement. An individual “Restricted Period” means three years following termination of Employee’s response employment for any reason. (b) During the Term and during the Restricted Period, Employee hereby agrees not to, directly or indirectly, solicit, encourage, advise or influence any individuals, partnerships, corporations, professional associations or other business organizations that have a business relationship with any Company Entity during the Term or for the three years thereafter (the “Company’s Clients”) or to a broad and general advertisement discontinue or solicitation not specifically targeting or intending to target employees reduce the extent of the relationship between the Company Entities and the Company , its subsidiaries ’s Clients or to obtain or seek products or services the same as or similar to the Company Entities from any of affiliates shall other source not be deemed a violation of this Section 7 affiliated with the Company Entities.

Appears in 1 contract

Samples: Amended and Restated Employment Agreement (XPO Logistics, Inc.)

Non-Solicitation. During the Employment Period and for eighteen (18) months thereafter a period of one year following the Date of Termination, the Executive hereby agrees not to, directly or indirectly, for his own account or for the account of any other person or entity, (i) solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its subsidiaries or affiliates to perform any services for any entity (other than the Company or its subsidiaries or affiliates), attempt to induce any such employee to leave the employ of the Company or any affiliates of the Company, or otherwise interfere with or adversely modify such employee's relationship with the Company or any of its subsidiaries or affiliates, or hire or engage on behalf of himself or any other Person (ii) induce any employee of the Company who is a member of management to engage in any activity which the Executive is prohibited from engaging in under any of Sections 8, 9 or anyone who was employed by 10 of this Agreement, or (iii) solicit or assist any other person or entity in soliciting or attempting to solicit any suppliers of the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees any of the Company, its subsidiaries or affiliates to terminate or otherwise adversely modify their relationship with the Company or any of affiliates its subsidiaries or affiliates, provided that nothing herein shall not be deemed a violation prohibit the Executive from recruiting his personal administrative assistant. For purposes of this Section 7 Agreement, "employee" shall mean any natural person any where in the world who is employed by or otherwise engaged to perform services for the Company or any of its subsidiaries or affiliates on the Date of Termination or during the one-year period preceding the Date of Termination.

Appears in 1 contract

Samples: Restricted Stock Agreement (J Crew Group Inc)

Non-Solicitation. During the Employment Period and for eighteen (18) months thereafter a period of two years following the Date of Termination, the Executive hereby agrees not to, directly or indirectly, for his own account or for the account of any other person or entity, (i) solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its subsidiaries or affiliates to perform any services for any entity (other than the Company or its subsidiaries or affiliates), attempt to induce any such employee to leave the employ of the Company or any affiliates of the Company, or otherwise interfere with or adversely modify such employee's relationship with the Company or any of its subsidiaries or affiliates, or hire or engage on behalf of himself or any other Person (ii) induce any employee of the Company who is a member of management to engage in any activity in which the Executive is prohibited from engaging under any of Sections 8, 9 or anyone who was employed by 10, or (iii) solicit or assist any other person or entity in soliciting or attempting to solicit any customers or suppliers of the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees any of the Company, its subsidiaries or affiliates to terminate or otherwise adversely modify their relationship with the Company or any of affiliates shall not be deemed a violation its subsidiaries or affiliates. For purposes of this Section 7 Agreement, "employee" shall mean any natural person anywhere in the world who is employed by or otherwise engaged to perform services for the Company or any of its subsidiaries or affiliates on the Date of Termination or during the one-year period preceding the Date of Termination.

Appears in 1 contract

Samples: Restricted Stock Agreement (J Crew Group Inc)

Non-Solicitation. During the Employment Period and for eighteen (18) months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six- six (6) month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 1 contract

Samples: Employment Agreement (Higher One Holdings, Inc.)

Non-Solicitation. During the Employment Period and for eighteen (18) months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company Aleris or any of its affiliates to perform services for any entity (other than Aleris, the Company or its affiliates), or attempt to induce any such employee to leave the employ of Aleris, the Company or its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of Aleris or the Company or anyone who was employed by Aleris or the Company during the six-month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 1 contract

Samples: Employment Agreement (Aleris International, Inc.)

Non-Solicitation. During the Employment Period and for eighteen one ( 18 1) months year thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), or attempt to induce any such employee to leave the employ of the Company or its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 1 contract

Samples: Employment Agreement (Graphic Packaging Holding Co)

Non-Solicitation. During the Employment Period and for eighteen twelve ( 18 12) months thereafter, the Executive Employee hereby agrees not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates or anyone who was employed by the Company during the six (6) month period preceding such solicitation except for any former employee of the Company or its affiliates or other person previously employed by the Company or its affiliates that was terminated by the Company or its affiliates without Cause to perform services for any entity (other than the Company or its affiliates ), ) or attempt to induce any such employee person to leave the employ of the Company or its affiliates , or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 ,.

Appears in 1 contract

Samples: Employment Agreement (Higher One Holdings, Inc.)

Non-Solicitation. During the Employment Period and for eighteen twelve ( 18 12) months thereafter, the Executive Employee hereby agrees not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six- six (6) month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees , except for any former employee of the Company, Company or its subsidiaries affiliates or any of other Person previously employed by the Company or its affiliates shall not be deemed a violation of this Section 7 that was terminated by the Company or its affiliates without Cause.

Appears in 1 contract

Samples: Employment Agreement (Higher One Holdings, Inc.)

Non-Solicitation. During the Employment Period and for eighteen (18) months two years thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), or attempt to induce any such employee to leave the employ of the Company or its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 1 contract

Samples: Aleris International, Inc.

Non-Solicitation. During the Employment Period and for eighteen (18) months thereafter Restricted Period, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or any of its affiliates), or attempt to induce any such employee to leave the employ of the Company or any of its affiliates, or interfere in any manner with any such employee’s relationship with the Company or any of its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of the Company or any of its affiliates or anyone who was employed by the Company or any of its affiliates during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees Notwithstanding the foregoing, the provisions of the Company, its subsidiaries or any of affiliates this Section 8(d) shall not be deemed a violation of this Section 7. violated by

Appears in 1 contract

Samples: Employment Agreement (Overseas Shipholding Group Inc)

Non-Solicitation. During the Employment Period Term and for eighteen (18) 12 months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or any of its affiliates), or attempt to induce any such employee to leave the employ of the Company or any of its affiliates, or interfere in any manner with any such employee’s relationship with the Company or any of its affiliates, or solicit, hire or engage on behalf of himself herself or any other Person (as defined below) any employee of the Company or any of its affiliates or anyone who was employed by the Company or any of its affiliates during the six-month period preceding such hiring or engagement. An Notwithstanding the foregoing, the provisions of this Section 8 shall not be violated by (i) the Executive’s good faith performance of duties during the Term or (ii) an individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries Company or any of affiliates shall not be deemed a violation of this Section 7 its affiliates.

Appears in 1 contract

Samples: Employment Agreement (Overseas Shipholding Group Inc)

Non-Solicitation. During the Employment Period Term and for eighteen twelve ( 18 12) months thereafter, the Executive hereby agrees not to, directly or indirectly, solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or any of its affiliates), or attempt to induce any such employee to leave the employ of the Company or any of its affiliates, or interfere in any manner with any such employee’s relationship with the Company or any of its affiliates, or solicit, hire or engage on behalf of himself or any other Person (as defined below) any employee of the Company or any of its affiliates or anyone who was employed by the Company or any of its affiliates during the six-month period preceding such hiring or engagement. An Notwithstanding the foregoing, the provisions of this Section 8(d) shall not be violated by (i) the Executive’s good faith performance of duties during the Term or (ii) an individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries Company or any of affiliates shall not be deemed a violation of this Section 7 its affiliates.

Appears in 1 contract

Samples: Employment Agreement (Overseas Shipholding Group Inc)

Non-Solicitation. During the Term and the Employment Period Period, and extending for eighteen a period of [ ] months ( 18) months thereafter the “Restricted Period”), the Executive hereby agrees will not to, directly or indirectly, solicit and will not assist directly or assist indirectly any other Person to ( as defined below A) hire or engage in soliciting any capacity any employee of the Company or any of its affiliates to perform services for subsidiaries (or any entity (other than the Company or its affiliates), attempt to induce any such person who was an employee to leave the employ of the Company or any of its affiliates, affiliates within twelve (12) months of the date such hiring or hire engagement occurs) or engage on behalf of himself solicit or any other Person seek to persuade any employee of the Company or anyone who was employed by any of its subsidiaries to discontinue such employment, or (B) solicit or encourage any independent contractor providing services to the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 its subsidiaries to terminate or diminish its relationship with them.

Appears in 1 contract

Samples: Change in Control Severance Agreement (Centennial Communications Corp /De)

Non-Solicitation. During the Term of Employment Period and for eighteen a period of two ( 18 2) months thereafter years following the Effective Date, the Executive hereby agrees not to, directly or indirectly, for his own account or for the account of any other person or entity, (i) solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its subsidiaries or affiliates to perform any services for any entity (other than the Company or its their respective subsidiaries or affiliates), attempt to induce any such employee to leave the employ of the Company or any affiliates of the Company, or otherwise interfere with or adversely modify such employee’s relationship with the Company or any of its subsidiaries or affiliates, or hire or engage on behalf of himself or any other Person (ii) induce any employee of the Company who is a member of management to engage in any activity which the Executive is prohibited from engaging in under any of Sections 9, 10 or anyone 11 of this Agreement. For purposes of this Agreement, “employee” shall mean any natural person anywhere in the world who was is employed by or otherwise engaged to perform services for the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of its affiliates shall not be deemed a violation of this Section 7 on the Effective Date or during the one (1)-year period preceding the Effective Date.

Appears in 1 contract

Samples: Restated Employment Agreement (J Crew Group Inc)

Non-Solicitation. During the Term of Employment Period and for eighteen (18) months thereafter a period of two years following the Date of Termination, the Executive hereby agrees not to, directly or indirectly, for his own account or for the account of any other person or entity, (i) solicit or hire or assist any other Person (as defined below) person or entity in soliciting or hiring any employee of the Company or any of its subsidiaries or affiliates to perform any services for any entity (other than the Company or its their respective subsidiaries or affiliates), attempt to induce any such employee to leave the employ of the Company or any affiliates of the Company, or otherwise interfere with or adversely modify such employee’s relationship with the Company or any of its subsidiaries or affiliates, or hire or engage on behalf of himself or any other Person (ii) induce any employee of the Company who is a member of management to engage in any activity which the Executive is prohibited from engaging in under any of Sections 8, 9 or anyone 10 of this Agreement. For purposes of this Agreement, “employee” shall mean any natural person anywhere in the world who was is employed by or otherwise engaged to perform services for the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of its affiliates shall not be deemed a violation on the Date of this Section 7 Termination or during the one-year period preceding the Date of Termination.

Appears in 1 contract

Samples: Employment Agreement (J Crew Group Inc)

Non-Solicitation. During the Employment Period Term of this Agreement and for a period of eighteen (18) months thereafter, the Executive Consultant hereby agrees not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 1 contract

Samples: Consulting Agreement (Surgical Care Affiliates, Inc.)

Non-Solicitation. During the Employment Period period from the date hereof until the earlier of the Effective Time or 30 days following any termination of this Agreement, Buyer and for eighteen (18) months thereafter Acquisition Sub and their Affiliates shall not without the Company’s prior written consent, the Executive hereby agrees except pursuant to a general solicitation which is not to directed specifically to any such employees, directly or indirectly, solicit (i) induce or assist attempt to induce any other Person (as defined below) in soliciting any employee of person employed with the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee Subsidiaries to leave the employ of the Company or its affiliates, applicable Subsidiary or hire or engage on behalf of himself or in any other Person any employee of way interfere with the relationship between the Company or anyone applicable Subsidiary or Affiliate and such persons, or (ii) solicit for employment or hire any person who was is employed with the Company or any of its Subsidiaries. Nothing herein shall restrict Buyer from soliciting or hiring any person who is no longer employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates its Subsidiaries for any reason. The Company shall not be deemed a violation endeavor in good faith to notify Buyer of this Section 7 any Television Business employee known to senior management of the Company who has declared their intention to leave at or before Closing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Digital Generation, Inc.)

Non-Solicitation. During the Employment Period term of this Agreement and for eighteen twelve ( 18 12) months thereafter following the expiration or termination of this Agreement for any reason, Consultant shall not, whether on his own behalf or on behalf of some other person or entity, (i) hire or seek to hire any person who is at that time an employee of HealthMarkets or any HealthMarkets Affiliate, or who had left the Executive hereby agrees not to employ of HealthMarkets or any HealthMarkets Affiliate within six (6) months prior thereto, to whom Consultant was introduced as a result of the Services or (ii) directly or indirectly, solicit indirectly induce or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce encourage any such employee to leave the employ of HealthMarkets or any HealthMarkets Affiliate. Notwithstanding the Company foregoing, Consultant may employ in the future any such individuals currently employed or its affiliates affiliated with HealthMarkets or any HealthMarkets Affiliate who make initial contact by their volition, instead of by initial contact instituted by Consultant, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed whose initial contact is through indirect solicitation by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 industry at large.

Appears in 1 contract

Samples: Independent Contractor Consulting Agreement (HealthMarkets, Inc.)

Non-Solicitation. During your employment with the Employment Period Company and for eighteen twelve ( 18 12) months thereafter, the Executive you hereby agrees agree not to, directly or indirectly, solicit or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six- six (6) month period preceding such hiring or engagement . An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 1 contract

Samples: Higher One Holdings, Inc.

Non-Solicitation. During Executive further agrees that during the Employment Restricted Period and for eighteen (18) months thereafter, the Executive hereby agrees not to he shall not, directly or indirectly, solicit whether through another person or assist any other Person entity or otherwise, ( as defined below i) in soliciting induce or attempt to induce any employee of the Company or any of its affiliates to perform services for engage in any entity (other than activity in which Executive is prohibited to engage by Section 5(a) or to terminate his or her employment with the Company or any of its affiliates ) , (ii) in any way interfere or attempt to induce any such employee to leave interfere with the employ of relationship between the Company or any of its affiliates, or hire or engage on behalf of himself or any other Person the one hand, and any employee of thereof, on the Company other hand, (iii) employ or anyone offer employment to any person who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of its affiliates unless such person shall not be deemed have ceased to have been employed by the Company or any of its affiliates for a violation period of this Section 7 at least 12 months, or (iv) induce or attempt to induce any customer, supplier, licensee or other business relation of the Company or any of its affiliates to cease doing business with the Company or to otherwise limit or reduce its ongoing business relationship with the Company.

Appears in 1 contract

Samples: Employment Agreement (Stemline Therapeutics Inc)

Non-Solicitation. During In addition to the Employment Period and for eighteen (18 restrictions in Section 7(a)(i) months thereafter ---------------- above, the Executive hereby Employee also agrees that he will not to during the Non-Compete Period: (1) hire, directly attempt to hire, or indirectly, solicit participate in any way in any effort by any person or assist any other Person (as defined below) in soliciting any employee of the Company or any of its affiliates to perform services for any entity (other than the Company or any of its direct and/or indirect subsidiaries and affiliates ), ) to hire or attempt to induce hire any such person who is at the time (or was within the immediately preceding six (6) months) an officer or employee to leave the employ of the Company or its direct and/or indirect subsidiaries or affiliates , ; (2) encourage any officer or hire employee of the Company or engage its direct or indirect subsidiaries or affiliates to terminate his or her relationship or employment with such entity; or (3) on behalf of himself or any persons or entity, other Person than the Company or any employee of its direct or indirect subsidiaries and affiliates, solicit or accept business from any client of the Company or anyone its direct or indirect subsidiaries or affiliates in the Company's Field of Interest; provided, however, that the foregoing provision will not prevent the Employee from employing or offering to employ any such person who was employed has been terminated by the Company during or a subsidiary or affiliate prior to the six-month period preceding commencement of employment discussions between the Employee and such hiring or engagement. An individual’s response employee, and the Employee will be permitted to a broad hire and general advertisement or solicitation not specifically targeting or intending offer to target hire employees of the Company, Company or its subsidiaries or affiliates who are contacted as a result of the use of general newspaper or electronic advertisement and other general non- targeted recruitment techniques in the ordinary course of business and consistent with past practices as opposed to targeted solicitations of any one or more of affiliates shall not be deemed a violation the employees of this Section 7 the Company or its subsidiaries or affiliates.

Appears in 1 contract

Samples: Employment Agreements (Mediconsult Com Inc)

Non-Solicitation. During Scheffer agrees and acknowledges that, except with the Employment Period and prior consent in writing of the Company, for eighteen twenty-four ( 18 24) months thereafter following the Effective Date of this Agreement and Release, the Executive hereby agrees Scheffer shall not to, directly or indirectly, indirectly hire or employ in any capacity or solicit the employment of or assist offer employment to or entice away or in any other Person manner persuade or attempt to persuade any person ( as defined below i) in soliciting any employee of employed by the Company or any of its affiliates to perform services for any entity (other than the Company or its affiliates), attempt to induce any such employee subsidiaries to leave the employ of any of them, or (ii) who is an independent sales representative for the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding to terminate such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 person's status as an independent sales representative.

Appears in 1 contract

Samples: Separation Agreement and General Release (Stanley Furniture Co Inc.)

Non-Solicitation. During While employed by the Employment Period Company and for eighteen a period of one ( 18 1) months year thereafter, the Executive hereby agrees not to Employee shall not, directly or indirectly, whether for the Employee’s own account or for the account of any other person or entity, (i) attempt to or solicit for hire or engagement any person who is employed by or engaged by the Company or any of its subsidiaries with whom the Employee worked or about whom the Employee had Confidential Information within the twenty-four months prior to termination of employment, or solicit or assist attempt to solicit any other Person such person to terminate employment or engagement with the Company or any of its subsidiaries, or ( as defined below ii) in soliciting endeavor to entice away from the Company, or otherwise solicit or interfere with (whether by reason of cancellation, withdrawal, modification of relationship or otherwise), any employee actual or prospective relationship of the Company or any of its affiliates subsidiaries, with respect to perform services for any person or entity (other than the Company that is an actual or its affiliates) bona fide prospective licensee, attempt to induce any such employee to leave the employ landlord, customer, supplier, or client of the Company or any of its affiliates subsidiaries (or other person with which the Company or any of its subsidiaries had an actual or prospective bona fide business relationship), or hire or engage with which Executive had any contact on behalf of himself or any other Person any employee the Company within the last twenty-four months of Executive’s employment with the Company or anyone who was employed by about which Executive had any Confidential Information. However, the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates Employee shall not be deemed a to be in violation of this Section 7 7 if he hires an individual who responds to a general, non-targeted advertisement of employment.

Appears in 1 contract

Samples: Employment Agreement (Guardion Health Sciences, Inc.)

Non-Solicitation. During Without limiting the Employment Period and generality of the foregoing, the Employee agrees that for a period of eighteen (18) months thereafter following the Employee's termination of employment (for any reason, by either the Executive hereby agrees not to Employee or the Employer), she will not, without the prior written consent of the Company, directly or indirectly, indirectly solicit or assist attempt to solicit, within the Non-Compete Area, any other Person business from any person or entity that the Company or any of the Company Affiliates called upon, solicited, or conducted business with as of such Termination Date, any persons or entities that have been customers of the Company or any of the Company Affiliates or recruit any person who has been or is an employee of the Company or any of the Company Affiliates, during the preceding one ( as defined below) in soliciting 1)-year period from the Termination Date. In addition, the Employee agrees that she shall not directly or indirectly solicit or encourage any employee of the Company or any of its affiliates to perform services for any entity (other than the Company Affiliates to go to work for or its affiliates), attempt to induce any such employee to leave with the employ Employee for a period of one (1)-year following the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 Termination Date.

Appears in 1 contract

Samples: Employment Agreement (Employers Holdings, Inc.)

Non-Solicitation. During Without limiting the Employment Period and generality of the foregoing, the Employee agrees that for a period of eighteen (18) months thereafter following the Employee's termination of employment (for any reason, by either the Executive hereby agrees not to Employee or the Employer), she will not, without the prior written consent of the Company, directly or indirectly, indirectly solicit or assist attempt to solicit, within the Non-Compete Area, any other Person business from any person or entity that the Company or any of the Company Affiliates called upon, solicited, or conducted business with as of such termination date, any persons or entities that have been customers of the Company or any of the Company Affiliates or recruit any person who has been or is an employee of the Company or any of the Company Affiliates, during the preceding one ( as defined below) in soliciting 1)-year period from such termination date. In addition, the Employee agrees that she shall not directly or indirectly solicit or encourage any employee of the Company or any of its affiliates to perform services for any entity (other than the Company Affiliates to go to work for or its affiliates), attempt to induce any with the Employee for a period of one (1)-year following such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 termination date.

Appears in 1 contract

Samples: Employment Agreement (Employers Holdings, Inc.)

Non-Solicitation. During Without limiting the Employment Period and generality of the foregoing, the Employee agrees that for a period of eighteen (18) months thereafter following the Employee’s termination of employment (for any reason, by either the Executive hereby agrees not to Employee or the Employer), she will not, without the prior written consent of the Company, directly or indirectly, indirectly solicit or assist attempt to solicit, within the Non-Compete Area, any other Person business from any person or entity that the Company or any of the Company Affiliates called upon, solicited, or conducted business with as of such Termination Date, any persons or entities that have been customers of the Company or any of the Company Affiliates or recruit any person who has been or is an employee of the Company or any of the Company Affiliates, during the preceding one ( as defined below) in soliciting 1)-year period from the Termination Date. In addition, the Employee agrees that she shall not directly or indirectly solicit or encourage any employee of the Company or any of its affiliates to perform services for any entity (other than the Company Affiliates to go to work for or its affiliates), attempt to induce any such employee to leave with the employ Employee for a period of one (1)-year following the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 Termination Date.

Appears in 1 contract

Samples: Employment Agreement (Employers Holdings, Inc.)

Non-Solicitation. During Without limiting the Employment Period and generality of the foregoing, the Employee agrees that for eighteen a period of twenty-four ( 18 24) months thereafter following the Employee's Termination Date (for any reason, by either the Executive hereby agrees not to Employee or the Employer), he will not, without the prior written consent of the Company, directly or indirectly, indirectly solicit or assist attempt to solicit, within the Non-Compete Area, (i) any other Person business from any person or entity that the Company or any of the Company Affiliates called upon, solicited, or conducted business with as of such Termination Date, provided that the Employee was aware of the Company’s business with such person or entity, ( as defined below ii) in soliciting any persons or entities that have been customers of the Company or any of the Company Affiliates or (iii) recruit or solicit any person who has been or is an employee of the Company or any of its affiliates to perform services for any entity (other than the Company Affiliates, during the preceding one (1)-year period from the Termination Date. Nothing in this Section 10(b) prohibits the Employee from the placement of general advertisements and/or participation at job fairs or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person recruiting workshops that are not specifically targeted toward any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees customer of the Company , its subsidiaries or any of affiliates shall not be deemed a violation of this Section 7 .

Appears in 1 contract

Samples: Employment Agreement (Employers Holdings, Inc.)

Non-Solicitation. During You will not, while employed by the Employment Period Company and for eighteen a period of twelve ( 18 12) months thereafter, the Executive hereby agrees not to either individually or on behalf of any other entity, directly or indirectly, induce or solicit or assist approach or attempt to induce or solicit or approach any other Person (as defined below) in soliciting any person who is an employee of the Company or any of its affiliates to perform render services for to any entity ( other than person, firm, or corporation provided, however, that, following the Company or its affiliates) termination of your employment, attempt to induce any such investment of your personal assets in a business owned by an employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries or any of affiliates shall not be deemed to violate this Section 10. Notwithstanding the foregoing, this Section 10 shall not preclude you from soliciting or hiring for a violation period of twelve (12) months after the conclusion of your employment with the Company: (i) any individual who responds to any public advertisement or general solicitation; or (ii) any individual who was your executive assistant or secretary as of the date of the termination of your employment with the Company. The covenant set forth in this Section 10 shall survive any termination of this Section 7 Agreement.7 Provision to apply to executives whose primary place of business is New York.8 Provision to apply to executives whose primary place of business is New York.

Appears in 1 contract

Samples: Employment Agreement (Fox Corp)

Non-Solicitation. During a) For one year following the Employment Period and for eighteen (18) months thereafter Closing, the Executive hereby agrees not to neither Cendant nor any of its controlled Affiliates will, without Newco's prior written consent, either directly or indirectly, on their own behalf or in the service or on behalf of others, solicit or assist attempt to solicit any other Person ( person employed in or in connection with the Business as defined below) in soliciting any of the Closing Date, whether or not such employee is a full-time or a temporary employee of the Company Newco or any of its affiliates Affiliates, and whether or not such employment is pursuant to perform services for any entity written agreement; PROVIDED, that the foregoing will not ( other than the Company or its affiliates), attempt to induce any such employee to leave the employ of the Company or its affiliates, or hire or engage on behalf of himself or any other Person any employee of the Company or anyone who was employed by the Company during the six-month period preceding such hiring or engagement. An individual’s response to a broad and general advertisement or solicitation not specifically targeting or intending to target employees of the Company, its subsidiaries i) prevent Cendant or any of affiliates shall their controlled Affiliates from soliciting any such person after the termination of such employee's employment with Newco or the Business, or (ii) prohibit Cendant or any of their controlled Affiliates from placing public advertisements or conducting any other form of general solicitation which is not be deemed a violation specifically targeted towards employees of this Section 7 Newco or the Business.

Appears in 1 contract

Samples: Lease (Cendant Corp)