Non-Competition Agreement Sample Contracts

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Non-Competition Agreement (April 11th, 2017)

This Non-Competition Agreement (Agreement), dated April 10, 2017, is entered into by and among Unified Grocers, Inc., a California corporation (the Company), Supervalu Inc., a Delaware corporation (Parent), and Robert M. Ling, Jr. (Ling).

Panera Bread Company Non-Competition Agreement (April 5th, 2017)

Non-Competition Agreement (the Agreement), dated as of April 4, 2017, by and between Panera Bread Company, a Delaware corporation (together with its affiliates, the Company), with its principal offices at 3630 South Geyer Road, St. Louis, Missouri 63127, and Ronald M. Shaich (Executive).

Panera Bread Company Non-Competition Agreement (April 5th, 2017)

Non-Competition Agreement (the Agreement), dated as of April 4, 2017, by and between Panera Bread Company, a Delaware corporation (together with its affiliates, the Company), with its principal offices at 3630 South Geyer Road, St. Louis, Missouri 63127, and Ronald M. Shaich (Executive).

RXi Pharmaceuticals Corp – Non-Competition Agreement (March 30th, 2017)

NON-COMPETITION AGREEMENT, dated as of January 6, 2017 (Agreement), by and among RXi Pharmaceuticals Corporation, a Delaware corporation (Parent), RXi Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent (Merger Sub), and Alexey Eliseev (the Shareholder), a shareholder of MirImmune Inc., a Delaware corporation (the Company or the Surviving Corporation).

Mobileye N.V. – Non-Competition Agreement (March 13th, 2017)

THIS NON-COMPETITION AGREEMENT (this Agreement) is made and entered into as of March 12, 2017, between Intel Corporation, a Delaware corporation, and its subsidiaries, affiliates, successors, or assigns (collectively, the Purchaser), and Prof. Amnon Shashua (the Equityholder).

Non-Competition Agreement (March 13th, 2017)

THIS NON-COMPETITION AGREEMENT (this Agreement) is made and entered into as of March 12, 2017, between Intel Corporation, a Delaware corporation, and its subsidiaries, affiliates, successors, or assigns (collectively, the Purchaser), and Prof. Amnon Shashua (the Equityholder).

Entellus Medical – Confidentiality, Invention Assignment, and Non-Competition Agreement (February 22nd, 2017)

This Confidentiality, Invention Assignment, and Non-Competition Agreement (the "Agreement") is entered into and effective as of _________, 2016, by and between Entellus Medical, Inc., a Delaware corporation, with its principal place of business at 3600 Holly Lane N., Suite 40, Plymouth, MN 55447 (the "Company") and ______________, an individual residing at ________________ (the "Employee").

Eqt Midstream Partners Lp – Non-Competition Agreement (February 9th, 2017)

This AMENDED AND RESTATED CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT (this "Agreement") is entered into and effective as of September 10, 2016, by and between EQT Corporation, a Pennsylvania corporation (EQT Corporation and its subsidiary companies are hereinafter collectively referred to as the "Company"), and JIMMI SUE SMITH (the "Employee"). This Agreement amends and restates in its entirety that certain Confidentiality, Non-Solicitation and Non-Competition Agreement by and between the Company and the Employee originally dated as of January 13, 2012, as amended effective January 1, 2014 and January 1, 2015 (the "Original Agreement").

Global Partner Acquisition Corp. – Non-Competition Agreement (January 18th, 2017)

This Non-Competition Agreement (this "Agreement") is made and entered into as of January 11, 2017 by and among Global Partner Acquisition Corp., a Delaware corporation ("Parent"), and John F. Ripley, an individual and beneficial equityholder (the "Restricted Person") of Sequel Youth and Family Services, LLC, an Iowa limited liability company (the "Company"), and the Company. Capitalized terms not otherwise defined in this Agreement shall have the meanings set forth in the Merger Agreement (as defined below).

Global Partner Acquisition Corp. – Non-Competition Agreement (January 18th, 2017)

This Non-Competition Agreement (this "Agreement") is made and entered into as of January 11, 2017 by and among Global Partner Acquisition Corp., a Delaware corporation ("Parent"), and John F. Ripley, an individual and beneficial equityholder (the "Restricted Person") of Sequel Youth and Family Services, LLC, an Iowa limited liability company (the "Company"), and the Company. Capitalized terms not otherwise defined in this Agreement shall have the meanings set forth in the Merger Agreement (as defined below).

Columbia Banking System, Inc. – Form of Voting and Non-Competition Agreement (January 10th, 2017)

This Voting and Non-Competition Agreement (the Agreement), dated as of January 9, 2017, is entered into by and among Coast, a Washington corporation (Parent), Pool, an Oregon corporation (the Company), and the member of the board of directors of the Company (the Company Board) whose name appears on the signature page hereto (the Director).

Pacific Continental Corporation (Ore) – Form of Voting and Non-Competition Agreement (January 10th, 2017)

This Voting and Non-Competition Agreement (the Agreement), dated as of January 9, 2017, is entered into by and among Coast, a Washington corporation (Parent), Pool, an Oregon corporation (the Company), and the member of the board of directors of the Company (the Company Board) whose name appears on the signature page hereto (the Director).

Alliqua Holdings, Inc. – Non-Competition Agreement (December 22nd, 2016)

WHEREAS, Alliqua BioMedical, Inc. ("Alliqua"), Alliqua Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of Alliqua ("Parent" and together with Alliqua, the "Alliqua Entities"), Chesapeake Merger Corp., a Delaware corporation and a wholly-owned subsidiary of Parent, and Soluble Systems, LLC, a Virginia limited liability company (the "Company"), have entered into that certain Contribution Agreement and Plan of Merger, dated as of October 5, 2016 (the "Contribution and Merger Agreement");

Glacier Bancorp, Inc. – Director Non-Competition Agreement (December 8th, 2016)

This Director Non-Competition Agreement, dated as of November 15, 2016 (Non-Competition Agreement), is made by and among Glacier Bancorp, Inc. (GBCI), Glacier Bank, a wholly owned subsidiary of GBCI (Glacier Bank), and the undersigned directors (severally not jointly), each of whom is a director of The Foothills Bank (the Bank) and TFB Bancorp, Inc. (TFB) (each, a Director). This Non-Competition Agreement takes effect on the effective date of the proposed Merger (the Effective Date) referenced below.

Siclone Industries – Non-Competition Agreement (November 10th, 2016)

This NON-COMPETITION AGREEMENT (this "Agreement") is made as of November 4, 2016 (the "Effective Date") by and between Bay Area Hospitalist Associates, A Medical Corporation, a California professional corporation ("BAHA") and Scott Enderby, D.O. ("Physician").

Parsley Energy – Parsley Energy Operations, Llc First Amendment to Employment, Confidentiality, and Non-Competition Agreement (November 4th, 2016)

WHEREAS, Parsley Energy Operations, LLC ("Parsley") and Thomas Layman, a natural person ("Employee") (Employee and Parsley each referred to as a "Party" and, collectively, as the "Parties" herein) entered into an Employment, Confidentiality, and Non-Competition Agreement, effective as of December 8, 2014 (the "Agreement"); and

Parsley Energy – Parsley Energy Operations, Llc Employment, Confidentiality, and Non-Competition Agreement (November 4th, 2016)

For good and valuable consideration set forth herein, this Employment, Confidentiality, and Non-Competition Agreement ("Agreement") is effective as of [_________] (the "Effective Date"), by and between: (i) Parsley Energy Operations, LLC ("Parsley") and (ii) [_________], a natural person ("Employee") (Employee and Parsley each a "Party" and collectively "Parties" herein).

Parsley Energy – Parsley Energy Operations, Llc First Amendment to Employment, Confidentiality, and Non-Competition Agreement (November 4th, 2016)

WHEREAS, Parsley Energy Operations, LLC ("Parsley") and Ryan Dalton, a natural person ("Employee") (Employee and Parsley each referred to as a "Party" and, collectively, as the "Parties" herein) entered into an Employment, Confidentiality, and Non-Competition Agreement, effective as of May 29, 2014 (the "Agreement"); and

Parsley Energy – Parsley Energy Operations, Llc First Amendment to Employment, Confidentiality, and Non-Competition Agreement (November 4th, 2016)

WHEREAS, Parsley Energy Operations, LLC ("Parsley") and , a natural person ("Employee") (Employee and Parsley each referred to as a "Party" and, collectively, as the "Parties" herein) entered into an Employment, Confidentiality, and Non-Competition Agreement, effective as of (the "Agreement"); and

Parsley Energy – Parsley Energy Operations, Llc First Amendment to Employment, Confidentiality, and Non-Competition Agreement (November 4th, 2016)

WHEREAS, Parsley Energy Operations, LLC ("Parsley") and Bryan Sheffield, a natural person ("Employee") (Employee and Parsley each referred to as a "Party" and, collectively, as the "Parties" herein) entered into an Employment, Confidentiality, and Non-Competition Agreement, effective as of May 29, 2014 (the "Agreement"); and

Parsley Energy – Parsley Energy Operations, Llc First Amendment to Employment, Confidentiality, and Non-Competition Agreement (November 4th, 2016)

WHEREAS, Parsley Energy Operations, LLC ("Parsley") and Matthew Gallagher, a natural person ("Employee") (Employee and Parsley each referred to as a "Party" and, collectively, as the "Parties" herein) entered into an Employment, Confidentiality, and Non-Competition Agreement, effective as of May 29, 2014 (the "Agreement"); and

Parsley Energy – Parsley Energy Operations, Llc First Amendment to Amended and Restated Employment, Confidentiality, and Non-Competition Agreement (November 4th, 2016)

WHEREAS, Parsley Energy Operations, LLC ("Parsley") and Colin Roberts, a natural person ("Employee") (Employee and Parsley each referred to as a "Party" and, collectively, as the "Parties" herein) entered into an Amended and Restated Employment, Confidentiality, and Non-Competition Agreement, effective as of December 8, 2014 (the "Agreement"); and

Dunkin' Brands Group Inc. – Offer of Employment September 9, 2016 David Hoffmann 10 Cable Rd. Singapore 249889 Dear Dave, on Behalf of Dunkin' Brands, Inc. ("Dunkin' Brands" or the "Company"), I Am Pleased to Offer You the Position of President, Dunkin' Donuts US & Canada, Reporting to Nigel Travis, Chairman and Chief Executive Officer, Dunkin' Brands Group, Inc. The Additional Terms of This Offer Are Set Forth Below. This Offer of Employment Is Contingent Upon the Satisfactory Completion Of: a Background Screening, Reference Checks Regarding Your Past Employment, Satisfactory Completion of All Legal Documents, Includ (November 2nd, 2016)
China Green Agriculture – Non-Competition Agreement (October 7th, 2016)

This Non-competition Agreement (hereinafter referred to as the "Agreement") was made as of June 30, 2016 by and among the following Parties in Xi'an:

Transition and Non-Competition Agreement (September 2nd, 2016)

THIS TRANSITION AND NON-COMPETITION AGREEMENT (the Agreement) is made and entered into on this 29th of August, 2016, by and between ConAgra Foods, Inc., (the Company) and John Gehring (Gehring).

Key Employee Non-Competition Agreement (August 5th, 2016)

This Key Employee Non-Competition Agreement (this "Agreement") is being executed and delivered as of December 30, 2013 by Travis Reese ("Employee") in favor and for the benefit of FireEye, Inc., a Delaware corporation ("Parent"). Capitalized terms used herein but not otherwise defined shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

Engility Holdings, Inc. – Non-Competition Agreement (August 1st, 2016)

This Non-Competiton Agreement (the "Agreement") is entered into as of June 29, 2016 by and between Engility Holdings, Inc. (the "Company") and Anthony Smeraglinolo (the "Executive").

Arbor Realty Trust – Non-Competition Agreement (July 15th, 2016)

This NON-COMPETITION AGREEMENT (this Agreement) is made and entered into as of July 14, 2016, by and among Arbor Realty Trust, Inc., a Maryland corporation (the REIT), Arbor Realty Limited Partnership, a Delaware limited partnership (the Operating Partnership), Arbor Commercial Mortgage, LLC, a New York limited liability company (ACM and together with Arbor Commercial Funding, LLC, the Seller) and Ivan Kaufman (Kaufman). Capitalized terms not defined herein shall have the meanings ascribed to them in that certain Asset Purchase Agreement, dated as of February 25, 2016, by and between Seller, the Operating Partnership, Arbor Multifamily Lending, LLC (f/k/a ARSR Acquisition Company, LLC) (AML and, together with the Operating Partnership, the Purchaser) and the REIT (as amended, the APA).

Glacier Bancorp, Inc. – Director Non-Competition Agreement (May 27th, 2016)

This DIRECTOR NON-COMPETITION AGREEMENT, dated as of April 20, 2016 (Non-Competition Agreement), is made by and among Glacier Bancorp, Inc. (GBCI), Glacier Bank, a wholly owned subsidiary of GBCI (Glacier Bank), Treasure State Bank (TSB), and the undersigned, each of whom is a director of the Bank and/or TSB (each, a Director).

TeamStaff – TCO 361918551v2 1 NON-COMPETITION AGREEMENT THIS NON-COMPETITION AGREEMENT ("Non-Competition Agreement") Is Being Executed and Delivered Effective as of May 3, 2016, by Jeffrey Hoffman, Individually (The "Owner"), the Indirect Majority Owner of Danya International LLC, a Maryland Limited Liability Company (The "Company"), in Favor of and for the Benefit of DLH Holdings Corp., a New Jersey Corporation (The "Buyer"), the Company and Each of the Buyer's and the Company's Present and Future Successors, Assigns and Direct and Indirect Subsidiaries (Individually, a "Covered Party" and Collectively, (May 6th, 2016)
Koolbridge Solar, Inc. – Koolbridge Solar Employment, Non-Disclosure, Inventions and Non-Competition Agreement (April 29th, 2016)

THIS EMPLOYMENT, NON-DISCLOSURE, INVENTIONS AND NON-COMPETITION AGREEMENT ("Agreement"),i s between KOOLBRIDGE SOLAR, INC., a North Carolina corporation (the "Company") and John Stephen Burnett ("Employee").

Pacific Continental Corporation (Ore) – Exhibit A-1 Voting and Non-Competition Agreement (April 28th, 2016)

This Voting and Non-Competition Agreement (this "Agreement") is entered into as of this 26th day of April, 2016, by and between Pacific Continental Corporation, an Oregon corporation ("PCC") and the undersigned [officer/director] (the "[Officer/Director]") of Foundation Bancorp, Inc., a Washington corporation ("Foundation Bancorp"), and Foundation Bank, a Washington state-chartered bank (the "Bank").

Performance Health Holdings Corp. – Amended and Restated Employment and Non Competition Agreement (April 22nd, 2016)

THIS AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT (this "Agreement"), is entered into effective as of the 11th day of October, 2012 (the "Effective Date'"), by and between The Hygenic Corporation, a Delaware corporation (the "Company"), and Niels Lichti, an individual (the "Employee").

Performance Health Holdings Corp. – Amended and Restated Employment and Non-Competition Agreement (April 22nd, 2016)

THIS AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT (this "Agreement"), is entered into effective as of the 11th day of October, 2012 (the "Effective Date"), by and between The Hygenic Corporation, a Delaware corporation (the "Company"), and Marshall Dahneke, an individual (the "Employee").

Non-Competition Agreement (March 22nd, 2016)

This NON-COMPETITION AGREEMENT (the "Non-Competition Agreement") is made as of March __, 2016 and shall become effective as of the closing (the "Closing Date") of the transactions contemplated by the Stock Purchase Agreement among Carefree Communities Intermediate Holdings LLC ("Parent"), Sun Communities, Inc. ("SUI") and Sun Communities Operating Limited Partnership, of even date herewith (the "Stock Purchase Agreement"). This Non-Competition Agreement shall become null and void and have no effect, and any and all rights and obligations of the parties hereunder shall automatically terminate, if the closing of the transactions contemplated by the Stock Purchase Agreement shall fail to occur for any reason. As a condition of the Stock Purchase Agreement, I agree to the terms and conditions of this Non-Competition Agreement (the "Non-Competition Agreement"):