Noncompetition and Nonsolicitation Agreement Sample Contracts

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AMENDED AND RESTATED NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • July 16th, 2010 • Ahny-Iv LLC • Services-home health care services • Colorado

This Amended and Restated Noncompetition and Nonsolicitation Agreement (this “Agreement”) is entered into on the 24th day of October, 2008 (the “Effective Date”) by and between Daniel E. Greenleaf (the “Executive”) and Apria Healthcare Group Inc. (the “Company”).

NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • September 2nd, 2004 • Language Line Costa Rica, LLC • Delaware

This NONCOMPETITION and NONSOLICITATION AGREEMENT (this “Agreement”), made as of the 11th day of June, 2004, by and among Language Line, Inc., a Delaware corporation (the “Company”), Language Line Acquisition, Inc., a Delaware corporation (the “Acquiror”), and Matthew Gibbs (“Seller”).

NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • September 13th, 2006 • Lifecore Biomedical Inc • Surgical & medical instruments & apparatus • Minnesota

This Noncompetition and Nonsolicitation Agreement (“Agreement”) is made effective as of January 3, 2006, by and between Ben Beckham (“Executive”), an individual resident of the State of Texas, and Lifecore Biomedical, Inc., (“Lifecore”), a corporation organized under the laws of the State of Minnesota.

OMTOOL, LTD.
Noncompetition and Nonsolicitation Agreement • November 13th, 2003 • Omtool LTD • Services-prepackaged software • New Hampshire

In connection with your “at-will” employment with Omtool, Ltd. (“Omtool” or the “Company”), Omtool agrees to provide you with eligibility for the severance benefits set forth in this letter agreement (the “Agreement”) if your employment is terminated under the circumstances described below:

R E C I T A L S
Noncompetition and Nonsolicitation Agreement • October 14th, 1999 • Artistdirect Inc • Services-business services, nec • California
NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • May 21st, 2012 • Davita Inc • Services-misc health & allied services, nec • Nevada

THIS NONCOMPETITION AND NONSOLICITATION AGREEMENT (this “Agreement”), dated as of May 20, 2012, and effective as of the Effective Time, is by and among DAVITA INC., a Delaware corporation (“Parent”) and the undersigned interest holder (the “Interest Holder”) of the Company. Except as otherwise specified in this Agreement, all capitalized terms used but otherwise not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).

Protection of Sensitive Information, Noncompetition and Nonsolicitation Agreement
Noncompetition and Nonsolicitation Agreement • October 2nd, 2009 • Perot Systems Corp • Services-computer processing & data preparation

Subject to the terms and conditions of this agreement (the “Agreement”), Executive has been or will be offered employment with Dell Inc., a Delaware corporation, its subsidiaries, affiliates, successors and assigns (“Dell”), in a position of trust and confidence. Dell expects Executive to play a critical role in Dell’s future business operations and desires to provide Executive with the strategic tools and commitments necessary to enable Executive to help Dell achieve its long-term goals, including much of Dell’s sensitive, confidential and proprietary information and trade secrets. At the same time, Dell seeks to protect its sensitive, confidential and proprietary information and trade secrets, as well as its good will. Therefore, the Parties have agreed as follows:

AGREEMENT AND PLAN OF AMALGAMATION by and among: PALMSOURCE, INC., a Delaware corporation; CUBS ACQUISITION SUB LLC, a Delaware limited liability company; CHINA MOBILESOFT LTD., a company incorporated under the laws of Bermuda; MOBILESOFT TECHNOLOGY...
Noncompetition and Nonsolicitation Agreement • December 14th, 2004 • Palmsource Inc • Services-prepackaged software • Delaware

This Agreement and Plan of Amalgamation (“Agreement”) is made and entered into as of December 8, 2004 by and among PalmSource, Inc., a Delaware corporation (“Purchaser”), Cubs Acquisition Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Purchaser (“Amalgamation Sub”), China MobileSoft Ltd., a company organized under the laws of Bermuda (the “Company”), MobileSoft Technology (Nanjing) Corporation, Ltd., a company organized under the laws of the People’s Republic of China and wholly owned subsidiary of the Company (the “Operating Company”), One Degree Capital Corp., a company organized under the laws of British Columbia, Canada (the “Shareholder Representative”), solely for purposes of being and in its capacity as the Shareholder Representative; Jiping Wang, an individual, and Dr. John Ostrem, an individual (together with Jiping Wang, the “Founders”). Capitalized terms shall have the meanings set forth in Article I.

Protection of Sensitive Information, Noncompetition and Nonsolicitation Agreement
Noncompetition and Nonsolicitation Agreement • May 31st, 2012 • Dell Inc • Electronic computers

Executive is employed by Dell Inc., a Delaware corporation, its subsidiaries, affiliates, successors and assigns ("Dell"), in a position of trust and confidence. Dell expects Executive to play a critical role in Dell's future business operations and desires to provide Executive with the strategic tools and commitments necessary to enable Executive to help Dell achieve its long-term goals. Likewise, Dell seeks to protect its sensitive, confidential and proprietary information, trade secrets and good will. Therefore, the Parties have agreed as follows:

FORM OF NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • April 18th, 2011 • Da-Lite Screen Co Inc • Photographic equipment & supplies • Indiana

THIS NONCOMPETITION AND NONSOLICITATION AGREEMENT is entered into as of , 2011 (this “Agreement”) by and among MILESTONE HOLDING CORPORATION, a Delaware corporation (“Milestone”), DA-LITE SCREEN COMPANY, INC., an Indiana corporation (“Da-Lite”), and [SHAREHOLDER], an individual residing at [ADDRESS] and a shareholder of Da-Lite (“Shareholder”) (each of the foregoing individually, a “Party” and collectively, the “Parties”).

NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • December 23rd, 2010 • Banks.com, Inc. • Services-computer programming, data processing, etc. • California

THIS NONCOMPETITION AND NONSOLICITATION AGREEMENT (this “Noncompetition Agreement”) is being entered into as of December 20, 2010, by and between (the “Seller Member”) and Banks.com, Inc., a Florida corporation (the “Buyer”). Certain other capitalized terms used in this Noncompetition Agreement are defined in Section 21. Capitalized terms used herein and not defined herein shall have the meaning set forth in the Purchase Agreement (as defined below).

Confidentiality, Noncompetition and Nonsolicitation Agreement
Noncompetition and Nonsolicitation Agreement • April 22nd, 2010 • Cpi Corp • Services-personal services • Missouri

In consideration of my employment by CPI Corp., a Missouri corporation (the “Company”), as reflected in the Offer of Employment between myself and the Company dated December 23, 2005, which is attached hereto, I hereby agree as follows:

August 18, 2003 Liberty Media Corporation 12300 Liberty Boulevard Englewood, Colorado 80112 Gentlemen:
Noncompetition and Nonsolicitation Agreement • October 20th, 2003 • Ugc Europe Inc • Cable & other pay television services • Colorado

Reference is made to the Share Exchange Agreement dated as of August 18, 2003 (the “Agreement”), by and among Liberty Media Corporation, a Delaware corporation (“Liberty”), and each of the persons and entities identified as Stockholders therein (the “Stockholders”). Capitalized terms not otherwise defined in this letter shall have the respective meanings set forth in the Agreement.

NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • December 24th, 2003 • Liberty Media Corp /De/ • Cable & other pay television services • Colorado

THIS NONCOMPETITION AND NONSOLICITATION AGREEMENT (this “Agreement”) by and between Liberty Media Corporation, a Delaware corporation (“Liberty”), and Mark L. Schneider (“Executive”), dated as of December 19, 2003.

Noncompetition and Nonsolicitation Agreement
Noncompetition and Nonsolicitation Agreement • October 20th, 2016

This Noncompetition and Nonsolicitation Agreement (this “Agreement”) is entered into as of [_____], (the “Effective Date”), between [_____], a [STATE] corporation (the “Company”) and [_____], an individual residing in [STATE] (the “Seller”).

Exhibit 10.10 October 19, 1999 Michael L. Bayer VP, Finance and Administration Chief Financial Officer MotherNature.com, Inc. 490 Virginia Road Concord, MA 01742 RE: Noncompetition and Nonsolicitation Agreement Dear Michael: Reference is made to that...
Noncompetition and Nonsolicitation Agreement • March 30th, 2000 • Mothernature Com Inc • Retail-convenience stores

Reference is made to that certain Noncompetition and Nonsolicitation Agreement (the "Agreement") dated of even date herewith between and among MotherNature.com, Inc., as defined in the Agreement (the "Company") and you, the execution of which is a condition for the grant to you on August 6, 1999 by the Board of Directors of the Company of options to purchase seven hundred fifty thousand (750,000) shares of the Company's common stock.

CONFIDENTIALITY, NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • June 20th, 2006 • Global Employment Holdings, Inc. • Services-help supply services • Colorado

CONFIDENTIALITY, NONCOMPETITION AND NONSOLICITATION AGREEMENT dated as of ______ among Global Employment Solutions, its affiliates and subsidiaries (the “Company”), and (“Employee”).

Contract
Noncompetition and Nonsolicitation Agreement • January 4th, 2022 • HF Foods Group Inc. • Wholesale-groceries & related products • Delaware
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AG&E Holdings, Inc. Nondisclosure, Intellectual Property, Noncompetition and Nonsolicitation Agreement
Noncompetition and Nonsolicitation Agreement • December 6th, 2016 • Ag&e Holdings Inc. • Radio & tv broadcasting & communications equipment • Illinois

THIS NONDISCLOSURE, INTELLECTUAL PROPERTY, NONCOMPETITION AND NONSOLICITATION AGREEMENT (this “Agreement”) is entered into between Anthony Tomasello (“Employee”) and AG&E HOLDINGS, INC. (the “Company”) and is effective as of the Effective Date of the employment agreement entered into by Employee and the Company of even date herewith (the “Employment Agreement”).

ASSET PURCHASE AGREEMENT by and among OCZ Technology Group, Inc., a Delaware corporation, PC Power & Cooling, Inc., a corporation organized under the laws of California, and Douglas A. Dodson Dated as of May 25, 2007
Noncompetition and Nonsolicitation Agreement • December 4th, 2009 • Ocz Technology Group Inc • Computer storage devices • California

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of May 25 2007, by and among OCZ Technology Group, Inc., a Delaware corporation (“Purchaser”), Mr. Douglas A. Dodson, an individual (“Dodson”), and PC Power & Cooling, Inc., a California corporation (“Company,” together with Dodson, collectively referred to as “Sellers”). Purchaser and Sellers are sometimes referred to herein as “Party” and collectively as the “Parties.”

NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • April 27th, 2022 • Sarcos Technology & Robotics Corp • General industrial machinery & equipment, nec • Delaware

This NONCOMPETITION AND NONSOLICITATION AGREEMENT (the “Agreement”) is entered into as of March 27, 2022 by and between Spiral Merger Sub I, Inc., a Delaware corporation (“Merger Sub I”), Spiral Merger Sub II, LLC, a Delaware limited liability company (“Merger Sub II”), Sarcos Technology and Robotics Corporation (“Parent,” and together with Merger Sub I and Merger Sub II, the “Acquiror”) and Jorgen Pedersen, an individual resident of Pennsylvania (the “Key Holder”).

NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • July 14th, 2017 • Fifth Street Asset Management Inc. • Investment advice • Delaware

THIS NONCOMPETITION AND NONSOLICITATION AGREEMENT (this “Agreement”), dated as of July 13, 2017, is made by and among Oaktree Capital Management, L.P., a Delaware limited partnership (“Buyer”), and Fifth Street Asset Management Inc., a Delaware corporation (the “Company”). Capitalized terms used and not defined herein shall have the meanings ascribed to such terms in the Asset Purchase Agreement (as defined below).

EXECUTIVE - CONTRACT EMPLOYEE AND OR EMPLOYMENT “ENGAGEMENT AGREEMENT”
Noncompetition and Nonsolicitation Agreement • April 15th, 2010 • Montavo, Inc. • Phonograph records & prerecorded audio tapes & disks • Washington

This CONSULTING, ADVISOR, EXECUTIVE CONTRACT EMPLOYEE AND OR EMPLOYMENT AGREEMENT, dated as of this 16th day of June, 2009, is between Montavo, Inc., a Delaware corporation (the “Company”) and Brook W. Lang (the “Executive”).

Noncompetition Agreement (Employee)
Noncompetition and Nonsolicitation Agreement • October 20th, 2016

This Noncompetition and Nonsolicitation Agreement (this “Agreement”) is entered into as of [_____] (the “Effective Date”), between [_____], a [STATE] corporation (the “Company”), [_____],an individual residing in [STATE] (the “Employee”).

CONFIDENTIAL INFORMATION, INVENTION ASSIGNMENT, NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • May 6th, 2011 • Nobao Renewable Energy Holdings LTD • Air-cond & warm air heatg equip & comm & indl refrig equip

This CONFIDENTIAL INFORMATION, INVENTION ASSIGNMENT, NONCOMPETITION AND NONSOLICITATION AGREEMENT (“Agreement”) is made and entered into as of [ ], [ ] (“Effective Date”), by and between Nuoxin Energy Technology (Shanghai) Co., Ltd. (the “Company”), a wholly foreign-owned enterprise organized and existing under the laws of People’s Republic of China (“China” or the “PRC”), and the undersigned individual (the “Employee”). Unless the context otherwise requires, the term “Company” in this Agreement shall also include all subsidiary, parent or related corporations of the Company.

NONCOMPETITION AND NONSOLICITATION AGREEMENT between FRESENIUS USA MANUFACTURING, INC. and NABI BIOPHARMACEUTICALS November 14, 2006
Noncompetition and Nonsolicitation Agreement • March 15th, 2007 • Nabi Biopharmaceuticals • Biological products, (no disgnostic substances)

THIS NONCOMPETITION AND NONSOLICITATION AGREEMENT (this “Agreement”), dated as of November 14, 2006, is between Fresenius USA Manufacturing, Inc., a Delaware corporation, (the “Buyer”), and Nabi Biopharmaceuticals, a Delaware corporation (the “Seller”).

WITNESSETH:
Noncompetition and Nonsolicitation Agreement • October 5th, 1999 • D E Frey Group Inc
FORM OF NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • September 18th, 2006 • Tenby Pharma Inc • Blank checks • Florida

This Noncompetition and Nonsolicitation Agreement (this “Agreement”) is made and entered into as of July 5, 2006 by and between Sirion Therapeutics, Inc., a North Carolina corporation (“Sirion”), and [ ] (the “Stockholder”). Capitalized terms used and not otherwise defined in this Agreement shall have the meanings given to them in the Merger Agreement (as defined below).

NONCOMPETITION AND NONSOLICITATION AGREEMENT
Noncompetition and Nonsolicitation Agreement • August 4th, 2021 • MGP Ingredients Inc • Wholesale-beer, wine & distilled alcoholic beverages • Kansas

THIS NONCOMPETITION AND NONSOLICITATION AGREEMENT (this “Agreement”), dated as of January 22, 2021, but effective only as of the Effective Time (as defined in the Merger Agreement), is executed and delivered by Donn S. Lux (“Covenantor”), to and in favor of MGP Ingredients, Inc., a Kansas corporation (“Buyer”). Covenantor and Buyer are each referred to herein as a “Party” and, collectively as the “Parties.”

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