Examples of Seller Non-Competition Agreement in a sentence
As an inducement to Buyer to enter into this Agreement, as a condition to Closing, each of Seller and the Shareholder shall enter into the Non-Competition Agreements in the form set forth in Exhibit B-1 (the “Seller Non-Competition Agreement”) and Exhibit B-2 (the “Shareholder Non-Competition Agreement” and collectively with the Seller Non-Competition Agreement, the “Non-Competition Agreements”).
Any and all other disputes, controversies or claims arising out of or relating to this Agreement shall be resolved exclusively and conclusively by binding arbitration in Oakland County, Michigan in accordance with the rules of the American Arbitration Association, except for any equitable or injunctive relief sought hereunder or under the Seller Non-Competition Agreement.
Accordingly, Seller agrees that, in addition to any other right or remedy to which Buyer may be entitled at law or in equity, Buyer shall be entitled to enforce any provision of this Agreement or the Seller Non-Competition Agreement by a decree of specific performance and to obtain temporary, preliminary, and permanent injunctive relief to prevent Breaches or threatened Breaches, without posting any bond or giving any other undertaking.
Seller and Buyer agree that the purchase price as set forth on Exhibit 2.4 shall be allocated to the various assets comprising the Acquired Assets, the Shares and the Seller Non-Competition Agreement in accordance with the exhibit attached hereto as Exhibit 5.7. Seller and Buyer acknowledge that the allocation shall be binding upon the parties for all applicable Tax purposes.
At the Closing, Buyer and Seller shall execute and deliver the Seller Non-Competition Agreement, substantially in the form set forth in EXHIBIT D hereto (the "SELLER NON-COMPETITION AGREEMENT"), and the Buyer Non-Competition Agreement, substantially in the form of EXHIBIT E hereto (the "BUYER NON-COMPETITION AGREEMENT").