NON-COMPETITION AGREEMENT
THIS AGREEMENT is made by and between each of _________________, ______________ and _____________ (each, a “Key Stockholder” and collectively, the “Key Stockholders”) and _________________, a ________________ corporation (the “Purchar”).池畦
WHEREAS, pursuant to that certain Agreement between __________________, (the “Company”), Purchar and the Key Stockholders dated ____________ (the “Agreement”), the Key Stockholders agreed to enter into a Non-Competition Agreement as a condition to Purchar’s obligations under the Agreement; and
AGREEMENTS
NOW, THEREFORE, in consideration of the mutual promis and agreements contained herein, the Purchar and the Key Stockholders agree as follows:
1)Restrictive Covenant.
No Competition. Each Key Stockholder agrees for a period of ________ (__) years following the date hereof (the “Non-Compete Period”) that he shall not directly or indirectly, either individually or with others, engage or have any interest, as an owner, employee, reprentative, agent, consultant or otherwi, in any business which is similar to the business conducted by the Company. The covenants shall be deemed parate covenants for each and every state, country and any other governmental entity covered by the non-compete obligation and in the event the covenant for one or more such jurisdictions is determined to be unenforceable the remaining covenants shall continue to be effective. The covenants are not intended to prevent any Key Stockholder from using his general knowledge, experience, skill and know-how in a manner that is not competitive, provided the Key Stockholder does not u, disclo, divulge or communicate any Confidential Information (as hereinafter defined).
No Hiring of Others专题演讲. Further, each Key Stockholder agrees that during such Non-Compete Period, he shall not solicit nor employ any person who is employed by the Purchar or the Company during the Non-Compete Period.
No Solicitation. Each Key Stockholder further agrees that during such Non-Compete Period he shall not solicit the Purchar’s or the Company’s customers on behalf of him or any other business or entity in competition with the business then conducted by the Purchar or the Company.
2)Confidential Information.
Definition. For purpos of this Paragraph 2, the term “Confidential Information” means, in addition to its meaning under applicable law, information which is not generally known in the Company’s and/or the Purchar’s industry, which has been proprietary to the Company and which has been subject to efforts by the Company to maintain its confidentiality, including but not limited to (i) trade cret information; (ii) information relating to the business of the Company as conducted at any time within the previous five years and to any of the Company’s past or current products, including, without limitation, information about the Company’s purchasing, accounting marketing, lling, or rvicing. Without limitation of the foregoing, all information which any Key Stockholder has a reaso
nable basis to consider Confidential Information or which has been treated by the Company as being Confidential Information shall be presumed to be Confidential Information whether originated by a Key Stockholder or by others, and without regard to the manner in which a Key Stockholder obtains access to such information.
情侣之间
吴娜丽No Disclosure. No Key Stockholder shall, at any time during the Non-Compete Period, u or disclo any Confidential Information to any person not employed by the Purchar without the prior written authorization of the Purchar except as required by law, court order or governmental demand, provided that the Key Stockholder has given the Purchar prompt, written notice that he believes he is required to disclo same so that the Purchar has had reasonable opportunity to ek a protective order or other appropriate remedy. Each Key Stockholder shall exerci prudence and the highest degree of care to safeguard and protect, and to prevent the unauthorized disclosure of, all such Confidential Information. The parties hereto stipulate that all Confidential Information has been acquired by the Purchar at great expen and substantial effort and is and will be important and material and does and will contribute significantly to the s
uccessful conduct of the Purchar’s business and to its goodwill. Information shall not be considered confidential to the extent, but only to the extent, that such information is: (a) already known to the receiving party free of any restriction at the time it is obtained from the other party; (b) subquently learned from an independent third party free of any restriction and without breach of this Agreement; (c) is or becomes publicly available through no wrongful act of any party; (d) is independently developed by one party without reference to any Confidential Information of any other party or (e) required to be disclod pursuant to a requirement of a governmental agency or law so long as the parties provide each other with timely written prior notice of such requirements.
3)Remedies. The parties agree each Key Stockholder’s relationship with the Company and the Asts is unique and special; that in the event of any Key Stockholder’s material breach of this Agreement or any of its provisions, money damages alone would be an inadequate remedy; that any breach by a Key Stockholder of the provisions contained in Paragraphs 1 and 2 would cau immediate and irreparable harm to the Purchar, that in the event of any breach of this Agreement by the a Key Stockholder, the Purchar, in
addition to any remedies the Purchar may have at law, shall have the right to equitable relief, including injunctive relief, against the Key Stockholder without posting bond.
4)Third Party Beneficiaries入党宣誓时间. Each Key Stockholder acknowledges and agrees that the covenants contained in Paragraphs 1 and 2 hereof are expressly intended to benefit the Purchar and all of its Affiliates, and that for purpos of such Paragraphs the term “Purchar” shall include all of the Purchar’s Affiliates. The term “Affiliate” shall mean any entity that directly or indirectly through one or more intermediaries controls, is controlled by or under common control with the Purchar, and any joint venturer or partner of the Purchar, and “control” means the power, director or indirect, to direct or cau the direction of management and policies, whether through ownership of voting curities, by contract or otherwi.
5)Miscellaneous瑜伽坐姿.
No Key Stockholder may assign all or any portion of its rights, nor may any of them delegate their duties and obligations, under this Agreement. Purchar may assign this A
greement and its rights (but not the Purchar’s obligations hereunder). Any other purported assignment or delegation made without such written connt shall be null and void.
Except as otherwi provided herein, nothing expresd or implied in this Agreement is intended, or shall be construed, to confer upon or give any person other than the parties hereto and their respective permitted successors and permitted assigns, any rights or remedies under or by reason of this Agreement.
Each party at any time and from time to time, whether before or after the date hereof, agrees upon the request of the other party to execute, acknowledge, and deliver any further documents or instruments that are necessary or desirable to carry out the terms of this Agreement or that are reasonably requested by the other party, and to take any other action to effect fully the purpo of this Agreement.求职自荐信范文