Sample Clauses

Non-Competition

Prevents one party from competing directly with the other in certain markets or business areas for a specified period of time.

Drafting Tips

Define the scope, duration, and geographical area. Ensure restrictions are reasonable to be enforceable and justified by legitimate business interests.
Sample Clauses
Source Office Lease [2U, INC.]
(2017-02-24) - DE - Services-Prepackaged Software

Landlord covenants that during the Lease Term, Landlord shall not lease any space in the Building, or grant any signage rights in or on the Building to any of the companies lists on Exhibit L (and any successors or assigns thereto) (each such company, a 'Competitor' and such restrictions, the 'Competitor Restrictions'). So long as any of the Competitor Restrictions are in effect, Landlord shall (i) obtain in any lease or occupancy agreement in the Building entered into after the Effective Date a covenant not to assign, sublease, license or otherwise transfer the same to any Competitor in violation of this paragraph, (ii) promptly remove any signage in violation of the Competitor Restriction, and (iii) use its commercially reasonable efforts (including diligently seeking summary dispossess or eviction proceedings or seeking other injunctive relief) to enforce the Competitor Restrictions under any such lease entered into after the Effective Date (collectively, 'Competitor Covenants').
Source License Agreement [ARCUS BIOSCIENCES, INC.]
(2018-01-19) - DE - Pharmaceutical Preparations

Abmuno shall not, and shall ensure that its Affiliates (if any) shall not, initiate, or be involved in, any new anti-TIGIT discovery, Development or Commercialization project for a period of [***] years following the Effective Date. In addition, Abmuno shall cause each of [***], and shall use Commercially Reasonable Efforts to cause JN Biosciences, [***] to enter into an agreement with Arcus in such form as has been approved by Arcus, either concurrently with or prior to the Parties' execution of this Agreement, under which, in accordance with the terms of such agreements, [***].
Source Registration Statement Form F-1 [ACASTI PHARMA INC.]
(2017-09-29) - A8 - Pharmaceutical Preparations

During the Term of this Agreement and for a period of five (5) years thereafter, the Company shall not develop any product containing phospholipids polyunsaturated fatty acids extracted from Krill with any competitor of the Licensor.
Source Invention, Non-Disclosure, and Non-Competition Agreement [AHP SERVICING LLC]
(2018-07-26) - DE - Real Estate

4. Non-Competition. For as long as he is performing services on behalf of the Company and for a period of twelve (12) months thereafter, Executive shall not participate, directly or indirectly, as an owner, employee, consultant, or otherwise, in any proprietorship, corporation, partnership, or other entity,
Source License Agreement [ARCUS BIOSCIENCES, INC.]
(2018-01-19) - DE - Pharmaceutical Preparations

Abmuno shall not, and shall ensure that its Affiliates (if any) shall not, initiate, or be involved in, any new anti-TIGIT discovery, Development or Commercialization project for a period of [***] years following the Effective Date. In addition, Abmuno shall cause each of [***], and shall use Commercially Reasonable Efforts to cause JN Biosciences, [***] to enter into an agreement with Arcus in such form as has been approved by Arcus, either concurrently with or prior to the Parties' execution of this Agreement, under which, in accordance with the terms of such agreements, [***].
Source Amended and Restated Employment Agreement [AVEANNA HEALTHCARE HOLDINGS, INC.]
(2021-04-01) - DE - Services-Home Health Care Services

such member of the Company Group and for a period of [Time.Period] after the termination of such employee's or contractor's employment or service with such member of the Company Group.
Source Employment Agreement [BUMBLE INC.]
(2021-01-15) - Services-Computer Programming, Data Processing, Etc.

Executive acknowledges and recognizes the highly competitive nature of the businesses of the Company Group and further acknowledges and recognizes that Executive has received, and will receive, Confidential Information (as defined below) and other trade secrets of the Company Group, and accordingly agrees as follows:
Source Employment Termination Agreement [DAVIDSTEA INC.]
(2016-12-08) - Retail-Food Stores

Sylvain Toutant shall not, for a period of 18 months after the Effective Date, on his own behalf or on behalf of any other person or entity, whether directly or indirectly, in any material capacity, alone, through or in connection with any person or entity, carry on, be engaged in or employed by, or have any material financial or other interest in, anywhere in North America, the United Kingdom, France, Germany or India, (i) any endeavour, activity, or business, which is (in whole or in part) in direct competition with the Business of the Company, or (ii) any current or past suppliers of the Company in respect of the Business of the Company.
Source Common Stock Purchase Agreement [DENALI HOLDING INC.]
(2016-09-14) - DE - Electronic Computers

The parties agree that neither party shall, directly or indirectly, (i) solicit, induce or hire any employees or consultants (or their respective Affiliates or Immediate Family Members) of the other party or its Subsidiaries, other than [Party.Name] or (ii) take, or agree to take, any action that would require the affirmative vote by holders of the majority of the Class C Common Stock.
Source Asset Purchase Agreement [EIGER BIOPHARMACEUTICALS, INC.]
(2021-03-09) - Biological Products, (No Diagnostic Substances)

Each Seller hereby covenants, acknowledges and agrees that it will not, at any time during [NonCompetition.Period] from the Closing Date, either directly or indirectly, engage in any Competitive Activity in any territory in which the Products are currently planned to be commercialized, except as a passive shareholder holding less than [NonCompetition.ShareholdingPercentage] percent of the outstanding shares of a corporation offering its shares to the public and whose shares are listed and posted for trading on a recognized stock exchange. Notwithstanding the foregoing covenant, Purchaser agrees that said covenant shall not be construed to preclude Sellers from continuing, during said [NonCompetition.Period] period following the Closing Date, their research and mechanistic studies relating to hyperinsulinemic hypoglycemia in connection with their employment at Stanford.
Source Employment Offer Letter [BOLT THERAPEUTICS, INC.]
(2020-09-11) - DE - Pharmaceutical Preparations

and you will not, without the prior written consent of the Board, engage in, or encourage or assist others to engage in, any employment or activity that would (a) divert from the Company any business opportunity related to the business of the Company in which the Company can reasonably be expected to have an interest; (b) directly compete with, or involve preparation to compete with, the business of the Company; (c) cause a disruption of the Company's operations or prospects; or (d) result in you devoting less time and attention as is necessary to fulfill your obligations to the Company; provided, however, that you may be a passive investor or engage in civic and not-for-profit activities so long as such activities do not materially interfere with your performance of your duties hereunder.
Source Limited Liability Company Agreement [BLUEROCK RESIDENTIAL GROWTH REIT, INC.]
(2017-05-08) - MD - Real Estate Investment Trusts

Without limiting any of the other terms and provisions of this Agreement (including, without limitation, Section 9.6), to the extent a Member (the "Pursuer") provides the other Member with information relating to a possible investment opportunity then being actively pursued by the Pursuer on behalf of the Company, the other Member receiving such information shall not use such information to pursue such investment opportunity for its own account to the exclusion of the Pursuer so long as the Pursuer is actively pursuing such opportunity on behalf of the Company and shall not disclose any Confidential Information to any Person (except as expressly permitted hereunder) or take any other action in connection therewith that is reasonably likely to cause damage to the Pursuer.
Source Procurement Services Agreement [BRIACELL THERAPEUTICS CORP.]
(2019-08-30) - A1 - Pharmaceutical Preparations

During the term of Employee's employment, Employee shall not, directly or indirectly as an employee, contractor, officer, director, member, partner, agent, or equity owner, engage in any activity or business that competes or could reasonably be expected to compete with the business of the Company. Employee acknowledges that there is a substantial likelihood that the activities described in this Section would (a) involve the unauthorized use or disclosure of the Company's Confidential Information and that use or disclosure would be extremely difficult to detect, and (b) result in substantial competitive harm to the business of the Company. Employee has accepted the limitations of this Section as a reasonably practicable and unrestrictive means of preventing such use or disclosure of Confidential Information and preventing such competitive harm.
Source Common Stock Purchase Agreement [DENALI HOLDING INC.]
(2016-09-14) - DE - Electronic Computers

The parties agree that, following the Closing Date, the Purchaser shall not (i) directly or indirectly engage in any business that competes with the business of the Company, (ii) solicit or hire any employees or consultants of the Company or its subsidiaries, or (iii) take any action that would require the affirmative vote of the majority of the Class C Common Stock.
Source Registration Statement Amendment (Securities) [DENALI HOLDING INC.]
(2018-10-19) - DE - Electronic Computers

in the same or similar lines of business as the Corporation or any of its Subsidiaries (which for all purposes of this Article XI shall include VMware and its subsidiaries), (ii) do business with any client, customer, vendor or lessor of any of the Corporation or its Affiliates, and/or (iii) make investments in any kind of property in which the Corporation may make investments.
Source Asset Purchase Agreement [EIGER BIOPHARMACEUTICALS, INC.]
(2021-03-09) - Biological Products, (No Diagnostic Substances)

Each Seller hereby covenants, acknowledges and agrees that it will not, at any time during [NonCompetition.Period] from the Closing Date, either directly or indirectly, engage in any Competitive Activity in any territory in which the Products are currently planned to be commercialized, except as a passive shareholder holding less than [NonCompetition.ShareholdingPercentage] percent of the outstanding shares of a corporation offering its shares to the public and whose shares are listed and posted for trading on a recognized stock exchange. Notwithstanding the foregoing covenant, Purchaser agrees that said covenant shall not be construed to preclude Sellers from continuing, during said [NonCompetition.Period] period following the Closing Date, their research and mechanistic studies relating to hyperinsulinemic hypoglycemia in connection with their employment at Stanford.
Source Employment Separation Agreement [FERRO CORP]
(2016-11-02) - OH - Paints, Varnishes, Lacquers, Enamels & Allied Prods

For the period beginning on the Termination Date and ending eighteen (18) months later, [Employee.Name] will not, directly or indirectly, engage in, or assist or have an ownership interest in, or act as an employee, agent, advisor or consultant of, for, or to any person, firm, partnership, corporation or other entity that is engaged in, the manufacture or sale of products that compete with [Company.Name]'s products or any products which are logical extensions, on a manufacturing or technological basis, of [Company.Name]'s products.
Source Registration Statement (F-1) [GDS HOLDINGS LTD]
(2016-10-04) - Services-Computer Programming, Data Processing, Etc.

9.1 You hereby covenant that during your employment, you shall not be engaged or interested (whether as a director, shareholder (except as ownership of shares in public traded companies for portfolio investment purposes), agent, partner or employee) in any business concern of whatever kind which shall be in competition with the Group.
Source Information Statement (SEC Schedule 14C) [GAIAM, INC]
(2016-06-10) - CO - Services-Motion Picture & Video Tape Production

Seller shall not, directly or indirectly, own, manage, operate, control, consult with, provide products and/or services to or participate in the ownership, management, operation or control of, provide financing to or otherwise advise or assist or be actively connected with, directly or indirectly, any enterprise or business which is of the type or character that engages in, or otherwise carries on, any business activity which in any other manner is in competition with the Brand Business, except that Seller may own, in the aggregate, 5% or less of the stock of any corporation which is listed on a national stock exchange or actively traded in the over-the-counter market.
Source Amended and Restated Articles of Incorporation [GOFBA, INC.]
(2018-05-25) - CA - Services-Computer Processing & Data Preparation

During Employee's term of employment set forth in this Agreement, and for a period of one (1) year thereafter, Employee will not directly or indirectly be an owner, partner, director, manager, officer or employee or otherwise render services or be associated with any business that competes with Employer.
Source Offering Circular [GRAZE, INC.]
(2019-11-22) - DE - Lawn & Garden Tractors & Home Lawn & Gardens Equip

Can you please tell us how you would respond if a big player in the lawn mower market would bring a competitive product to market?