NON-COMPETITION UNDERTAKING Sample Clauses

A Non-Competition Undertaking is a contractual clause that restricts one party, typically an employee or business seller, from engaging in activities that compete with the other party’s business for a specified period and within a defined geographic area. This clause may prohibit starting a similar business, working for a competitor, or soliciting clients from the original business after the relationship ends. Its core practical function is to protect the legitimate business interests of the party imposing the restriction by preventing unfair competition and safeguarding confidential information or customer relationships.
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NON-COMPETITION UNDERTAKING. The Seller hereby recognizes that the non-competition obligation set forth in this Clause is necessary to ensure the continuity of the Matchmind Group’s business and that irreparable damages would be caused to it should the Seller compete with the Matchmind Group within the scope of its business activities. Hence, due to the activities performed by the Matchmind Group, the Seller hereby recognizes that a legitimate interest in both commercial and industrial terms exists to regulate this non-competition agreement and recognize that the constraints arising from this agreement are appropriate and reasonable. The Seller likewise recognizes and accepts that this non-competition agreement is essential and has been a determining factor for the Buyer entering into this Agreement.
NON-COMPETITION UNDERTAKING. Each of ▇▇▇▇ and ▇▇▇▇▇▇▇ must not during any of the Restraint Periods within any of the Restraint Areas: (a) (not conduct Restrained Business) conduct, carry on or promote (whether on its own account, in partnership, in joint venture or as employee or agent of or manager for any other person) any Restrained Business; (b) (no interest in Restrained Business) be concerned or interested in any Restrained Business (directly or through any interposed body corporate, trust, partnership or entity) as trustee, principal, agent, shareholder, unitholder, independent contractor, consultant, adviser or in any other capacity; or (c) (not assist owned entity that competes) provide to any business or entity in which: (i) ▇▇▇▇; (ii) ▇▇▇▇▇▇▇; or (iii) any person who is or was within 1 year before the Effective Date a substantial holder of shares in a Group Company or an employee of a Group Company, has any direct or indirect equity or ownership interest, any financial assistance which assists that business or entity to engage in any Restrained Business.
NON-COMPETITION UNDERTAKING. Baidu undertakes: from the effective date hereof to the expiration of the Preparation Period, Baidu’s ticket business shall operate to the necessary extent to the necessary maintenance of business, but after the Preparation Period ends, Baidu shall immediately terminate all of its current ticket business; Except for the preparation period, from the effective date hereof to the end of the Business Cooperation Term, Baidu shall not conduct its own ticket business, and shall not invest in new company which conducts ticket business or hold more than 10% equity interests in any such company (for avoidance of doubt, for the purpose of this Article, “conducting ticket business” means that the ticket business is the main business, which account for 50% or more of the company’s total revenue), the specific list of such companies are otherwise negotiate separately by the two Parties.
NON-COMPETITION UNDERTAKING. 8.1 The Vendor undertakes with the Purchaser (for itself and as agent and trustee for the Company) that, except with the consent in writing of the Purchaser and subject to the provisions of Clause 8.4: 8.1.1 for the period of three years after Completion it will not within any country or place in which the Company has carried on business during the year preceding the Completion either on its own account or in conjunction with or on behalf of any person, firm or company carry on or be engaged, concerned or interested, directly or indirectly, in carrying on any business carried on by the Company within such preceding year (other than as a holder of not more than 5 per cent of the issued share or debentures of any company listed on a recognised stock exchange). For the avoidance of doubt, the business carried on by the Company shall include the Tire Gauge Business; 8.1.2 for the period of three years after Completion it will not within any country or place sell loadcells and/or license its Microfused Technology for the production and manufacture of loadcells to any of the following scale companies: Fooktin Technologies Limited, Bonso Electronics Limited, Precision Press Limited, Management Investment & Technology Company Ltd, Charder Electronic Company, Beaverite, Camry Industries (HK) Limited, Kenwell Industries Company, Shine (HK) Development Limited and Tanita Corporation, or the Affiliates (other than Affiliates not in the scale business), successors or assigns of any of these companies. For the avoidance of doubt, after Completion, the Vendor and the Vendor's Group Companies are not prohibited or restricted from competing with the Company in relation to any business or products which are manufactured by the Company using any technology not licensed to it by the Vendor. 8.2 The Purchaser undertakes with the Vendor (for itself and as agent and trustee for each Vendor’s Group Company) that, except with the consent in writing of the Vendor and subject to the provisions of Clause 8.4: 8.2.1 (i) it will not at any time hereafter sell or offer for sale loadcells produced or manufactured using the Vendor’s Microfused Technology as stand alone parts; or (ii) use the Vendor's Microfused Technology for manufacture of loadcell products used as pressure sensors or sensors which are competitive to the business of any Vendor’s Group Company; 8.2.2 for the period of three years after Completion it will limit its sale, in any country or place, of loadcells produced or ma...
NON-COMPETITION UNDERTAKING. 24.1 Except as Buyer may expressly agree in writing, and except for persons working for a Group Company pursuant to an employment contract disclosed to Buyer prior to the Closing, each of Seller and Seller's Guarantor agrees that, from and after the date of this Agreement until five years after the Closing Date, Seller and Seller's Guarantor shall not, and shall not permit any of their Affiliates, directly or indirectly, to: a. compete in the metal packaging business in the Territory with the Company or any of its Affiliates or engage in, control, advise, manage, serve as a director, officer, or employee of, act as a consultant to, receive any economic benefit from or exert any influence upon, any business which conducts metal packaging activities in the Territory; b. solicit, divert or attempt to solicit or divert any party who is, was, or was solicited to become, a customer or supplier of the Company or any of its Affiliates at any time prior to the Closing Date; c. solicit for employment or encourage to leave their employment, any person who was during the two-year period prior to such solicitation or encouragement or is an officer or employee of the Company or any of its Affiliates; d. avail itself of or invest in any business opportunity which is related to the activities conducted by the Company or any of its Affiliates, other than as provided in Section 24.2; or e. make any disparaging statement to any third party, including the press or media, regarding the Company or any of its Affiliates.
NON-COMPETITION UNDERTAKING. The Vendors have undertaken that, from the date of the Cooperation Agreement and until the Completion Date, he/she will not directly or indirectly engage in, or assist any other party to engage in, any business that may be identical or similar to that of the Company and its subsidiaries or that of the Target Company and its subsidiaries. The Purchaser has also undertaken that, from the date of the Cooperation Agreement and until the Completion Date, it will not directly or indirectly engage in, or assist any other party to engage in, any business that may be identical or similar to that of the Target Company and its subsidiaries. Each of the Vendors has undertaken that he/she will not and will procure his/her respective connected persons not to participate or commence any Restricted Business and/or connected transaction(s), or to have any interest in the Restricted Business, whether directly or indirectly, by himself/herself or with any other person and/or any parties in any way after the Completion Date.
NON-COMPETITION UNDERTAKING. The Agent and Director must not: (a) during the Term and for any of the Restraint Periods, within any of the Restraint Areas: (i) (conduct competing business) conduct, carry on or promote (whether on its own account, in partnership, in joint venture or as an agent of or trustee of or manager for any other person) a Restrained Business without the Bank’s prior written consent; or (ii) (interest in competing business) be concerned or interested in any Restrained Business, except as a shareholder or unitholder holding less than 10% of the issued capital or units of a company or trust listed on the Australian Stock Exchange, without the Bank’s prior written consent; and (b) during any of the Restraint Periods, solicit, canvass or entice any customer that is or was the Bank’s customer at any time during the period of one (1) year before the expiration or termination of this Agreement, with a view to soliciting the business of that customer for any Restrained Business.
NON-COMPETITION UNDERTAKING. Non-Competition
NON-COMPETITION UNDERTAKING. To Alcan Inc. In consideration of your agreeing to employ me as your Executive Vice President, I acknowledge and undertake that until the expiry of two (2) years following the termination of my employment with the Company, I will not be entitled to act as an employee, director of or officer of, advisor to or material investor in any corporation, partnership, person or other entity which carries on any business which is materially competitive with the Company's principal lines of business. Entities which carry on businesses which are so materially competitive include without limitation, those which carry on any business which relates to the mining or refining of bauxite, the production and sale of alumina or primary aluminum, the production and sale of aluminum products and aluminum fabricated products (such as can sheet, foil, litho sheet and other flat rolled products, wire and cable, castings and extrusions), the trading of aluminum, the production and sale of packaging products for tobacco, pharmaceutical, cosmetics, health care, food or beverage products or any line of business carried on by the Company and accounting for at least five percent (5.0%) of its consolidated assets or gross revenues at the time of the termination of my employment. Nevertheless, no such business shall be considered to be materially competitive unless it is carried on in any of the jurisdictions in which the Company carries on business at the time of the termination of my employment. I acknowledge that in view of the position of extreme trust and confidence attached to my position as Employee of the Company, this undertaking is reasonable in all respects and essential to the protection of the Company and its shareholders. I shall continue to be bound by its terms of this undertaking notwithstanding the termination of my employment for any reason.
NON-COMPETITION UNDERTAKING. With the exception of the subsequent sentence, neither Seller shall, and each Seller shall procure its Affiliates not to, during any of the Restraint Periods and within any of the Restraint Areas conduct, carry on or promote (whether on its own account, in partnership, in joint venture or as employee or agent of or manager for any other person) any Restrained Business. Nothwithstanding the preceding sentence, the Sellers and their Affiliates shall be entitled to acquire companies and/or businesses (a "Target") during the Restraint Periods, within the Restraint Areas which conducts, carries on or promotes a Restrained Business, PROVIDED ALWAYS that the core business of any such Target is not any Restrained Business.