Employment Non Solicitation Agreement Prevents the solicitation of employees or clients by former employees, specifying non-solicitation provisions and duration.
1.1. Protection of Business Interests
The purpose of this Agreement is to protect ApexTech's legitimate business interests, including its relationships with clients, employees, and contractors, and its valuable confidential information, by imposing reasonable restrictions upon Employee's post-employment solicitation activities involving ApexTech's clients, employees, and contractors.
"Client" shall include any client or prospective client of ApexTech with whom Employee had dealings on behalf of ApexTech, or about whom Employee acquired confidential information during Employee's employment with ApexTech.
"Employee" shall include any employee, independent contractor, or consultant of ApexTech with whom Employee had dealings on behalf of ApexTech, or about whom Employee acquired confidential information during Employee's employment with ApexTech.
3.1. Non-Solicitation of Clients
Employee agrees that, for a period of [Number of Months/Years] following the termination of Employee's employment with ApexTech for any reason, Employee will not, directly or indirectly, solicit, induce, encourage, or participate in soliciting, inducing, or encouraging any Client to reduce, terminate, or otherwise alter its relationship with ApexTech in a manner adverse to ApexTech.
3.2. Non-Solicitation of Employees
Employee agrees that, for a period of [Number of Months/Years] following the termination of Employee's employment with ApexTech for any reason, Employee will not, directly or indirectly, solicit, induce, encourage, or participate in soliciting, inducing, or encouraging any Employee to leave his or her employment or contractor relationship with ApexTech or to cease providing services to ApexTech or to accept employment or engagement with any person or entity in competition with ApexTech.
Employee acknowledges that during Employee's employment with ApexTech, Employee has had access to and become acquainted with ApexTech's confidential information, including the identities and preferences of clients and employees, ApexTech's methods of operation, and various trade secrets and proprietary information. Employee agrees that during Employee's employment with ApexTech and for a period of [Number of Months/Years] following Employee's termination of employment with ApexTech for any reason, Employee will not disclose any confidential information or proprietary information to any person or entity, or use any such information for Employee's own benefit or the benefit of any third party, except as necessary to perform Employee's duties for ApexTech and with the prior written consent of ApexTech.
5.1. Injunctive Relief
Employee acknowledges and agrees that any breach or threatened breach of this Agreement by Employee will result in irreparable harm to ApexTech for which there is no adequate remedy at law. Therefore, in the event of any breach or threatened breach, ApexTech shall be entitled, in addition to any other legal or equitable remedies it may have, to an injunction enjoining or restraining Employee from committing any such breach. No bond shall be required for the issuance of such injunction.
Employee acknowledges and agrees that any breach or threatened breach of this Agreement by Employee may cause ApexTech to suffer monetary damages. In the event of any such breach or threatened breach, Employee shall be liable for any damages incurred by ApexTech as a result of Employee's breach of this Agreement, including attorneys' fees and costs of litigation.
6.1. Entire Agreement
This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof, and supersedes any prior understandings, written or oral, between the parties regarding the subject matter hereof.
6.2. Modification and Waiver
This Agreement may not be modified or amended, except in a written document signed by both parties. No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. Any waiver must be in writing and signed by the party against whom the waiver is sought to be enforced.
6.3. Governing Law and Forum
This Agreement shall be governed by and construed in accordance with the laws of the United States, without regard to its principles of conflicts of laws. Any dispute, controversy, or claim arising out of or in connection with this Agreement shall be resolved exclusively in the appropriate state or federal court located within the United States, and each of the parties hereto irrevocably consents to the jurisdiction of such courts and waives any objections to the laying of venue in such courts.
If any provision of this Agreement is determined to be unenforceable or invalid, such provision shall be deemed severed from this Agreement, and the remaining provisions of this Agreement shall continue in full force and effect, as though such unenforceable or invalid provision had never been a part of this Agreement.
6.5. Binding Effect
This Agreement shall be binding upon and inure to the benefit of the parties hereto, and their respective successors and assigns, provided, however, that Employee may not assign or delegate Employee's obligations under this Agreement without the prior written consent of ApexTech.
This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement.
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In this Employment Non-Solicitation Agreement, you will see the following sections:
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