Non-Compete Agreement

Non-Compete Agreement (commercial restrictions policy)

 

This non-compete agreement (the “Policy”) contains a set of restrictions which apply to you during and after your Shadowing Opportunity.

 

You acknowledge that as part of your Shadowing Opportunity you may have the opportunity to learn a considerable amount of information about your Provider, its Clients and its business. In order to continue to offer Shadowing Opportunities, it is important that the Provider is able to protect its business from use of such information by competitors or in order to entice away its staff, clients or suppliers. Therefore, as part of the Provider Terms, you agree to comply with the restrictions set out below.

 

1.         Restrictions

1.1       You must not either alone or jointly with another or others, whether as principal, agent, consultant, director, partner, shareholder, independent contractor, employee or in any other capacity, whether directly or indirectly, through any other person, firm or company, and whether for your own benefit or that of others, either during your Shadowing Opportunity or for 6 months after your Shadowing Opportunity:

(a)     undertake, carry on or be employed, engaged or interested in either any business which as at the end of your Shadowing Opportunity is competitive, is planning to be competitive or which has taken steps to compete with a Relevant Business within the Restricted Area;

(b)    solicit, entice, induce or encourage a Client to transfer or remove custom from the Provider (or any company in the Provider’s group);

(c)     solicit, entice, induce or encourage away from employment or engagement with the Provider (or any company in the Provider’s group) or offer to employ or engage, any Employee, including any act whereby such Employee is encouraged to terminate their employment or engagement, with the Provider (or any company in the Provider’s group); or

(d)    entice, induce or encourage a Supplier to cease supplying the Provider (or any company in the Provider’s group) or otherwise to interfere with the Provider’s (or any company in the Provider’s group’s) relationship with a Supplier.

1.2        You must not at any time during your Shadowing Opportunity with the Provider or after your Shadowing Opportunity has ended use any name used by the Provider (or any company in the Provider’s group) as at the date upon which your Shadowing Opportunity ends, or any name likely to cause confusion with it in the minds of members of the public, for the purposes of a business which competes with any business carried on by the Provider (or any company in the Provider’s group) as at the date upon which your Shadowing Opportunity ends, whether by using such name as part of a corporate name or otherwise.

1.3        You must not at any time after the date upon which your Shadowing Opportunity ends represent yourself as being connected with or employed by the Provider (or any company in the Provider’s group) other than by a reference to your Shadow Opportunity as part of a curriculum vitae.

1.4        Each of the restrictions contained in this Policy constitutes an entirely separate and independent restriction and is considered by you to be reasonable and necessary for the protection of the Provider’s legitimate business interests.

1.5        If this Policy or part of it, is found to be void, invalid, illegal or unenforceable by any court of competent jurisdiction but would be valid if some words were deleted from it, or the period of it reduced, or area covered or range of activities reduced, such restriction shall apply with such modification as may be necessary to make it valid and effective.

1.6        In the event of any clause or part of a clause contained in this contract being declared invalid or unenforceable by any court of competent jurisdiction, all other clauses or parts of clauses contained in this contract shall remain in full force and effect and shall not be affected thereby.

1.7        You hereby agree and undertake to provide to all future prospective employers a copy of this Policy

2.         Definitions in this Policy

2.1       For the purpose of this Policy:

(a)     “Client” means any person who at any time during your Shadowing Opportunity: (i) was a customer of the Provider (or any company in the Provider’s group), whether or not goods or services were actually provided during such period; (ii) the Provider (or any company in the Provider’s group) was actively and directly seeking to supply goods or services to, for the purposes of a Relevant Business; or (iii) you had dealings with or in respect of which you came into possession of confidential information about such customer.

(b)    “Employee” means any employee, director, consultant or independent contractor of the Provider (or any company in the Provider’s group) as at the date upon which your Shadowing Opportunity ends, or who was such an employee, director, consultant or independent contractor at any time during your Shadowing Opportunity and in each case who worked or provided services in a senior executive, managerial, sales, technical, support or engineering capacity or has confidential information relating to the business of the Provider (or any company in the Provider’s group) or contact with any Client and with whom you had contact in the performance of your duties;

(c)     “Relevant Business” means any business, product or services of the Provider (or any other company in the Provider’s group) in which, pursuant to your duties, you were materially involved at any time during your Shadowing Opportunity:

(d)    “Restricted Area” means if within the M25, a distance of 2 miles from the Provider’s place of business, and if outside of the M25, a distance of 10 miles from the Provider’s place of business; and

(e)     “Supplier” means any person who at any time during your Shadowing Opportunity: (i) was a supplier of the Provider (or any company in the Provider’s group), whether or not goods or services were actually supplied during such period); (ii) the Provider (or any company in the Provider’s group) was actively and directly seeking to be supplied goods or services, in either case for the purposes of the Relevant Business; or (iii) you had dealings with or in respect of which you were in possession of confidential information about such supplier.

2.2       All other capitalised terms shall have the same meaning as in the Online Terms and the Provider Terms.

 

© 2017 ViewVo. All Rights Reserved