The "No Hire" clause is a contractual provision that restricts one party from hiring employees of another party for a specified period during or after the term of the agreement. This clause is intended to protect businesses from losing key personnel to partners or competitors and to maintain a stable workforce.
Subject only to the one exception due to the failure of MSP to meet certain minimum “Uptime” requirements as more fully set forth in the “Termination by Client” Section of this Agreement, if, at any time during the Term of this Agreement and continuing thereafter for a period of twelve (12) months from the date of the completion of Services and/or termination of this Agreement (the “No Hire Period”), Client/End User hires as an employee, consultant or independent contractor, agent, consultant, or employee of MSP or of a Frontier affiliate who has worked on any project of or performed any Service for Client/End User by MSP, the Parties agree that MSP/Frontier will be damaged, but that the amount of this damage will be difficult to ascertain, and so, the Parties mutually agree that for each such agent, consultant, contractor or employee directly or indirectly employed or utilized as an employee, consultant or independent contractor by MSP, which Client/End User hires/retains/utilizes, directly or indirectly, during the No-Hire Period, as applicable, Client shall pay MSP, as agreed upon damages, and not as a penalty, the amount of two (2) times the amount Frontier paid/would have paid such party as its last annual salary (base and bonus compensation) or the annualized amount of any consulting payments of that employee, consultant or independent contractor. With respect to consultants, independent contractors, agents and employees of MSP that were also previously employees of Client or its affiliates, the No Hire Period shall only apply in the event that Client had no business dealings with such consultant, independent contractor, agent or employee prior to August 1, 2023.
12. NO HIRE The Executive covenants and agrees that for a period of 24 months after the Final Date, the Executive shall not directly or indirectly, in any manner whatsoever including, either individually, through an affiliate or subsidiary or in partnership, jointly or in conjunction with any other person, or as employee, principal, agent, consultant, contractor, director, shareholder, interest holder, partner, limited partner, lender or in any other manner, contract with, employ or hire any Company employee, consultant, contractor or distribution partner who currently provides services to the Company or has provided services to the Company at any time in the 24 month period prior to the Final Date. For greater certainty, the obligations in this section are in addition to the fiduciary obligations that the Executive owes to the Company.
4. No Solicitation/No Hire of Employees. During Employee's employment and for a period of one (1) year thereafter, Employee shall not directly or indirectly solicit, induce or encourage any 2tor employee, who is employed on the date of termination of Employee's employment or during the three (3) month period immediately prior to Employee's termination of employment, to leave the employ of 2tor, or to seek, obtain or accept employment with any person or entity other than 2tor. During Employee's employment and for a period of one (1) year thereafter, Employee shall not directly or indirectly hire, employ, or cause to be employed, any 2tor employee, who is employed on the date of termination of Employee's employment or during the three (3) month period immediately prior to Employee's termination of employment.
11. No Solicitation, No Interference and No Hire Covenants: You agree that, during the Restricted Period, you will not, directly or indirectly: (i) solicit or encourage any employee or other service provider of the Company or its subsidiaries to leave such employment or service; (ii) interfere with the relationship between the Company and any of its employees or service providers; or (iii) hire any person who, within the twelve (12) month period preceding such hiring, was employed by, or providing services to, the Company or its subsidiaries.
26. Survival: Any provision contained in this Agreement, which by its nature or terms survives the Term or the Restricted Period (including but not limited to of the Non-Disclosure, Non-Competition, No Solicitation, No Interference and No Hire covenants), shall survive the Term and the Restricted Period and continue to be binding.
He also will be subject to a one-year non-compete, one-year client non-solicitation, three-year employee non-solicitation/no-hire, and certain other restrictions.
. NONCOMPETE/NONSOLICITATION/EMPLOYEE NO-HIRE. Executive agrees that during their employment with Wendy’s and either (x) in the event Executive’s employment with Wendy’s is terminated without cause, for a period of eighteen (18) months following such termination, or (y) in the event Executive’s employment with Wendy’s is terminated for cause, for a period of twelve (12) months following such termination: (i) in any state or territory of the United States (and the District of Columbia) or any country where Wendy’s maintains restaurants, Executive will not engage or be engaged in any capacity, “directly or indirectly” (as defined below), except as a passive investor owning less than a two percent (2%) interest in a publicly held company, in any business or entity that is competitive with the business of Wendy’s or its affiliates. This restriction includes any business engaged in drive through or food service restaurant business where hamburgers, chicken sandwiches or entree salads are predominant products (15% or more, individually or in the aggregate, of food products not including beverages). Notwithstanding anything to the contrary herein, this restriction shall not prohibit Executive from accepting employment, operating or otherwise becoming associated with a franchisee of Wendy’s, any of its affiliates or any subsidiary of the foregoing, but only in connection with activities associated with the operation of such a franchise or activities that otherwise are not encompassed by the restrictions of this paragraph, subject to any confidentiality obligations contained herein; (ii) Executive will not, directly or indirectly, without Wendy’s prior written consent, hire or cause to be hired, solicit or encourage to cease to work with Wendy’s or any of its subsidiaries or affiliates, any person who is at the time of such activity, or who was within the six (6) month period preceding such activity, an employee of Wendy’s or any of its subsidiaries or affiliates at the level of director or any more senior level or a consultant under contract with Wendy’s or any of its subsidiaries or affiliates and whose primary client is such entity or entities; and (iii) Executive will not, directly or indirectly, solicit, encourage or cause any franchisee or supplier of Wendy’s or any of its subsidiaries or affiliates to cease doing business with Wendy’s or any subsidiary or affiliate, or to reduce the amount of business such franchisee or supplier does with Wendy’s or such subsidiary or affiliate. For purposes of this section, “directly or indirectly” means in Executive’s individual capacity for their own benefit or as a shareholder, lender, partner, member or other principal, officer, director, employee, agent or consultant of or to any individual, corporation, partnership, limited liability company, trust, association or any other entity whatsoever; provided, however, that Executive may own stock in Wendy’s and may operate, directly or indirectly, Wendy’s restaurants as a franchisee without violating sections (i) or (iii).
(a) Non-Solicitation; No-Hire. You agree to comply with the provisions of this Section 1(a) during the period of your employment with PNC and the 12-month period following your Termination Date, regardless of the reason for such termination of employment, as follows: i. Non-Solicitation. You will not, directly or indirectly, either for your own benefit or purpose or for the benefit or purpose of any Person other than PNC, solicit, call on, do business with, or actively interfere with PNC’s relationship with, or attempt to divert or entice away, any Person that you should reasonably know (A) is a customer of PNC for which PNC provides any services as of your Termination Date, or (B) was a customer of PNC for which PNC provided any services at any time during the 12 months preceding your Termination Date, or (C) was, as of your Termination Date, considering retention of PNC to provide any services. ii. No-Hire. You will not, directly or indirectly, either for your own benefit or purpose or for the benefit or purpose of any Person other than PNC, employ or offer to employ, call on, or actively interfere with PNC’s relationship with, or attempt to divert or entice away, any employee of PNC.
7.4No Hire Away Policy. In the event this Agreement is terminated prior to the normal expiration of the Term, either by Company for Cause under Section 6.1 above, or by Executive without Good Reason, then for a period of one year after the Termination Date, Executive shall not, directly or indirectly, for himself or on behalf of any entity with which he is affiliated or employed, hire any person known to Executive to be an employee of Company or any of its subsidiaries (or any person known to Executive to have been such an employee within six months prior to such occurrence unless such employee was laid-off or terminated by Company). Executive shall not be deemed to hire any such person so long as he did not directly or indirectly engage in or encourage such hiring.
Confidentiality, No-Solicit/No-Hire & Non-Compete Agreement and Arbitration Agreement: This offer is contingent upon your electronic signature to be obtained on the first day of employment.
the non-compete, non-solicitation and no-hire covenants of TI Nevada and Hasman contained in the Consulting Agreement, as amended, shall only continue until September 30, 2020 unless the Consulting Agreement is terminated sooner in accordance with the Third Amendment;
Non-Solicit and No-Hire Section 12.01. No-Hire/Non-Solicitation of Employees. (a) During the applicable Restricted Period, Loyalty Ventures shall not, and shall cause each member of the Loyalty Ventures Group not to, (i) solicit or induce, or attempt to solicit or induce, any ADS Employee to terminate his or her employment or service relationship with any member of the ADS Group or (ii) hire any ADS Employee who is or was employed by any member of the ADS Group at any time prior to the expiration of the applicable Restricted Period (other than, for the avoidance of doubt, a Loyalty Ventures Employee); provided that (A) the restrictions set forth in clause (i) of this Section 12.01(a) shall not prohibit any member of the Loyalty Ventures Group from placing public advertisements or conducting any other form of general solicitation that is not specifically targeted toward an ADS Employee (provided that nothing in this proviso shall permit the hiring of an ADS Employee who responds to any such public advertisement or general solicitation which would otherwise be restricted by clause (ii) of this Section 12.01(a), (B) the restrictions in clause (ii) of this Section 12.01(a) shall not apply to hiring (1) any ADS Employee who has ceased employment with the ADS Group for a period of at least (x) six months, in the case of such employees who are at the level of Senior Vice President or above, and (y) three months, in the case of such employees who are at the level of Vice President or (2) any ADS Employee whose employment was involuntarily terminated by a member of the ADS Group. (b) During the applicable Restricted Period, ADS shall not, and shall cause each member of the ADS Group not to, (i) solicit or induce, or attempt to solicit or induce, any Loyalty Ventures Employee to terminate his or her employment or service relationship with any member of the Loyalty Ventures Group or (ii) hire any Loyalty Ventures Employee who is or was employed by any member of the Loyalty Ventures Group at any time prior to the expiration of the applicable Restricted Period (other than, for the avoidance of doubt, any ADS Employee); provided that (A) the restrictions set forth in clause (i) of this Section 12.01(b) shall not prohibit any member of the ADS Group from placing public advertisements or conducting any other form of general solicitation that is not specifically targeted toward a Loyalty Ventures Employee (provided that nothing in this proviso shall permit the hiring of a Loyalty Ventures Employee who responds to any such public advertisement or general solicitation which would otherwise be restricted by clause (ii) of this Section 12.01(b), (B) the restrictions in clause (ii) of this Section 12.01(b) shall not apply to hiring (1) any Loyalty Ventures Employee who has ceased employment with the Loyalty Ventures Group for a period of at least (x) six months, in the case of such employees who are at the level of Senior Vice President or above, and (y) three months, in the case of such employees who are at the level of Vice President or (2) Loyalty Ventures Employee whose employment was involuntarily terminated by a member of the Loyalty Ventures Group. (c) The Parties acknowledge and agree that one or more exceptions may be made to the provisions of this Article 12 at the sole discretion, and with the written consent of, the General Counsel of ADS and Loyalty Ventures, as applicable. Any exception made shall not be used as a precedent to compel or allow any further exception(s).
During his employment and for 12 months thereafter, Dr. Katz has agreed to be subject to certain restrictive covenants, including a nonsolicitation of the Company’s customers and a nonsolicitation and no-hire of its employees. Dr. Katz is also subject to a noncompetition provision during his employment and for up to 12 months thereafter, subject to the type of termination.
“No Hire” is a term commonly used in the context of employment contracts or agreements to refer to a clause that restricts one party, typically a company or organization, from employing individuals who are currently employed by the other party. This is often designed to prevent one party from luring away valuable employees from the other party, especially after collaborative projects or partnerships.
A “No Hire” clause should be used when two or more organizations are entering into a contractual relationship and there is a concern about the potential poaching of employees. It is particularly common in:
When drafting a “No Hire” clause, it is important to ensure clarity and legality. Generally, the clause should include:
Example of a “No Hire” clause:
The Client agrees not to hire, solicit, or employ any staff member or contractor of the Company involved in the performance of this agreement for a period of two years following the termination of this agreement, without the prior written consent of the Company.
“No Hire” clauses are often found in the following types of contracts:
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Dive deeper into the world of clauses and learn more about these other clauses that are used in real contracts.
A "No Liens" clause indicates that the contractor or party providing goods and services agrees not to place any liens or claims against the property involved in the contract. This clause protects the property owner from potential legal claims by subcontractors or suppliers seeking payment.
The "No Partnership or Agency" clause stipulates that the agreement does not create a partnership, joint venture, or agency relationship between the parties involved. This clause clarifies that each party remains independent and has no authority to bind or represent the other in any manner.
The "No Reverse Engineering" clause prohibits any attempts to deconstruct, disassemble, or otherwise analyze a product, software, or system to obtain underlying trade secrets or proprietary information. This clause is designed to protect intellectual property by preventing unauthorized access to the technology's source code or structural makeup.
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