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purchasing/availing the Company products or services; or (ii) to solicit or

influence or attempt to
influence any client, business associate or other person either directly or
indirectly, to direct any
purchase of products and/or services to any person/entity in competition with the
business of the
Company; (iii) to negatively influence any of the Company’s vendors, suppliers,
service providers,
consultants, business associates etc. to prohibit/discourage them from supplying
goods and/or
services to the Company. You further undertake to not interfere with or disrupt or
take-away any
business activity of the Company in any manner whatsoever whether during your
employment or
within six (6) months of cessation of your employment.

9.3. You agree that the covenants and obligations set forth herein are fair,
reasonable and necessary and

are reasonably required for the protection of the Company, and shall not be
construed to be a
‘restraint of trade, and shall relate to special, unique and extraordinary matters,
and that a violation
of any of the terms of such covenants and obligations will cause the
Company irretrievable/irreparable injury, harm, loss or prejudice. Each of such
covenants contained
herein shall be construed as a separate covenant and if, in any proceeding, a
court, tribunal or
authority shall refuse to enforce any of the separate covenants of this Section 9,
then such covenant
shall be deemed to be included herein only to the extent enforceable as permitted
under the
applicable laws for the purpose of such proceeding or any other judicial proceeding
to the extent
necessary to permit the remaining covenants to be enforced. The restrictions set
forth herein shall
be in addition to any restrictions imposed under applicable laws.

9.4. The Parties further agree that in the event that the restrictions mentioned
herein shall be found to
be void, but would be valid if some part thereof was deleted or the scope, period
or area of
application were reduced, the restriction shall apply with the deletion of such
words or such
reduction of scope, period or area of application as may be required to make
restrictions valid and
effective. Notwithstanding the limitation of this provision by any applicable law
for the time being in
force, the parties undertake to, at all times, observe and be bound by the spirit
of this Section 9 (Non-
Solicitation and Non-Compete). Provided however, that on the revocation, removal or
diminution of
the applicable law or provisions, as the case may be, by virtue of which the
restrictions contained in.
Section 9 (Non-Solicitation and Non-Compete) were limited as provided hereinabove,
the original
restrictions would stand renewed and be effective to their original extent, as if
they had not been
limited by applicable law or provisions revoked.
10. Injunctive Relief

The Company will suffer irreparable damage in the event you violate any provisions
of your
Employment Contract, Company Policies {including ‘Code of Conduct’) or any
undertaking that you
may have provided to the Company. In the event of such violation or threatened
violation, the
Company shall be entitled, in addition to its other remedies whether available
under law and/or in
equity and/or under the Employment Contract, to: (i) seek temporary and permanent
injunctive
relief to restrain such violation(s) {including but not limited to leaking
intellectual property/any and
all information that relates to the day-to-day business and running of the Company)
by you and/or |
others acting in concert with or in participation with you; and/ or (ii) seek
orders or decrees as may
be necessary to protect the Company against, or on account of, any breach or
threatened breach of
any undertaking that you may have provided to the Company. You hereby confirm that
any loss or
suffering by you on account of any breach by the Company shall be sufficiently
compensable
monetarily and that the same shall not be considered irreparable harm and hence you
shall not have

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