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(3) solicit or canvas, or authorize any other person to solicit or canvas, from any past, <br /> present or future customers of Company, any business for Sellers or any other person or entity <br /> engaged in a business the same as, similar to or in general competition with the Business; or <br /> (4) induce or attempt to influence any employee of Company to terminate his or her <br /> employment. <br /> As used in this subsection(ii), "future customer" shall mean a customer with whom business will <br /> have been transacted between the date hereof and the end of the term specified in subsection 8.1. <br /> 8.3 Remedies for Breach. Sellers acknowledge that the restrictive covenants contained in <br /> this Section 8, in view of the nature of the Business and the terms and conditions of this <br /> Agreement,are reasonable and necessary to protect the legitimate interests of Purchasers and that <br /> any violation of these restrictive covenants would result in irreparable injury to Purchasers and <br /> the Company. Sellers agrees that,in the event of a violation of any of such restrictive covenants, <br /> Purchasers and the Company shall be entitled to preliminary and permanent injunctive relief as <br /> well as an equitable accounting of all earnings, profits and other benefits arising from such <br /> violation, which rights shall be cumulative and in addition to any other rights or remedies to <br /> which Purchasers may be entitled. In the event of a violation, the period of noncompetition <br /> referred to in subsection 8.1 shall be extended by a period of time equal to that period beginning <br /> when such violation commenced and ending when the activities constituting such violation shall <br /> have been finally terminated in good faith. If it is determined that the foregoing restrictive <br /> covenants, or any part(s) thereof, are illegal or unenforceable, it is the intent of Sellers and <br /> Purchasers that the scope of the covenant(s) be amended or reduced to conform to the <br /> requirements of law. <br /> 9. CONTINUATION AND SURVIVAL OF REPRESENTATIONS AND <br /> WARRANTIES. All representations and warranties in this Agreement shall survive the <br /> consummation of the transactions contemplated by this Agreement, irrespective of any <br /> investigations or inquiries made by any parry or any knowledge which any party may now <br /> possess or which may hereafter come to any party's attention, and each party hereto shall be <br /> entitled to rely upon such representations and warranties irrespective of any investigations, <br /> inquiries or.knowledge. <br /> SPA Anson TCV Clean 052814 10 <br />