Able American Jets Non-Interference Agreement
In connection with our employment and business relationship with Able American Jets, Inc. (“Company”), intending to be legally bound, by accepting passenger names we the Charter Operator hereby agree as follows:
- 1. Non-Interference. During the term of our employment and for a period of twelve (12) months after termination for any reason, I agree to not (directly or indirectly) for any of the following without first obtaining the express written consent of Company’s President, the following Able American Jets, Inc., clients:
Any Clients from Able American Jets, Inc. added to an operator’s passenger list for the purpose of completing a Flight or flights for or on behalf of Able American Jets, Inc.
(a) Communicate with, contact, call on, solicit, take away, accept or perform work for any customer of Company (defined below) where I have been engaged, or induce or motivate any customer or prospect to discontinue or modify their relationship with Company, or diminish or transfer any of their business dealings with Company. For purposes of this Agreement “customer” means any person, firm, corporation or other entity to which Company (i) actually provides jet aircraft and/or transformation related services, (ii) was introduced in anticipation of providing such services, or (iii) contracts, directly or indirectly, in the chain of commerce involving Company and the ultimate end user of such services; or
(b) Hire, solicit or attempt to induce any Company employee or contractor (or persons formerly employed by or associated with Company within the preceding six month period) to terminate his employment with Company for any reason.
- Non-Disparagement. During the term of my employment and at all times thereafter, I agree to refrain from any statements which disparage or otherwise adversely affect the reputation of Company or any of its employees, customers or suppliers. I agree to indemnity, defend and hold Company harmless from and against any claims arising from or attributable to my breach of the foregoing.
3.1 Severability. The covenants in this Agreement shall be constructed as covenants independent of one another and as obligations distinct from any other obligations between Company and us. Any claim that I may have against Company shall not constitute a defense to enforcement by Company of this Agreement. In the event that any covenant shall be determined by any court of competent jurisdiction to be enforceable by reason of its extending for too long a period of time or in any other respect, it shall be interpreted to extend over the longest period of time for which it may be enforceable, and/or to the maximum extent in all other aspects as to which it may be enforceable, all as determined by such court in such action. The length of time for which aby obligation to Company shall be in force not include any period of violation or any other period required for litigation during which Company seeks to enforce this Agreement.
3.2 Remedies. I agree that the foregoing obligations are reasonable in light of Company’s legitimate business needs and acknowledge that the employment, which we are being given constitute sufficient consideration for us agreeing to them. Irreparable harm should be presumed if we breach any covenant in this Agreement. The faithful observance of all covenants in this Agreement is an essential condition to our employment, and Company is depending upon absolute compliance. Damages would probably be very difficult to ascertain if there is a breach of any covenant in this Agreement. This Agreement is intended to protect the important rights of the Company. In light of these facts it is agreed that any court of competent jurisdiction may immediately enjoin any breach of this Agreement upon the request of Company, and there is a specific release of the injunctive relief, to the extent permitted by law. In the event this Agreement is violated, Company shall be entitled to recover its reasonable attorneys’ fees and costs incurred in connection with the violation, as well as an accounting and any profits wrongfully obtained.
3.3 Company. As used in this Agreement, “Company” means Able American Jets, Inc. And all subsidiary and affiliated entities, and all successors and assigns of any of them. Company shall have the right to assign this Agreement to its successors and assigns, and all covenants and agreements hereunder shall inure to the benefit of and be enforceable by said successors and assigns.
3.4 Entire Agreement. This Agreement shall survive the termination of any employment (for whatever reason), and can only be revoked or modified by written agreement signed by the parties. This is the complete agreement with the Company with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements.
3.5 No Term of Employment. This Agreement shall not be constructed to make my employment other than terminate at will at any time by me or Company in the sole discretion of either of us.
3.6 Waiver. Any waiver by Company of a breach of any provision of this Agreement shall not operate or be constructed as a waiver of any subsequent breach of such provision or any other provision hereof.
3.7 Governing Law and Venue. This Agreement shall be governed by and constructed in accordance with the domestic laws of the State of Florida irrespective of the residence or domicile of the parties hereto, and without giving effect to otherwise applicable principles of conflicts of law. Any legal action, suit or proceeding arising out of or relating to this Agreement may be instituted in any state court in Indian River County, Florida. We hereby waive any objection which we may now or hereafter have to the laying of the venue of any such actions, suit or proceeding, and irrevocably submit to the jurisdiction of any such court. Any and all services of process and any other notice in any such action, suit or proceeding shall be effective against me if given by nationally-recognized overnight courier or certified mail, return receipt requested.