Non-Poaching Agreement

This Non-Poaching Agreement ("Agreement") is entered into as of [Date], by and between:

[Your Company Name], a [Your Company's Legal Structure] organized under the laws of [Your Company's Jurisdiction], with its principal place of business at [Your Company's Address] ("Company"),

and

[Recipient's Name], having an address at [Recipient's Address] ("Recipient").

WHEREAS, the parties acknowledge that they have a mutual interest in protecting their respective business interests, including but not limited to their valuable employees;

WHEREAS, the parties desire to enter into an agreement whereby they agree not to engage in the poaching of each other's employees;

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. Non-Poaching

(a) During the term of this Agreement, neither party shall, directly or indirectly, solicit, hire, employ, engage, or otherwise attempt to entice away any employee of the other party for employment with the soliciting party or any of its affiliates, without the prior written consent of the other party.

(b) For the purposes of this Agreement, "employee" shall include any individual who is employed by the other party at the time of the solicitation, as well as any individual who was employed by the other party within the preceding [Specify Time Period, e.g., 12 months] months.

2. Exceptions

The provisions of Section 1 shall not apply to:

(a) General solicitations for employment that are not specifically targeted at the employees of the other party;

(b) Unsolicited job applications submitted by employees of the other party in response to general solicitations for employment.

3. Enforcement

(a) In the event of a breach or threatened breach of any provision of this Agreement by either party, the non-breaching party shall be entitled to seek injunctive relief, in addition to any other remedies available at law or in equity.

(b) The parties acknowledge and agree that the restrictions contained in this Agreement are reasonable and necessary to protect their respective legitimate business interests.

4. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of [Your Company's Jurisdiction]. Any dispute arising out of or relating to this Agreement shall be resolved by arbitration in accordance with the rules of [Arbitration Body], and the decision of the arbitrator(s) shall be final and binding upon the parties.

5. Entire Agreement

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.

[Your Company Name]

By: ___________________________ [Authorized Signatory]

Title: _______________________

[Recipient's Name]

By: ___________________________ [Recipient's Signature]

Name: ______________________

Title: _______________________

Effective Friday, April 26, 2024. This statement and clause serves as policy for LIAM IAN LLC™ and any subdivision or subsidiary entity or project authored, designed, coordinated, cultivated and/or owned by LIAM IAN LLC™.

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