It shall be incumbent upon the Recipient to strictly maintain the confidentiality of the Proprietary Information. Proprietary information may be shared amongst the Parties for use in scoping, estimating, and completing any and all work or projects for the Company and its clients.
NON-COMPETE
Throughout the duration of this agreement, the Recipient shall not, in any manner, represent, provide services or engage in any aspects of business that would be deemed similar in nature to the business of The Living Well Collective Co. without the written consent of the CEO.
The recipient warrants and guarantees that throughout the duration of this agreement and for a period not to exceed one year following the culmination, completion, or termination of this agreement, that s/he shall not directly or indirectly engage in any business that would be considered similar in nature to The Living Well Collective Co., its subsidiaries, and any current or former clients and/or customers within a 10-mile radius of Duval County, Florida. Nor shall the Recipient solicit any client, customer, officer, staff, or employee for the benefit of himself/herself or a third party that is or may be engaged in a similar business.
If the Recipient chooses to conclude their employment to pursue an independent practice, such as becoming a psychotherapist, life coach, personal trainer, or a similar profession, they are required to provide a minimum of one month's notice. Ideally, as soon as the Recipient decides to embark on their journey to establish their own practice, they can begin gradually reducing their caseload at The Living Well Collective Co. This transitional phase can commence up to a year in advance, and the Company is committed to offering support to ensure a seamless transition process.
CONFIDENTIAL INFORMATION
By definition herein, "Confidential Information" shall mean any and all technical and non-technical information provided by The Living Well Collective Co., including but not limited to, any data, files, reports, accounts, or any proprietary information in any way related to products, services, processes, database, plans, methods, research, development, programs, software, authorship, customer lists, vendor lists, suppliers, marketing or advertising plans, methods, reports, analysis, financial or statistical information, and any other material related or pertaining to any business of The Living Well Collective Co., its subsidiaries, respective clients, consultants or vendors that may be disclosed to the Recipient herein contained within the terms of this Agreement.
The Recipient shall not in any manner or form, at any time disclose, reveal, unveil, divulge or release, either directly or indirectly, any aforementioned proprietary or confidential information for personal use or for the benefit of any third party and shall at all times endeavor to protect all Confidential Information belonging to the Company.
INJUNCTIVE RELIEF
The Recipient herein acknowledges (i) the unique nature of the protections and provisions established and contained within this Agreement, (ii) that the Company shall suffer irreparable harm if the Recipient should breach any of said protections or provisions, and (iii) that monetary damages would be inadequate to compensate the Company for said breach. Therefore, should the Recipient cause a breach of any of the provisions contained within this Agreement, and then the Company shall be entitled to injunctive relief, in addition to any other remedies at law or equity, to enforce said provisions.
ENTIRE AGREEMENT
This Agreement shall be considered a separate and an independent document of which it shall supersede any and all other Agreements, and there are no other assurances or conditions in any other instrument, either oral or written, between the parties hereto. This Agreement may be modified only by a subsequent written agreement signed by both parties.
SEVERABILITY
In the event any term, condition, or provision of this Agreement is deemed or held to be invalid or unenforceable for any reason, those remaining terms, conditions, and provisions shall remain valid and enforceable. Should a court of law determine that any term, condition, or provision of this Agreement is invalid or unenforceable, but that by limiting such term, condition, or provision it would become valid and enforceable, then such term, condition, and/or provision shall be deemed to be written, construed and enforced as so limited.
WAIVER
If either party fails to enforce any provision contained within this Agreement, it shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
GOVERNING LAW
This Agreement is to be construed pursuant to the current laws of the State of Florida. Jurisdiction and venue for any claim arising out of this Agreement shall be made in the State of Florida, in the County of Duval.