Competition after Separation from Service. The Executive shall forfeit, for the Executive and the Beneficiary, any unpaid benefits payable hereunder, if the Executive:
(a) directly or indirectly, and whether as principal or investor or as an employee, officer, director, manager, partner, consultant, agent, or otherwise, alone or in association with any other Person, becomes involved in a Competing Business (as defined below) in any county in the Commonwealth of Pennsylvania in which the Corporation, the Bank or any of their Affiliates has maintained a branch or other office during the period of Executive’s employment (excluding an ownership interest of $100,000 or less in the stock of one or more publicly-traded companies); or
(b) directly or indirectly, whether alone or in association with any other Person, for the purpose of conducting or engaging in any Competing Business, calls upon, solicits, or advises any Person who is, or was, during the then most recent 12-month period, a customer of the Corporation, the Bank or any of their Affiliates, or takes away or interferes or attempts to take away or interfere with any custom, trade, business, patronage, or affairs of the Corporation, the Bank or any of their Affiliates, or hires or attempts to hire, or otherwise engages or attempts to engage as an independent contractor or otherwise any Person who is, or was during the then most recent 12-month period, an employee, officer, representative, or agent of the Corporation, the Bank or any of their Affiliates, or solicits, induces, or attempts to solicit or induce any Person who is an employee, officer, representative, or agent of the Corporation, the Bank or any of their Affiliates to leave the employ of the Corporation, the Bank or any of their Affiliates or cease their business relationship with Corporation, the Bank or any of their Affiliates (as the case may be), or violate the terms of their contracts, or any employment arrangements, with the Corporation, the Bank or any of their Affiliates. The restrictive provisions set forth in this Section 4.5 are intended to operate independently of, and not replace or be superseded by, any similar provisions contained in any other agreement between Executive and the Bank or Corporation. Although Executive and the Corporation and the Bank consider the restrictions contained in this Section 4.5 to be the minimum restriction reasonable for the purposes of preserving the Corporation’s and the Bank’s goodwill and other proprietary rights, if a final determination...
Competition after Separation from Service. The Executive shall forfeit all rights to any further benefits hereunder if the Executive, without the prior written consent of the Employer, violates any of the following restrictive covenants.
Competition after Separation from Service. Any unpaid benefits shall be forfeited if the Executive breaches the Employment Agreement, including, without limitation, any restrictive covenant in Article IV thereof.
Competition after Separation from Service. The Bank shall not distribute any benefit under this Agreement if the non-compete provision in the Employment Agreement is violated. This section shall not apply following a Change in Control.
Competition after Separation from Service. The Company shall not pay, and the Executive shall not be entitled to, any benefit under this Agreement if, within three years after Separation from Service and without the prior written consent of the Company, the Executive becomes a 5% or more shareholder in or becomes associated with, in the capacity of employee, director, officer, principal, agent, trustee or in any other capacity whatsoever, Bank of Hawaii, First Hawaiian Bank, American Savings Bank, Finance Factors, Hawaii National Bank, or any business enterprise that holds a 25% or greater equity, voting, or profit participation interest in any of the preceding. The Executive understands and agrees that the Executive shall be obligated to repay any amount received under this Agreement if the Executive violates the noncompete provision in this Section 4.3 This section shall not apply following a Change in Control.
Competition after Separation from Service. The Employer shall not pay any benefit under this Agreement if the Executive, during the term of the Executive’s employment with the Employer or during the one-year period commencing with Separation from Service, and without the prior written consent of the Employer, engages in, becomes interested in, directly or indirectly, as a sole proprietor, as a partner in a partnership, or as a substantial shareholder in a corporation, or becomes associated with, in the capacity of employee, executive, officer, principal, agent, trustee or in any other capacity whatsoever, any enterprise conducted in the trading area (including any county in which the Employer has an office as well as any county contiguous thereto) of the business of the Employer, which enterprise is, or may deemed to be, competitive with any business carried on by the Employer as of the date of Separation from Service.
Competition after Separation from Service. No benefits shall continue to be paid or shall be payable and Executive shall forfeit any right to benefits if the Executive, without the prior written consent of the Company, engages in, becomes interested in, directly or indirectly, as a sole proprietor, as a partner in a partnership, or as a substantial shareholder in a corporation, or becomes associated with, in the capacity of employee, director, officer, principal, agent, trustee or in any other capacity whatsoever, any enterprise conducted in the trading area (a 50 mile radius) of the business of the Company, which enterprise is, or may deemed to be, competitive with any business carried on by the Company. This section 5.4 shall not apply following a Change in Control. THE FIRST NATIONAL BANK OF MIFFLINTOWN Amended and Restated Salary Continuation Agreement
Competition after Separation from Service. The Company shall not pay any benefit under this Agreement if the Executive, within twelve (12) months following Separation from Service, without the prior written consent of the Company, engages in, becomes interested in, directly or indirectly, as a sole proprietor, as a partner in a partnership, or as a substantial shareholder in a corporation, or becomes associated with, in the capacity of employee, director, officer, principal, agent, trustee, or in any other capacity whatsoever, any enterprise conducted in the marketing area of the Company, which enterprise is, or may deemed to be, competitive with any business carried on by the Company as of the date of termination of the Executive’s employment or retirement. This section shall not apply following a Change in Control.
Competition after Separation from Service. The Executive shall forfeit all benefits and the Bank shall not be required to pay any benefits under this Agreement if the Executive, without the prior written consent of the Bank and within two (2) years from Separation from Service, engages in, directly or indirectly, as a sole proprietor, as a partner in a partnership, or as a substantial shareholder in a corporation, or becomes associated with, in the capacity of employee, director, officer, principal, agent, trustee or in any other capacity whatsoever, any enterprise conducted in the trading area (a fifty (50) mile radius) of the business of the Bank, which enterprise is competitive with any Business (as defined below) carried on by the Bank as of the date of Separation from Service. This section shall not apply following a Change in Control. Business shall mean the operation of a depository financial institution, including, without limitation, the solicitation and acceptance of deposits of money and commercial paper, the solicitation and funding of loans and the provision of other banking services, and any other related business engaged in by the Bank or any of its affiliates as of Separation from Service.
Competition after Separation from Service. The Employer shall not pay any benefit under this Agreement if the Executive, during the term of the Executive's employment with the Employer or during the one-year period commencing with Separation from Service, and without the prior written consent of the Employer, engages in, becomes interested in, directly or indirectly, as a sole proprietor, as a partner in a partnership, or as a substantial shareholder in a corporation, or becomes associated with, in the capacity of employee, executive, officer, principal, agent, trustee or in any other capacity whatsoever, any enterprise conducted within a thirty (30) mile radius of the Bank’s main office located at 30 Xxxx Xxxxxx Xxxxxx, Xxxxx, Xxxxxxxxxxxx. In the event that the Effective Time does not occur or the Merger Agreement is otherwise terminated, this Amendment shall thereupon become null and void. In WINTNESS WHEREOF, the Executive and a representative of the Employer have executed this Amendment as indicated below.
