Common use of Confidential Information; Covenant Not to Compete Clause in Contracts

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company or its Subsidiaries, without the Company’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company or its Subsidiaries, disclose any Confidential Information pertaining to the business of the Company or any of its Subsidiaries, except when required to perform his or her duties to the Company or one of its Subsidiaries, by law or judicial process; or (ii) at any time during the Management Stockholder’s employment with the Company or its Subsidiaries and for a period of two years thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, with the business of the Company in, (1) school photography services or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5), (B) solicit customers or clients of the Company or any of its Subsidiaries to terminate their relationship with the Company or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company or any of its Subsidiaries or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment. If the Management Stockholder is bound by any other agreement with the Company regarding the use or disclosure of Confidential Information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Information.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company or its Subsidiaries, without the Company’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company or its Subsidiaries, disclose any Confidential Information pertaining to the business of the Company Company, the Investors, or any of its Subsidiaries, their respective Rule 405 Affiliates (except when required to perform his or her duties to the Company or one of its Subsidiaries, by law or judicial process) or disparage the Company, the Investors, or any of their respective Rule 405 Affiliates; or (ii) at any time during the Management Stockholder’s employment with the Company or its Subsidiaries and for a period of two years twenty-four (24) months thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, competes with the business of the Company inCompany, (1) school photography services the Investors, or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case any of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5)their respective Rule 405 Affiliates, (B) solicit customers or clients of the Company or any of its Subsidiaries to terminate their relationship with the Company or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company Company, the Investors, or any of its Subsidiaries their respective Rule 405 Affiliates or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment; provided, however, that the foregoing clause (ii) shall not apply with respect to any Rule 405 Affiliates that are engaged in a business substantially different than that of the Company or any of its Subsidiaries. If the Management Stockholder is bound by any other agreement with the Company regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Informationconfidential information.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company or its Subsidiaries, without the Company’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company or its Subsidiaries, disclose any Confidential Information pertaining to the business of the Company Company, the Investors, or any of its Subsidiaries, their respective Rule 405 Affiliates (except when required to perform his or her duties to the Company or one of its Subsidiaries, by law or judicial process) or disparage the Company, the Investors, or any of their respective Rule 405 Affiliates; or (ii) at any time during the Management Stockholder’s employment with the Company or its Subsidiaries and for a period of two years eighteen (18) months thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, competes with the business of the Company inCompany, (1) school photography services the Investors, or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case any of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5)their respective Rule 405 Affiliates, (B) solicit customers or clients of the Company or any of its Subsidiaries to terminate their relationship with the Company or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company Company, the Investors, or any of its Subsidiaries their respective Rule 405 Affiliates or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment; provided, however, that the foregoing clause (ii) shall not apply with respect to any Rule 405 Affiliates that are engaged in a business substantially different that that of the Company or any of its Subsidiaries. If the Management Stockholder is bound by any other agreement with the Company regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Informationconfidential information.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company or its Subsidiaries, without the Company’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company or its Subsidiaries, disclose any Confidential Information pertaining to the business of the Company or any of its Subsidiaries, except when required to perform his or her duties to the Company or one of its Subsidiaries, by law or judicial process; or (ii) at any time during the Management Stockholder’s employment with the Company or its Subsidiaries and for a period of two years eighteen months thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, competes with the business of the Company in, (1) school photography the sale or lease of, or the provision of satellite services via transponder capacity on satellites operating in geostationary earth orbit; or school-related clothing, affinity products and services, (2) commercial printing the provision of telemetry, tracking and binding, (3) printing control services to companies engaged for such satellites and for other satellites operating in direct marketing, (4) fragrance, cosmetics and toiletriesgeostationary earth orbit or any of their successors or any other satellite company or its satellite-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5)affiliate, (B) solicit customers or clients of the Company or any of its Subsidiaries to terminate their relationship with the Company or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company or any of its Subsidiaries or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment. If the Management Stockholder is bound by any other agreement with the Company regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement that agreement shall be read in such a way as control with respect to further restrict and not to permit any more extensive the use or disclosure of Confidential Informationconfidential information, and this Section 24(a) shall not apply.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company Accellent Holdings entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company Accellent Holdings or its SubsidiariesSubsidiaries or Affiliates, without the Company’s Accellent Holdings’ prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company Accellent Holdings or its SubsidiariesSubsidiaries or Affiliates, disclose any Confidential Information pertaining to the business of the Company Accellent Holdings or any of its SubsidiariesSubsidiaries or Affiliates, except when required to perform his or her duties to the Company Accellent Holdings or one of its SubsidiariesSubsidiaries or Affiliates, or by law or judicial process; or (ii) at any time during the Management Stockholder’s employment with the Company Accellent Holdings or its Subsidiaries or Affiliates and for a period of two years twelve months thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, competes with the business of the Company in, (1) school photography services or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5), (B) solicit customers or clients of the Company or any of its Subsidiaries to terminate their relationship with the Company or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company or any of its Subsidiaries or (C) solicit or offer employment to any person who has been employed by the Company Accellent Holdings or any of its Subsidiaries or Affiliates at any time during the twelve (12) months immediately preceding the termination time of the Management Stockholder’s employmentsolicitation or hiring. If the Management Stockholder is bound by any other agreement with the Company Accellent Holdings or any of its Subsidiaries or Affiliates regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Informationconfidential information.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company or its Subsidiaries, without the Company’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company or its Subsidiaries, disclose any Confidential Information pertaining to the business of the Company or any of its Subsidiaries, except when required to perform his or her duties to the Company or one of its Subsidiaries, by law or judicial process; or (ii) at any time during the Management Stockholder’s employment with the Company or its Subsidiaries and for a period of two years one year thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, be engaged in or partner have financial interest (other than an ownership position of less than 5% in any company whose shares are publicly traded or any non-voting non-convertible debt securities in any company) in any business that directly or indirectly competes, at the relevant determination date, which competes with the any business of the Company in, (1) school photography services or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case any of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5)its Subsidiaries, (B) solicit customers or clients of the Company or any of its Subsidiaries to terminate their relationship with the Company or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company or any of its Subsidiaries or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment. If the Management Stockholder is bound by any other agreement with the Company regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Informationconfidential information.

Confidential Information; Covenant Not to Compete. (a) In consideration of Holdco and the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company Holdco or its Subsidiaries, without the CompanyHoldco’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company Holdco or its Subsidiaries, disclose any Confidential Information pertaining to the business of the Company Holdco or any of its Subsidiaries, except when required to perform his or her duties to the Company Holdco or one of its Subsidiaries, by law or judicial process; or (ii) at any time during the Management Stockholder’s employment with the Company Holdco or its Subsidiaries and for a period of two years eighteen months thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, competes with the business of Holdco, the Company or any of its other Subsidiaries in, (1) school photography the sale or lease of, or the provision of satellite services via transponder capacity on satellites operating in geostationary earth orbit; or school-related clothing, affinity products and services, (2) commercial printing the provision of telemetry, tracking and binding, (3) printing control services to companies engaged for such satellites and for other satellites operating in direct marketing, (4) fragrance, cosmetics and toiletriesgeostationary earth orbit or any of their successors or any other satellite company or its satellite-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5)affiliate, (B) solicit customers or clients of the Company Holdco or any of its Subsidiaries to terminate their relationship with the Company Holdco or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company Holdco or any of its Subsidiaries or (C) solicit or offer employment to any person who has been employed by the Company Holdco or any of its Subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment. If the Management Stockholder is bound by any other agreement with Holdco or the Company regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement that agreement shall be read in such a way as control with respect to further restrict and not to permit any more extensive the use or disclosure of Confidential Informationconfidential information, and this Section 24(a) shall not apply.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, each of the Management Stockholder and the Executive hereby agrees effective as of the date of the Management StockholderExecutive’s commencement of employment service with the Company or its Subsidiariessubsidiaries, without the Company’s prior written consent, the Management Stockholder and the Executive shall not, directly or indirectly, (i) at any time during or after the Management StockholderExecutive’s employment with service for the Company or its Subsidiariessubsidiaries under the Engagement Letter, disclose any Confidential Information pertaining to the business of the Company Company, the Investors, or any of its Subsidiaries, their respective Rule 405 Affiliates (except when required to perform its or his or her duties to the Company or one of its Subsidiariessubsidiaries, by law or judicial process) or disparage the Company, the Investors, or any of their respective Rule 405 Affiliates; or (ii) at any time during the Management StockholderExecutive’s employment service with the Company or its Subsidiaries subsidiaries and for a period of two years twelve (12) months thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, competes with the business of the Company inCompany, (1) school photography services the Investors, or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case any of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5)their respective Rule 405 Affiliates, (B) solicit customers or clients of the Company or any of its Subsidiaries subsidiaries to terminate their relationship with the Company or any of its Subsidiaries subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company Company, the Investors, or any of its Subsidiaries their respective Rule 405 Affiliates or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management StockholderExecutive’s employmentservices with the Company; provided, however, that the foregoing clause (ii) shall not apply with respect to any Rule 405 Affiliates that are engaged in a business substantially different than that of the Company or any of its subsidiaries. If the Management Stockholder or the Executive is bound by any other agreement with the Company regarding the use or disclosure of Confidential Information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Information.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company or its Subsidiaries, without the Company’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company or its Subsidiaries, disclose any Confidential Information pertaining to the business of the Company or any of its Subsidiaries, except when required to perform his or her duties to the Company or one of its Subsidiaries, by law or judicial process; or (ii) at any time during the Management Stockholder’s employment with the Company or its Subsidiaries and for a period of two years eighteen months thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, with the business of the Company in, (1) school photography services or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to following mattress manufacturing companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case United States or their mattress manufacturing or mattress wholesaling affiliates: Simmons, Serta, Spring Air, Kingsdown, Select Comfort and Tempur-Pedic or any of clauses (1) through (3) and in North America and Europe their successors or any other mattress manufacturing company or its mattress manufacturing or mattress wholesaling affiliate which represents 10% or more of the mattress market in the case of clauses (4) and (5)United States, (B) solicit customers or clients of the Company or any of its Subsidiaries to terminate their relationship with the Company or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company or any of its Subsidiaries or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment. If the Management Stockholder is bound by any other agreement with the Company regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Informationconfidential information.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company or its Subsidiaries, without the Company’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company or its Subsidiaries, disclose any Confidential Information pertaining to the business of the Company Company, the Investors, or any of its Subsidiaries, their respective Rule 405 Affiliates (except when required to perform his or her duties to the Company or one of its Subsidiaries, by law or judicial process) or disparage the Company, the Investors, or any of their respective Rule 405 Affiliates; or (ii) at any time during the Management Stockholder’s employment with the Company or its Subsidiaries and for a period of two years twelve (12) months thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, competes with the business of the Company inCompany, (1) school photography services the Investors, or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case any of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5)their respective Rule 405 Affiliates, (B) solicit customers or clients of the Company or any of its Subsidiaries to terminate their relationship with the Company or any of its Subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company Company, the Investors, or any of its Subsidiaries their respective Rule 405 Affiliates or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment; provided, however, that the foregoing clause (ii) shall not apply with respect to any Rule 405 Affiliates that are engaged in a business substantially different than that of the Company or any of its Subsidiaries. If the Management Stockholder is bound by any other agreement with the Company regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Informationconfidential information.

Confidential Information; Covenant Not to Compete. (a) In consideration of the Company entering into this Agreement with the Management Stockholder, the Management Stockholder hereby agrees effective as of the date of the Management Stockholder’s commencement of employment with the Company or its Subsidiarieshereof, that without the Company’s prior written consent, the Management Stockholder shall not, directly or indirectly, (i) at any time during or after the Management Stockholder’s employment with the Company or its Subsidiariessubsidiaries, disclose any Confidential Information (as defined below) pertaining to the business of the Company or any of its Subsidiaries, subsidiaries (except when required to perform his or her the Management Stockholder’s duties to the Company or one of its Subsidiariessubsidiaries, or required by law or judicial process) or disparage the Company or any of its subsidiaries; or (ii) at any time during the Management Stockholder’s employment with the Company or its Subsidiaries subsidiaries and for a period of two years one (1) year thereafter, directly or indirectly (A) act as a proprietor, investor, director, officer, employee, substantial stockholder, consultant, or partner in any business that directly or indirectly competes, at the relevant determination date, competes with the business of the Company inor any of its subsidiaries, or have an investment in any such business that represents more than 1% of all investments in such business or hold securities in any such business that represents more than 1% of ownership (1in value or in voting power) school photography services or school-related clothing, affinity products and services, (2) commercial printing and binding, (3) printing services to companies engaged in direct marketing, (4) fragrance, cosmetics and toiletries-related sampling or (5) single use packaging for fragrances, cosmetics and toiletries, in North America in the case of clauses (1) through (3) and in North America and Europe in the case of clauses (4) and (5)any such business, (B) solicit customers or clients of the Company or any of its Subsidiaries subsidiaries to terminate their relationship with the Company or any of its Subsidiaries subsidiaries or otherwise solicit such customers or clients to compete with any business of the Company or any of its Subsidiaries subsidiaries or (C) solicit or offer employment to any person who has been employed by the Company or any of its Subsidiaries subsidiaries at any time during the twelve (12) months immediately preceding the termination of the Management Stockholder’s employment. If the Management Stockholder is bound by any other agreement with the Company regarding the use or disclosure of Confidential Informationconfidential information, the provisions of this Agreement shall be read in such a way as to further restrict and not to permit any more extensive use or disclosure of Confidential Information.confidential information. “