Common use of Confidentiality and Covenant Not to Compete Clause in Contracts

Confidentiality and Covenant Not to Compete. 7.1 Executive will execute the confidentiality agreement(s) and any such other agreements as are normally required to be executed by other Corporation salaried employees. During and after Executive’s employment, Executive will comply with said agreements and keep confidential all confidential information pertaining to Corporation which Executive learned while employed by Corporation, as such confidential information is defined in the applicable confidentiality agreement(s). The promises, rights and obligations stated in Article VII will survive the termination of Executive’s employment. 7.2 The Executive shall not, directly or indirectly, within the territory comprising the United States and Canada, for a period of eighteen (18) months following the date of termination of his employment for whatever reason, either individually or in partnership or jointly in conjunction with any person or persons, firm, association, joint venture, syndicate, company or corporation as principal, agent, shareholder, employee, or consultant, engage in any of the same business endeavors engaged in by Corporation and any of its subsidiaries, or: (a) induce or attempt to influence or induce any of the employees of Corporation (including its subsidiaries) to leave their employment; (b) hire, employ or utilize the services of any employee of Corporation (including its subsidiaries); or (c) contact any Corporation customer (or prospective customers that Corporation is actively soliciting) for the purposes of: (i) inducing them to terminate their business relationship with Corporation, (ii) discouraging them from doing business with Corporation, or (iii) offering products or services that are similar to or competitive with those of Corporation. “Contact” with any customer includes responding to contact initiated by the customer. 7.3 The parties agree that this Article’s terms are reasonable and that Executive has received adequate consideration for the covenants and obligations undertaken by Executive under this Article. Executive also agrees that this Article is reasonably necessary for the protection of Corporation’s confidential information as defined in the applicable confidentiality agreement(s). Executive acknowledges that a breach or threatened breach by Executive of the provisions of this Article may result in Corporation suffering irreparable harm which cannot be calculated or fully or adequately compensated by recovery of damages alone. Accordingly, Executive agrees that Corporation will be entitled to interim or permanent injunctive relief without having to prove damages or post a bond or other security, specific performance and other equitable remedies, in addition to any other relief to which Corporation may become entitled, in the event of any such breach. Additionally, if Executive violates this Article, in addition to all other remedies available to Corporation at law, in equity, and under contract, Executive agrees that Executive is obligated to pay all Corporation’s costs of enforcement of this Article, including attorneys’ fees and expenses.

Appears in 3 contracts

Samples: Executive Employment Agreement (Sparton Corp), Executive Employment Agreement (Sparton Corp), Executive Employment Agreement (Sparton Corp)

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Confidentiality and Covenant Not to Compete. 7.1 Executive will execute the confidentiality agreement(s) and any such other agreements as are normally required to be executed by other Corporation salaried employees. During and after Executive’s employment, Executive will comply with said agreements and keep confidential all confidential information pertaining to Corporation which Executive learned while employed by Corporation, as such confidential information is defined in the applicable confidentiality agreement(s). The promises, rights and obligations stated in Article VII will survive the termination of Executive’s employment. 7.2 The Unless approved in advance in writing by Corporation’s Senior Vice President of Human Resources, the Executive shall will not, directly or indirectly, within the territory comprising the United States and Canada, for a period of eighteen twelve (1812) months following the date of termination of his employment for whatever reason, either individually or in partnership or jointly in conjunction with any person or persons, firm, association, joint venture, syndicate, company or corporation as principal, agent, shareholder, employee, or consultant, engage in any business activity that directly involves any product or service similar to or competitive with any product or service of the same business endeavors engaged in by Corporation and any (including subsidiaries) without advance written approval of its subsidiariesCorporation’s Senior Vice President of Human Resources, or: (a) induce or attempt to influence or induce any of the employees of Corporation (including its subsidiaries) to leave their employment; (b) hire, employ or utilize the services of any employee of Corporation (including its subsidiaries); or (c) contact any Corporation customer (or prospective customers that Corporation is actively soliciting) for the purposes of: (i) inducing them to terminate their business relationship with Corporation, (ii) discouraging them from doing business with Corporation, or (iii) offering products or services that are similar to or competitive with those of Corporation. “Contact” with any customer includes responding to contact initiated by the customer. 7.3 The parties agree that this Article’s terms are reasonable and that Executive has received adequate consideration for the covenants and obligations undertaken by Executive under this Article. Executive also agrees that this Article is reasonably necessary for the protection of Corporation’s confidential information as defined in the applicable confidentiality agreement(s). Executive acknowledges that a breach or threatened breach by Executive of the provisions of this Article may result in Corporation suffering irreparable harm which cannot be calculated or fully or adequately compensated by recovery of damages alone. Accordingly, Executive agrees that Corporation will be entitled to interim or permanent injunctive relief without having to prove damages or post a bond or other security, specific performance and other equitable remedies, in addition to any other relief to which Corporation may become entitled, in the event of any such breach. Additionally, if Executive violates this Article, in addition to all other remedies available to Corporation at law, in equity, and under contract, Executive agrees that Executive is obligated to pay all Corporation’s costs of enforcement of this Article, including attorneys’ fees and expenses.

Appears in 2 contracts

Samples: Executive Employment Agreement (Sparton Corp), Executive Employment Agreement (Sparton Corp)

Confidentiality and Covenant Not to Compete. 7.1 The Executive will execute the confidentiality agreement(s) and any such other agreements as are normally required to be executed by other Corporation Sparton salaried employees. During the period of his employment and after Executive’s employmentthereafter, the Executive will comply with abide by the terms of the said agreements and keep confidential all confidential information pertaining to the Corporation which the Executive learned while employed by the Corporation, as such confidential information is defined in the applicable confidentiality agreement(s). The promises, rights and obligations stated in Article VII will 7 shall survive the termination of Executive’s employmentthis Agreement. 7.2 The Executive shall not, directly or indirectly, within the territory comprising the United States and Canada, for a period of eighteen two (182) months years following the date of termination of his employment for whatever reason, either individually or in partnership or jointly or in conjunction with any person or persons, firm, association, joint venture, syndicate, company or corporation as principal, agent, shareholder, employee, or consultant, engage in any of the same business endeavors engaged in by Sparton Corporation and any of its subsidiaries, or: (a) induce or attempt to influence or induce any of the employees of the Corporation (including its subsidiaries) to leave their employment;; or (b) hire, employ or utilize the services of any employee of the Corporation (including its subsidiaries); or (c) contact any Corporation customer (or prospective customers that Corporation is actively soliciting) for the purposes of: (i) inducing them to terminate their business relationship with Corporation, (ii) discouraging them from doing business with Corporation, or (iii) offering products or services that are similar to or competitive with those of Corporation. “Contact” with any customer includes responding to contact initiated by the customer. 7.3 The It is agreed between the parties agree that the terms of this Article’s terms section are reasonable and that the Executive has received adequate consideration for the covenants and obligations undertaken by Executive under this Articlehim, as contained herein. Executive also agrees that this Article is reasonably necessary for the protection of Corporation’s confidential information as defined in the applicable confidentiality agreement(s). The Executive acknowledges that a breach or threatened breach by the Executive of the provisions of this Article may result in the Corporation suffering irreparable harm which cannot be calculated or fully or adequately compensated by recovery of damages alone. Accordingly, the Executive agrees that the Corporation will shall be entitled to interim or permanent injunctive relief without having to prove damages or post a bond or other securityrelief, specific performance and other equitable remedies, in addition to any other relief to which the Corporation may become entitled, in the event of any such breach. Additionally, if Executive violates this Article, in addition to all other remedies available to Corporation at law, in equity, and under contract, Executive agrees that Executive is obligated to pay all Corporation’s costs of enforcement of this Article, including attorneys’ fees and expenses.

Appears in 1 contract

Samples: Executive Employment Agreement (Sparton Corp)

Confidentiality and Covenant Not to Compete. 7.1 The Executive will execute the confidentiality agreement(s) and any such other agreements as are normally required to be executed by other Corporation Sparton salaried employees. During the period of his employment and after Executive’s employmentthereafter, the Executive will comply with abide by the terms of the said agreements and keep confidential all confidential information pertaining to the Corporation which the Executive learned while employed by the Corporation, as such confidential information is defined in the applicable confidentiality agreement(s). The promises, rights and obligations stated in Article VII will shall survive the termination of Executive’s employmentthis Agreement. 7.2 The Executive shall not, directly or indirectly, within the territory comprising the United States and Canada, for a period of eighteen two (182) months years following the date of termination of his employment for whatever reason, either individually or in partnership or jointly or in conjunction with any person or persons, firm, association, joint venture, syndicate, company or corporation as principal, agent, shareholder, employee, or consultant, engage in any of the same business endeavors engaged in by Sparton Corporation and any of its subsidiaries, or: (a) induce or attempt to influence or induce any of the employees of the Corporation (including its subsidiaries) to leave their employment;; or (b) hire, employ or utilize the services of any employee of the Corporation (including its subsidiaries); or (c) contact any Corporation customer (or prospective customers that Corporation is actively soliciting) for the purposes of: (i) inducing them to terminate their business relationship with Corporation, (ii) discouraging them from doing business with Corporation, or (iii) offering products or services that are similar to or competitive with those of Corporation. “Contact” with any customer includes responding to contact initiated by the customer. 7.3 The It is agreed between the parties agree that the terms of this Article’s terms section are reasonable and that the Executive has received adequate consideration for the covenants and obligations undertaken by Executive under this Articlehim, as contained herein. Executive also agrees that this Article is reasonably necessary for the protection of Corporation’s confidential information as defined in the applicable confidentiality agreement(s). The Executive acknowledges that a breach or threatened breach by the Executive of the provisions of this Article may result in the Corporation suffering irreparable harm which cannot be calculated or fully or adequately compensated by recovery of damages alone. Accordingly, the Executive agrees that the Corporation will shall be entitled to interim or permanent injunctive relief without having to prove damages or post a bond or other securityrelief, specific performance and other equitable remedies, in addition to any other relief to which the Corporation may become entitled, in the event of any such breach. Additionally, if Executive violates this Article, in addition to all other remedies available to Corporation at law, in equity, and under contract, Executive agrees that Executive is obligated to pay all Corporation’s costs of enforcement of this Article, including attorneys’ fees and expenses.

Appears in 1 contract

Samples: Executive Employment Agreement (Sparton Corp)

Confidentiality and Covenant Not to Compete. 7.1 The Executive will execute the confidentiality agreement(s) and any such other agreements as are normally required to be executed by other Corporation salaried employees. During the period of his employment and after Executive’s employmentthereafter, the Executive will comply with abide by the terms of the said agreements and keep confidential all confidential information pertaining to the Corporation which the Executive learned while employed by the Corporation, as such confidential information is defined in the applicable confidentiality agreement(s). The promises, rights and obligations stated in Article VII will shall survive the termination of Executive’s employmentemployment or this Agreement. 7.2 The Executive shall not, directly or indirectly, within the territory comprising the United States and Canada, during his employment and for a period of eighteen (18) months following the date of termination of his employment for whatever reason, either individually or in partnership or jointly or in conjunction with any person or persons, firm, association, joint venture, syndicate, company or corporation as principal, agent, shareholder, employee, or consultant, engage in any of the same business endeavors engaged in by Corporation and any of its subsidiaries, or: (a) induce or attempt to influence or induce any of the employees of the Corporation (including its subsidiaries) to leave their employment; (b) hire, employ or utilize the services of any employee of the Corporation (including its subsidiaries); or (c) contact any Corporation customer (or prospective customers customer that Corporation is actively soliciting) for the purposes of: (i) inducing them to terminate their business relationship with Corporation, (ii) discouraging them from doing business with Corporation, or (iii) offering products or services that are similar to or competitive with those of Corporation. “Contact” with any customer includes responding to contact initiated by the customer. 7.3 The It is agreed between the parties agree that the terms of this Article’s terms Article are reasonable and that the Executive has received adequate consideration for the covenants and obligations undertaken by Executive under this Articlehim, as contained herein. Executive also further agrees that this Article is reasonably necessary for the protection of the Corporation’s confidential information as defined in the applicable confidentiality agreement(s). The Executive further acknowledges that a breach or threatened breach by the Executive of the provisions of this Article may result in the Corporation suffering irreparable harm which cannot be calculated or fully or adequately compensated by recovery of damages alone. Accordingly, the Executive agrees that the Corporation will shall be entitled to interim or permanent injunctive relief without having to prove damages or post a bond or other security, specific performance and other equitable remedies, in addition to any other relief to which the Corporation may become entitled, in the event of any such breach. Additionally, if Executive violates this Article, in addition to all other remedies available to the Corporation at law, in equity, and under contract, Executive agrees that Executive he is obligated to pay all the Corporation’s costs of enforcement of this Article, including attorneys’ fees and expenses.

Appears in 1 contract

Samples: Executive Employment Agreement (Sparton Corp)

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Confidentiality and Covenant Not to Compete. 7.1 The Executive will execute the confidentiality agreement(s) and any such other agreements as are normally required to be executed by other Corporation salaried employees. During the period of his employment and after Executive’s employmentthereafter, the Executive will comply with abide by the terms of the said agreements and keep confidential all confidential information pertaining to the Corporation which the Executive learned while employed by the Corporation, as such confidential information is defined in the applicable confidentiality agreement(s). The promises, rights and obligations stated in Article VII will shall survive the termination of Executive’s employmentemployment or this Agreement. 7.2 The Executive shall not, directly or indirectly, within the territory comprising the United States and States, Canada, and any other country in which the Corporation or its subsidiaries or affiliates conducts business, during his employment and for a period of eighteen (18) months following the date of termination of his employment for whatever reason, either individually or in partnership or jointly or in conjunction with any person or persons, firm, association, joint venture, syndicate, company or corporation as principal, agent, shareholder, employee, or consultant, engage in any of the same business endeavors engaged in by Corporation and any of its subsidiaries, or: (a) induce or attempt to influence or induce any of the employees of the Corporation (including its subsidiaries) to leave their employment; (b) hire, employ or utilize the services of any employee of the Corporation (including its subsidiaries); or (c) contact any Corporation customer (or prospective customers customer that Corporation is actively soliciting) for the purposes of: (i) inducing them to terminate their business relationship with Corporation, (ii) discouraging them from doing business with Corporation, or (iii) offering products or services that are similar to or competitive with those of Corporation. “Contact” with any customer includes responding to contact initiated by the customer.. For purposes of this Agreement, an entity will be deemed to engage in the “same business endeavors” as the Corporation or any of its subsidiaries if a material portion of such entity’s business is materially competitive in any way with any business in which the Corporation or its subsidiaries was engaged during the twelve (12) month period prior to the Executive’s termination of employment. For avoidance of doubt, the Corporation’s and subsidiaries’ businesses shall include the lines of business set forth in the Corporation’s annual report on Form 10-K. 7.3 The It is agreed between the parties agree that the terms of this Article’s terms Article are reasonable and that the Executive has received adequate consideration for the covenants and obligations undertaken by Executive under this Articlehim, as contained herein. Executive also further agrees that this Article is reasonably necessary for the protection of the Corporation’s confidential information as defined in the applicable confidentiality agreement(s). The Executive further acknowledges that a breach or threatened breach by the Executive of the provisions of this Article may result in the Corporation suffering irreparable harm which cannot be calculated or fully or adequately compensated by recovery of damages alone. Accordingly, the Executive agrees that the Corporation will shall be entitled to interim or permanent injunctive relief without having to prove damages or post a bond or other security, specific performance and other equitable remedies, in addition to any other relief to which the Corporation may become entitled, in the event of any such breach. Additionally, if Executive violates this Article, in addition to all other remedies available to Corporation at law, in equity, and under contract, Executive agrees that Executive is obligated to pay all Corporation’s costs of enforcement of this Article, including attorneys’ fees and expenses.

Appears in 1 contract

Samples: Executive Employment Agreement (Sparton Corp)

Confidentiality and Covenant Not to Compete. 7.1 The Executive will execute the confidentiality agreement(s) and any such other agreements as are normally required to be executed by other Corporation salaried employees. During the period of his employment and after Executive’s employmentthereafter, the Executive will comply with abide by the terms of the said agreements and keep confidential all confidential information pertaining to the Corporation which the Executive learned while employed by the Corporation, as such confidential information is defined in the applicable confidentiality agreement(s). The promises, rights and obligations stated in Article VII will survive the termination of Executive’s employmentthis Agreement. 7.2 The Unless approved in advance in writing by Corporation’s Senior Vice President of Human Resources, the Executive shall will not, directly or indirectly, within the territory comprising the United States and Canada, for a period of eighteen (18) months following the date of termination of his employment for whatever reason, either individually or in partnership or jointly or in conjunction with any person or persons, firm, association, joint venture, syndicate, company or corporation as principal, agent, shareholder, employee, or consultant, engage in any business activity that directly involves any product or service similar to or competitive with any product or service of the same business endeavors engaged in by Corporation and any of its (including subsidiaries), or: (a) induce or attempt to influence or induce any of the employees of the Corporation (including its subsidiaries) to leave their employment; (b) hire, employ or utilize the services of any employee of the Corporation (including its subsidiaries); or (c) contact any Corporation customer (or prospective customers customer that Corporation is actively soliciting) for the purposes of: (i) inducing them to terminate their business relationship with Corporation, (ii) discouraging them from doing business with Corporation, or (iii) offering products or services that are similar to or competitive with those of Corporation. “Contact” with any customer includes responding to contact initiated by the customer. 7.3 The It is agreed between the parties agree that the terms of this Article’s terms Article are reasonable and that the Executive has received adequate consideration for the covenants and obligations undertaken by Executive under this Articlehim, as contained herein. Executive also further agrees that this Article is reasonably necessary for the protection of the Corporation’s confidential information as defined in the applicable confidentiality agreement(s). The Executive acknowledges that a breach or threatened breach by the Executive of the provisions of this Article may result in the Corporation suffering irreparable harm which cannot be calculated or fully or adequately compensated by recovery of damages alone. Accordingly, the Executive agrees that the Corporation will be entitled to interim or permanent injunctive relief without having to prove damages or post a bond or other security, specific performance and other equitable remedies, in addition to any other relief to which the Corporation may become entitled, in the event of any such breach. Additionally, if Executive violates this Article, in addition to all other remedies available to the Corporation at law, in equity, and under contract, Executive agrees that Executive he is obligated to pay all the Corporation’s costs of enforcement of this Article, including attorneys’ fees and expenses.

Appears in 1 contract

Samples: Executive Employment Agreement (Sparton Corp)

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