Common use of Covenants Following Certain Terminations of Employment Clause in Contracts

Covenants Following Certain Terminations of Employment. Notwithstanding the foregoing and in lieu of the covenants contained in section 3, if I receive the payments described in Section 3(d) of the Separation Agreement, I will not for a period of two (2) years following the termination of my employment: (i) enter into or engage in any business which competes with the Company’s Business within the Restricted Territory (as defined in Section 14(c)); (ii) solicit customers with whom I had any contact or for which I had any responsibility (either direct or supervisory) at the date of termination or at any time during the one (1) year prior to such date of termination, whether within or outside of the Restricted Territory, or solicit business, patronage or orders for, or sell, any products and services in competition with, or for any business that competes with the Company’s Business within the Restricted Territory; (iii) divert, entice or otherwise take away any customers, business, patronage or orders of the Company within the Restricted Territory, or attempt to do so; (iv) promote or assist, financially or otherwise, any person, firm, association, partnership, corporation or other entity engaged in any business that competes with the Company’s Business within the Restricted Territory; or (v) solicit or induce or attempt to solicit or induce any employee(s), sales representative(s), agent(s) or consultant(s) of the Company and/or its Affiliated Companies to terminate their employment, representation or other association with the Company and/or its Affiliated Companies, provided that the foregoing shall not apply to general advertising not specifically targeted at employees, sales representatives, agents or consultants of the Company and/or its Affiliated Companies. Notwithstanding the foregoing, it shall not be a violation of this Section 14(b) for me to join a division or business line of a commercial enterprise with multiple divisions or business lines if such division or business line is not competitive with the Company’s Business, provided that I perform services solely for such non-competitive division or business line, and perform no functions on behalf of (and have no involvement with or direct or indirect responsibilities with respect to) businesses competitive with the Company’s Business. Nothing in this Section 14(b) shall prohibit me from being a passive owner of not more than 4.9% of the outstanding equity interest in any entity which is publicly traded, so long as I have no active participation in the business of such corporation.

Appears in 3 contracts

Samples: Confidentiality, Non Disclosure and Non Solicitation Agreement (S1 Corp /De/), Confidentiality, Non Disclosure and Non Solicitation Agreement (S1 Corp /De/), Confidentiality, Non Disclosure and Non Solicitation Agreement (S1 Corp /De/)

AutoNDA by SimpleDocs

Covenants Following Certain Terminations of Employment. Notwithstanding the foregoing and in lieu of the covenants contained in section 3sections 3(a) and 3(b), if I receive the payments described in Section 3(d) of the Separation Agreement, I will not for a period of two three (23) years following the termination of my employment: (i) enter into or engage in any business which competes with the Company’s Business within the Restricted Territory (as defined in Section 14(c3(d)); (ii) solicit customers with whom I had any contact or for which I had any responsibility (either direct or supervisory) at the date of termination or at any time during the one (1) year prior to such date of termination, whether within or outside of the Restricted Territory, or solicit business, patronage or orders for, or sell, any products and services in competition with, or for any business that competes with the Company’s Business within the Restricted Territory; (iii) divert, entice or otherwise take away any customers, business, patronage or orders of the Company within the Restricted Territory, or attempt to do so; (iv) promote or assist, financially or otherwise, any person, firm, association, partnership, corporation or other entity engaged in any business that competes with the Company’s Business within the Restricted Territory; or (v) solicit or induce or attempt to solicit or induce any employee(s), sales representative(s), agent(s) or consultant(s) of the Company and/or its Affiliated Companies to terminate their employment, representation or other association with the Company and/or its Affiliated Companies, provided that the foregoing shall not apply to general advertising not specifically targeted at employees, sales representatives, agents or consultants of the Company and/or its Affiliated Companies. Notwithstanding the foregoing, it shall not be a violation of this Section 14(b3(c) for me to join a division or business line of a commercial enterprise with multiple divisions or business lines if such division or business line is not competitive with the Company’s Business, provided that I perform services solely for such non-competitive division or business line, and perform no functions on behalf of (and have no involvement with or direct or indirect responsibilities with respect to) businesses competitive with the Company’s Business. Nothing in this Section 14(b3(c) shall prohibit me from being a passive owner of not more than 4.9% of the outstanding equity interest in any entity which is publicly traded, so long as I have no active participation in the business of such corporation.

Appears in 1 contract

Samples: Confidentiality, Non Disclosure and Non Solicitation Agreement (S1 Corp /De/)

AutoNDA by SimpleDocs

Covenants Following Certain Terminations of Employment. Notwithstanding the foregoing and in lieu of the covenants contained in section 3, if I receive the payments described in Section 3(d2(d) of the Separation Agreement, I will not for a period of two (2) years following the termination of my employment: (i) enter into or engage in any business which competes with the Company’s Business within the Restricted Territory (as defined in Section 14(c)); (ii) solicit customers with whom I had any contact or for which I had any responsibility (either direct or supervisory) at the date of termination or at any time during the one (1) year prior to such date of termination, whether within or outside of the Restricted Territory, or solicit business, patronage or orders for, or sell, any products and services in competition with, or for any business that competes with the Company’s Business within the Restricted Territory; (iii) divert, entice or otherwise take away any customers, business, patronage or orders of the Company within the Restricted Territory, or attempt to do so; (iv) promote or assist, financially or otherwise, any person, firm, association, partnership, corporation or other entity engaged in any business that competes with the Company’s Business within the Restricted Territory; or (v) solicit or induce or attempt to solicit or induce any employee(s), sales representative(s), agent(s) or consultant(s) of the Company and/or its Affiliated Companies to terminate their employment, representation or other association with the Company and/or its Affiliated Companies, provided that the foregoing shall not apply to general advertising not specifically targeted at employees, sales representatives, agents or consultants of the Company and/or its Affiliated Companies. Notwithstanding the foregoing, it shall not be a violation of this Section 14(b) for me to join a division or business line of a commercial enterprise with multiple divisions or business lines if such division or business line is not competitive with the Company’s Business, provided that I perform services solely for such non-competitive division or business line, and perform no functions on behalf of (and have no involvement with or direct or indirect responsibilities with respect to) businesses competitive with the Company’s Business. Nothing in this Section 14(b) shall prohibit me from being a passive owner of not more than 4.9% of the outstanding equity interest in any entity which is publicly traded, so long as I have no active participation in the business of such corporation.

Appears in 1 contract

Samples: Confidentiality, Non Disclosure and Non Solicitation Agreement (S1 Corp /De/)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!