Disqualifying Conduct. If during the Severance Pay Period, you (i) engage in any activity which is inimical to the best interests of the Company; (ii) disparage the Company, its business, employees or directors; (iii) fail to comply with any Company Covenant Against Disclosure and Assignment of Rights to Intellectual Property; (iv) without the Company’s prior written consent, induce any employee of the Company to leave his or her Company employment; (v) without the Company’s prior written consent, engage in, become affiliated with, or become employed by any business competitive with the Company; or (vi) fail to comply with applicable provisions of the Company’s Code of Conduct or applicable Company Corporate Policies or any applicable Company Subsidiary Code or policies, then the Company will have no further obligation to provide Severance Pay.
Disqualifying Conduct. In the event you engage in Disqualifying Conduct (as defined in the Plan) during your employment or other service for the Company or within two years after your termination of employment or service, then your award, whether vested or unvested, shall be forfeited.
Disqualifying Conduct. If during the period Employee is receiving Severance Pay, the Employee, in any material way, (i) breaches the terms of this Agreement, including the Non-Compete provisions of this Agreement; (ii) fails to comply with any Company Letter of Understanding and Assignment of Rights to Intellectual Property or improperly utilizes the Company’s confidential or proprietary information; (iii) without the Company’s prior written consent, induces any employee of the Company to leave the Company employment; or (iv) fails to comply with applicable provisions of the Exelis Inc. Code of Corporate Conduct or applicable Company policies, and fails to take steps to cure or redress any such breach after notice from the Company, then the Company will have no further obligation to provide Severance Pay or make any payments described in Paragraph 1.
Disqualifying Conduct. Neither Licensee nor any Affiliated Person of Licensee is ineligible to serve as an employee, officer, director, member of an advisory board, investment adviser, depositor or principal underwriter of any investment company registered under the Investment Company Act by reason of any conviction of a felony or misdemeanor, described in Section 9(a)(1) of the Investment Company Act, or by reason of any order, judgment or decree of any court of competent jurisdiction, described in Section 9(a)(2) of the Investment Company Act, and is not subject to any order issued by the Commission under Section 9(b) of the Investment Company Act. Neither Licensee nor any "associated person" (as defined in the Investment Advisers Act) of Licensee that is registered as an investment adviser is ineligible pursuant to Section 203 of the Investment Advisers Act to serve as an investment advisor or an associated person thereof. To the best of Licensee's knowledge, no facts exist with respect to Licensee, or any Affiliated Person or associated person of Licensee, which would form a basis for any such disqualification or ineligibility.
Disqualifying Conduct. If Mr. Xxxxx, xx any material way: (i) breaches the terms of this Agreement; (ii) fails to comply with V2X’s Company Covenant Against Disclosure and Assignment of Rights to Intellectual Property executed by Mr. Xxxxx xx improperly utilizes V2X’s confidential or proprietary information or breaches paragraph 8 of this Agreement; (iii) fails to comply with applicable provisions of the V2X Code of Corporate Conduct or applicable policies; (iv) breaches any provision of the applicable Award Agreements referred to in paragraph 1, above; or (v) engages in fraud, misfeasance or malfeasance, as determined in the sole discretion of V2X (collectively, “Disqualifying Conduct”), then the PSUs identified in paragraph 1.a.v shall be immediately forfeited. Because of certain language in the OWBPA and associated regulations, and even though Mr. Xxxxx xx releasing claims under the ADEA and the OWBPA, this forfeiture does not apply to any challenge Mr. Xxxxx xxx make to the knowing and voluntary nature of this Agreement under the ADEA and the OWBPA. Moreover, V2X will have no further obligation to make any other payments or benefits described in this Agreement, other than those to which Mr. Xxxxx xxx be entitled. And, in the event that V2X has to file suit or take other action to recover any such payment, Mr. Xxxxx xxxl also be liable to V2X for the legal fees incurred by V2X.
Disqualifying Conduct. If during the period Employee is receiving Severance Pay, the Employee, in any material way: (i) breaches the terms of this Agreement, including Exhibit B; (ii) fails to comply with any Company Covenant Against Disclosure and Assignment of Rights to Intellectual Property executed by Employee (incorporated herein by reference) or improperly utilizes the Company's confidential or proprietary information; (iii) without the Company's prior written consent, induces any employee of the Company to leave the Company employment; or (iv) fails to comply with applicable provisions of the Vectrus, Inc. Code of Conduct or applicable Company policies (collectively, “Disqualifying Conduct”), then the Company will have no further obligation to provide Severance Pay or make any payments described in Paragraph 1(B), except for payment for accrued, unused PTO pursuant to Paragraph 1(F). Additionally, if Employee engages in Disqualifying Conduct, Employee agrees that he/she will, upon demand, return the severance pay described in Paragraph 1(B). Additionally, in the event that Company has to file suit or take other action to recover this payment, Employee will also be liable to Company for the legal fees incurred by Company.
Disqualifying Conduct. If during the period you are receiving Salary Continuation, you (i) engage in any activity which is inimical to the best interests of Hartford; (ii) disparage Hartford; (iii) fail to comply with any Hartford Covenant Against Disclosure and Assignment of Rights to Intellectual Property Agreement; (iv) without Hartford's prior consent, induce any employees of Hartford
Disqualifying Conduct. If Xx. Xxxxx, in any material way: (i) breaches the terms of this Agreement; (ii) fails to comply with V2X's Company Covenant Against Disclosure and Assignment of Rights to Intellectual Property executed by Xx. Xxxxx or improperly utilizes V2X's confidential or proprietary information or breaches paragraph 8 of this Agreement; (iii) fails to comply with applicable provisions of the V2X Code of Corporate Conduct or applicable policies;
Disqualifying Conduct. If during the period you are receiving Salary Continuation, you (i) engage in any activity which is inimical to the best interests of Industries; (ii) disparage Industries; (iii) fail to comply with any Industries' Covenant Against Disclosure and Assignment of Rights to Intellectual Property; (iv) without Industries' prior consent, induce any employees of Industries to leave employment; (v) without Industries' prior consent, engage in, become affiliated with, or become employed by any business competitive with Industries; or (vi) fail to comply with applicable provisions of the Industries' Code of Conduct or applicable Industries' Corporate Policies or any applicable Industries' Subsidiary Code or policies, then Industries will have no further obligation to provide salary continuation. Also, for a one year period after salary continuation is no longer provided under this Agreement you will not, without Industries' prior consent, induce any employees of Industries to leave employment.
Disqualifying Conduct. If the Executive, in any material way: (i) breaches the terms of this Agreement; (ii) fails to comply with the Company's Company Covenant Against Disclosure and Assignment of Rights to Intellectual Property executed by the Executive or improperly utilizes the Company's confidential or proprietary information or breaches paragraph 8 of this Agreement; (iii) fails to comply with applicable provisions of the Company’s Code of Corporate Conduct or applicable policies; (iv) breaches any provision of the applicable award agreements referred to in paragraph 1, above; or (v) engages in fraud, misfeasance or malfeasance, as determined in the sole discretion of the Company (collectively, "Disqualifying Conduct"), then the PSUs and RSUs identified in paragraphs 1.a.v and 0.x.xx shall be immediately forfeited. Moreover, the Company will have no further obligation to make any other payments or benefits described in this Agreement, other than those to which the Executive may be entitled. In the event that the Company has to file suit or take other action to recover any such payment, the Executive will also be liable to the Company for the legal fees incurred by the Company.
