EXCLUSIVITY; NONCOMPETITION Sample Clauses

EXCLUSIVITY; NONCOMPETITION. (a) Except as otherwise provided below, FMC will not, during the term of this Agreement, enter into any agreement with any other financial institution or other regulated or nonregulated lender (a “Competing Lender”) which calls for FMC to design, market and arrange the purchase of alternative education loans or otherwise in contemplation of the participation of such Competing Lender in making Bank of America Private Conforming Loans without first offering to Program Lender the first opportunity to participate as the program lender for any such product. If within thirty (30) days after the offer is made, Program Lender declines participation or if FMC and Program Lender are unable to reach agreement as to the terms of Program Lender’s participation as a lender for the product, then FMC shall be free of any restriction under this Agreement with respect to such product. Notwithstanding the above, (a) FMC will be permitted to arrange a securitization transaction for any XXXX-guaranteed program, regardless of the identity of the lender; (b) FMC will be permitted to provide customer product pricing and repayment terms, together with other program terms necessary for future securitizations, to current and prospective XXXX Lenders under any XXXX Private Label Program; (c) FMER may market XXXX-guaranteed loans to lenders and educational institutions; and (d) FMER may contract to provide full outsourcing support for all current XXXX functions, including, without limitation, loan underwriting and origination, guaranty claim processing and defaulted loan collection. During the term of this Agreement, Program Lender will offer FMC the first opportunity to participate as the secondary market for any Competing Product. If within thirty (30) days after the offer is made, FMC declines participation or if FMC and Program Lender are unable to reach agreement as the terms of FMC’s participation as a secondary market for the Competing Product, then Program Lender shall be free of any restriction under this Agreement with respect to such Competing Product. Nothing in this Paragraph 6(a) governs any activity with respect to the GATE Student Loan Program or alters any exclusivity arrangement in the Student Umbrella Agreement.
Sample 1Sample 2See All (4)
AutoNDA by SimpleDocs
EXCLUSIVITY; NONCOMPETITION. Neither NCT nor Marblehead will enter into any agreement with any other financial institution or other regulated or nonregulated lender (a "Competing Lender") to conduct a program for the origination and funding of GATE Universal Conforming Loans that would be a "Lender Competing Program" (as defined below) if conducted by Program Lender, with respect to any Participating Institution located in any of the 00 xxxxxx xx xxx Xxxxxx Xxxxxx, the District of Columbia, and the territories of the United States. This restriction shall not prohibit Marblehead from providing securitization services to lenders generally. Upon the occurrence of the Termination Date: (1) if the termination occurred pursuant to the provisions of subparagraph (a) of the definition of "Termination Date or the election of NCT and Marblehead to terminate this Agreement pursuant to subparagraphs (b), (c), (d) or (e) of the definition of "Termination Date," Program Lender shall not originate student loans in connection with any student loan program in the nature of the GATE Universal Program or otherwise combining the principal elements of the GATE Universal Program consisting of establishing pledges and/or proceeds discounts of varying amounts from educational institutions based upon the credit risk of applicants in a series of tiers in lieu of relying on governmental or quasi-governmental credit support for the loans and periodically securitizing pools of such student loans (a "Lender Competing Program") with any educational institution that was, at any time during the term of this Agreement, a Participating Institution for period of twelve (12) months following such Termination Date, and (2) if the Termination Date occurred for any other reason, there shall be no restriction on the right of the Program Lender to enter into Lender Competing Programs at any time, including, without limitation, Lender Competing Programs with Participating Institutions. During the term of this Agreement the Program Lender will not originate student loans in connection with any Lender Competing Program except pursuant to the GATE Universal Program and this Agreement.
Sample 1
EXCLUSIVITY; NONCOMPETITION. (a) The parties agree that subsection 4(a) of the GATE Universal Umbrella Agreement is hereby deleted in its entirety and that the remaining subsections of Section 4 of the GATE Universal Umbrella Agreement shall only apply to Program Lender Right of First Refusal Schools (as defined in subsection (b) below).
Sample 1
EXCLUSIVITY; NONCOMPETITION. (a) Neither Mi-Tech, Xxxxxxx nor any of their respective Affiliates (collectively, the "Michel's Group") shall undertake any project within the Company's Scope of Business, except through the Company and no member of the Michel's Group shall acquire an ownership interest in, or render advice or assistance to, or engage in any business, incorporated or otherwise, which undertakes such projects, except that, beginning on the earlier of April 15, 2000 or the date that is 12 months after the closing of the IPO any member of the Michel's Group may engage in telecommunications construction projects, including, without limitation, the construction of telecommunication facilities for which one or more members of the Michel's Group receives consideration, directly or indirectly, in the form of, in whole or in part, the securities (including, but not limited to common equity, partnership interests, warrants, debt and convertible instruments) or personal or real property of any of the owners or developers of such projects or facilities or securities or real or personal property of one or more Affiliates of such owners or developers; PROVIDED THAT:
Sample 1
EXCLUSIVITY; NONCOMPETITION 
Sample 1Sample 2Sample 3

Related to EXCLUSIVITY; NONCOMPETITION

  • Confidentiality; Noncompetition (a) The Employer and the Employee acknowledge that the services to be performed by the Employee under this Agreement are unique and extraordinary and, as a result of such employment, the Employee will be in possession of confidential information relating to the business practices of the Company. The term "

  • Confidentiality; Non-Competition (a) Executive agrees that he will not, at any time during or after the Term, other than in the ordinary course of performing his duties for the Company, make use of or divulge to any other person, firm or corporation any trade or business secret, process, method or means, or any other confidential information concerning the business or policies of the Company, which he may have learned in connection with his employment. For purposes of this Agreement, a “trade or business secret, process, method or means, or any other confidential information” shall mean and include written information reasonably treated as confidential or as a trade secret by the Company. Executive’s obligation under this Section 4.3(a) shall not apply to any information which (i) is known publicly (including information known publicly within the relevant trade or industry); (ii) is in the public domain or hereafter enters the public domain without the fault of Executive; (iii) is known to Executive prior to his receipt of such information from the Company, as evidenced by written records of Executive; or (iv) is hereafter disclosed to Executive by a third party not under an obligation of confidence to the Company. Executive agrees not to remove from the premises of the Company, except as a director or an employee of the Company in the performance of his duties for the Company and its affiliates or except as specifically permitted in writing by the Company, any document or other object containing or reflecting any such confidential information. Executive recognizes that all such documents and objects, whether developed by him or by someone else, will be the sole exclusive property of the Company. Upon termination of his employment hereunder, Executive shall forthwith deliver to the Company all such confidential information, including without limitation all lists of customers, correspondence, accounts, records and any other documents or property made or held by him or under his control in relation to the business or affairs of the Company, and no copy of any such confidential information shall be retained by him; provided, however, that nothing herein shall prevent Executive from retaining (i) his papers and other materials of a personal nature, including, without limitation, photographs, correspondence, personal diaries, calendars, personal files and phone books, (ii) information showing his compensation or relating to reimbursement of his business expenses, (iii) information that is necessary for tax purposes, and (iv) copies of plans, programs, policies and agreements relating to his employment, or termination thereof, with the Company and its affiliates. Anything herein or elsewhere to the contrary notwithstanding, the provision of this Section 4.3(a) shall not apply (i) when disclosure is required by law or by any court, arbitrator, mediator or administrative or legislative body (including any committee thereof) with jurisdiction to order Executive to disclose or make accessible any information or (ii) with respect to any other litigation, arbitration or mediation involving this Agreement or any other agreement between the parties, including, without limitation, the enforcement of such agreements.

  • Confidentiality, Non-Solicitation and Non-Competition The Executive agrees that:

  • Confidentiality, Non-Competition and Non-Solicitation Employee agrees, as a condition to Employee’s employment with the Company, to execute the Company’s standard form of Employee Non-Disclosure, Invention Release and Non-Competition Agreement attached hereto as Exhibit A.

  • Confidentiality Non Competition Non Solicitation A. The Executive acknowledges that:

  • Confidentiality, Non-Solicitation and Non-Compete The Participant agrees to, understands and acknowledges the following:

  • Noncompetition Except as may otherwise be approved by the Board, during the term of Executive’s employment, Executive shall not have any ownership interest (of record or beneficial) in, or have any interest as an employee, salesman, consultant, officer or director in, or otherwise aid or assist in any manner, any firm, corporation, partnership, proprietorship or other business that engages in any county, city or part thereof in the United States and/or any foreign country in a business which competes directly or indirectly (as determined by the Board) with the Company’s business in such county, city or part thereof, so long as the Company, or any successor in interest of the Company to the business and goodwill of the Company, remains engaged in such business in such county, city or part thereof or continues to solicit customers or potential customers therein; provided, however, that Executive may own, directly or indirectly, solely as an investment, securities of any entity which are traded on any national securities exchange if Executive (x) is not a controlling person of, or a member of a group which controls, such entity; or (y) does not, directly or indirectly, own one percent (1%) or more of any class of securities of any such entity.

  • Confidentiality and Noncompetition The Executive shall enter into the Confidentiality Agreement and Non-Compete Agreement. The Executive’s execution of those agreements is a material inducement for the Company to enter into this Agreement. Therefore, this Agreement will be null and void unless the Executive enters into the Confidentiality Agreement and the Non-Compete Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.