Common use of Forfeiture Provision Clause in Contracts

Forfeiture Provision. The Executive shall forfeit any unpaid benefit hereunder, if the Executive, directly or indirectly, either as an individual or as a proprietor, stockholder, partner, officer, director, employee, agent, consultant or independent contractor of any individual, partnership, corporation or other entity (excluding an ownership interest of three percent (3%) or less in the stock of a publicly-traded company): (i) becomes employed by, participates in, or becomes connected in any manner with the ownership, management, operation or control of any bank, savings and loan or other similar financial institution if the Executive’s responsibilities will include providing banking or other financial services within fifty (50) miles of the Employer’s main office location; (ii) participates in any way in hiring or otherwise engaging, or assisting any other person or entity in hiring or otherwise engaging, on a temporary, part-time or permanent basis, any individual who was employed by the Employer as of the date of termination of the Executive’s employment; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Employer or transaction involving the Employer; (iv) sells, offers to sell, provides banking or other financial services, assists any other person in selling or providing banking or other financial services, or solicits or otherwise competes for, either directly or indirectly, any orders, contract, or accounts for services of a kind or nature like or substantially similar to the financial services performed or financial products sold by the Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the Employer, to the knowledge of the Executive provided banking or other financial services, sold, offered to sell or solicited orders, contracts or accounts for Services during the three (3) year period immediately prior to the termination of the Executive’s employment; (v) divulges, discloses, or communicates to others in any manner whatsoever, any confidential information of the Employer, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the Employer, as they may have existed from time to time, of work performed or services rendered for any customer, any method and/or procedures relating to projects or other work developed for the Employer, earnings or other information concerning the Employer. The restrictions contained in this subparagraph (v) apply to all information regarding the Employer, regardless of the source who provided or compiled such information. Notwithstanding anything to the contrary, all information referred to herein shall not be disclosed unless and until it becomes known to the general public from sources other than the Executive. The forfeiture provision detailed in this Section 9.10 shall not apply following a Change in Control or following Early Involuntary Termination.

Forfeiture Provision. The Executive shall forfeit any unpaid benefit hereundernon-distributed benefits under this Agreement if during the term of this Agreement and within thirty-six (36) months following a Separation from Service, if the Executive, directly or indirectly, either as an individual or as a proprietor, stockholder, partner, officer, director, employee, agent, consultant or independent contractor of any individual, partnership, corporation or other entity (excluding an ownership interest of three percent (3%) or less in the stock of a publicly-traded company): (i) becomes employed by, participates in, or becomes connected in any manner with the ownership, management, operation or control of any bank, savings and loan or other similar financial institution if the Executive’s responsibilities will include providing banking or other financial services within fifty twenty-five (5025) miles of any office maintained by the EmployerBank as of the date of the termination of the Executive’s main office locationemployment; (ii) participates in any way in hiring or otherwise engaging, or assisting any other person or entity in hiring or otherwise engaging, on a regular or temporary, part-time or permanent full-time basis, any individual who was employed by the Employer Bank as of the date of termination of the Executive’s employment; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Employer Bank or transaction involving the EmployerBank; (iv) sells, offers to sell, provides banking or other financial services, assists any other person in selling or providing banking or other financial services, or solicits or otherwise competes for, either directly or indirectly, any orders, contract, or accounts for services of a kind or nature like or substantially similar to the financial services performed or financial products sold by the Employer Bank (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the EmployerBank, to the knowledge of the Executive provided banking or other financial services, sold, offered to sell or solicited orders, contracts or accounts for Services during the three (3) year period immediately prior to the termination of the Executive’s employment;; Avenue Bank Supplemental Executive Retirement Plan Agreement (v) divulges, discloses, or communicates to others in any manner whatsoever, any confidential information of the EmployerBank, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the EmployerBank, as they may have existed from time to time, of work performed or services rendered for any customer, any method and/or procedures relating to projects or other work developed for the EmployerBank, earnings or other information concerning the EmployerBank. The restrictions contained in this subparagraph (v) apply to all information regarding the EmployerBank, regardless of the source who provided or compiled such information. Notwithstanding anything to the contrary, all information referred to herein shall not be disclosed unless and until it becomes known to the general public from sources other than the Executive. The forfeiture provision detailed in this Section 9.10 shall not apply following a Change in Control or following Early Involuntary Termination.

Forfeiture Provision. The Executive shall forfeit any unpaid benefit hereunder, non-distributed benefits under this Agreement if the Executive, directly or indirectly, either as an individual or as a proprietor, stockholder, partner, officer, director, employee, agent, consultant or independent contractor of any individual, partnership, corporation or other entity (excluding an ownership interest of three percent (3%) or less in the stock of a publicly-traded company): (i) within twelve (12) months following a Separation from Service, becomes employed by, participates in, or becomes connected in any manner with the ownership, management, operation or control of any bank, savings and loan or other similar financial institution if the Executive’s responsibilities will include providing banking or other financial services within fifty thirty-five (5035) miles of any office maintained by the EmployerEmployer as of the date of the termination of the Executive’s main office locationemployment; (ii) within twelve (12) months following a Separation from Service, participates in any way in hiring or otherwise engaging, or assisting any other person or entity in hiring or otherwise engaging, on a temporary, part-time or permanent basis, any individual who was employed by the Employer as of the date of termination of the Executive’s employment; (iii) within twelve (12) months following a Separation from Service, assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Employer or transaction involving the Employer; (iv) within twelve (12) months following a Separation from Service, sells, offers to sell, provides banking or other financial services, assists any other person in selling or providing banking or other financial services, or solicits or otherwise competes for, either directly or indirectly, any orders, contract, or accounts for services of a kind or nature like or substantially similar to the financial services performed or financial products sold by the Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the Employer, to the knowledge of the Executive provided banking or other financial services, sold, offered to sell or solicited orders, contracts or accounts for Services during the three (3) year period immediately prior to the termination of the Executive’s employment; (v) within twelve (12) months following a Separation from Service, divulges, discloses, or communicates to others in any manner whatsoever, any confidential information of the Employer, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the Employer, as they may have existed from time to time, of work performed or services rendered for any customer, any method and/or procedures relating to projects or other work developed for the Employer, earnings or other information concerning the Employer. The restrictions contained in this subparagraph (v) apply to all information regarding the Employer, regardless of the source who provided or compiled such information. Notwithstanding anything to the contrary, all information referred to herein shall not be disclosed unless and until it becomes known to the general public from sources other than the Executive. The forfeiture provision detailed in this Section 9.10 shall not apply following a Change in Control or following Early Involuntary TerminationControl.

Forfeiture Provision. The Executive shall forfeit any unpaid benefit hereunder, if the Executive, directly or indirectly, either as an individual or as a proprietor, stockholder, partner, officer, director, employee, agent, consultant or independent contractor of any individual, partnership, corporation or other entity (excluding an ownership interest of three percent (3%) or less in the stock of a publicly-traded company): (i) becomes employed by, participates in, or becomes connected in any manner with the ownership, management, operation or control of any bank, savings and loan or other similar financial institution if the Executive’s responsibilities will include providing banking or other financial services within fifty (50) miles of the Employer’s main office location; (ii) participates in any way in hiring or otherwise engaging, or assisting any other person or entity in hiring or otherwise engaging, on a temporary, part-time or permanent basis, any individual who was employed by the Employer as of the date of termination of the Executive’s employment; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Employer or transaction involving the Employer; (iv) sells, offers to sell, provides banking or other financial services, assists any other person in selling or providing banking or other financial services, or solicits or otherwise competes for, either directly or indirectly, any orders, contract, or accounts for services of a kind or nature like or substantially similar to the financial services performed or financial products sold by the Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the Employer, to the knowledge of the Executive provided banking or other financial services, sold, offered to sell or solicited orders, contracts or accounts for Services during the three (3) year period immediately prior to the termination of the Executive’s employment; (v) divulges, discloses, or communicates to others in any manner whatsoever, any confidential information of the Employer, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the Employer, as they may have existed from time to time, of work performed or services rendered for any customer, any method and/or procedures relating to projects or other work developed for the Employer, earnings or other information concerning the Employer. The restrictions contained in this subparagraph (v) apply to all information regarding the Employer, regardless of the source who provided or compiled such information. Notwithstanding anything to the contrary, all information referred to herein shall not be disclosed unless and until it becomes known to the general public from sources other than the Executive. The forfeiture provision detailed in this Section 9.10 10.10 shall not apply following a Change in Control or following Early Involuntary Termination.

Forfeiture Provision. The Executive shall forfeit any unpaid benefit hereundernon-distributed benefits under this Agreement if, if within 24 months of Separation from Service for any reason: (i) the Executive, directly or indirectly, either as an individual or as a proprietor, stockholder, partner, officer, director, employee, agent, consultant or independent contractor of any individual, partnership, corporation or other entity (excluding an ownership interest of three percent (3%) or less in the stock of a publicly-traded company): (i) becomes employed by, engaged by, or participates in, or becomes connected in any manner with the ownership, management, operation or control of any bank, savings and loan or other similar financial institution if the Executive’s responsibilities will include providing banking or other financial services within fifty thirty (5030) miles of the Employer’s main any office location; (ii) participates in any way in hiring or otherwise engaging, or assisting any other person or entity in hiring or otherwise engaging, on a temporary, part-time or permanent basis, any individual who was employed location maintained by the Employer as of the date of the termination of the Executive’s employment; (ii) the Executive, directly or indirectly, employs any person who was an employee of Employer during Executive’s employment, or entice away or attempt to entice away from employment by Employer any such Employee; (iii) the Executive assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Employer or transaction involving the Employer;; or (iv) sellsthe Executive, offers directly or indirectly, solicits or attempts to solicit any clients, customers or accounts of Employer for the purpose of selling, offering to sell, provides or providing banking or other financial services, assists products or services similar to or competitive with any product or service sold or provided by Employer; or assisting any other person in selling or providing banking or other financial servicesservices to, any clients, customers or solicits accounts of Employer for such purposes; or otherwise competes forservicing, either directly or indirectly, any ordersclients, contract, customers or accounts for services of a kind or nature like or substantially similar Employer; to the financial services performed or financial products sold by the Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the Employer, to the knowledge of the which Executive provided banking or other financial services, sold, offered to sell or solicited orders, contracts or accounts for Services services during the three (3) year period immediately prior to the termination of the Executive’s employment; (v) . In addition, the Executive shall forfeit any non-distributed benefits under this Agreement if, at any time following the Executive’s Separation from Service for any reason, Executive divulges, discloses, uses, or communicates to others in any manner whatsoever, any confidential information except for the benefit of the Employer, to the knowledge any confidential information or trade secrets of the Executive, Employer including, but not limited to, the names and addresses of customers or prospective customers, of the Employer, as they may have existed from time to time, of or work performed or services rendered for any customer; business development, sales and marketing plans and materials; any method and/or procedures relating to projects or other work developed for the Employer; or profits, losses, earnings or other financial information concerning the Employer; and any other information not generally known to the public which, if misused or disclosed to a competitor could reasonably be expected to adversely affect Employer. The restrictions contained in this subparagraph (v) apply to all confidential information regarding the Employer, regardless of the source who provided or compiled such information. Notwithstanding anything to the contrary, all information referred to herein shall not be disclosed unless and until considered confidential once it becomes known to the general public from sources other than the Executive. The forfeiture provision detailed in Notwithstanding the foregoing, following an Involuntary Termination, subsection (i) of this Section 9.10 Section, shall not apply and subsections (ii), (iii) and (iv) shall only apply for twelve (12) months following such Involuntary Termination, as applicable. In addition, subsections (i), (ii) and (iii) shall not apply following a Change in Control or following Early Involuntary TerminationControl.

Forfeiture Provision. The Executive shall forfeit any unpaid benefit hereundernon-distributed benefits under this Agreement if, if within 24 months of Separation from Service for any reason: (i) the Executive, directly or indirectly, either as an individual or as a proprietor, stockholder, partner, officer, director, employee, agent, consultant or independent contractor of any individual, partnership, corporation or other entity (excluding an ownership interest of three percent (3%) or less in the stock of a publicly-traded company): (i) becomes employed by, engaged by, or participates in, or becomes connected in any manner with the ownership, management, operation or control of any bank, savings and loan or other similar financial institution if the Executive’s responsibilities will include providing banking or other financial services within fifty thirty (5030) miles of the Employer’s main any office location; (ii) participates in any way in hiring or otherwise engaging, or assisting any other person or entity in hiring or otherwise engaging, on a temporary, part-time or permanent basis, any individual who was employed location maintained by the Employer as of the date of the termination of the Executive’s employment; (ii) the Executive, directly or indirectly, employs any person who was an employee of Employer during Executive’s employment, or entice away or attempt to entice away from employment by Employer any such Employee; (iii) the Executive assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Employer or transaction involving the Employer;; or (iv) sellsthe Executive, offers directly or indirectly, solicits or attempts to solicit any clients, customers or accounts of Employer for the purpose of selling, offering to sell, provides or providing banking or other financial services, assists products or services similar to or competitive with any product or service sold or provided by Employer; or assisting any other person in selling or providing banking or other financial servicesservices to, any clients, customers or solicits accounts of Employer for such purposes; or otherwise competes forservicing, either directly or indirectly, any ordersclients, contract, customers or accounts for services of a kind or nature like or substantially similar Employer; to the financial services performed or financial products sold by the Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the Employer, to the knowledge of the which Executive provided banking or other financial services, sold, offered to sell or solicited orders, contracts or accounts for Services services during the three (3) year period immediately prior to the termination of the Executive’s employment; (v) . In addition, the Executive shall forfeit any non-distributed benefits under this Agreement if, at any time following the Executive’s Separation from Service for any reason, Executive divulges, discloses, uses, or communicates to others in any manner whatsoever, any confidential information except for the benefit of the Employer, to the knowledge any confidential information or trade secrets of the Executive, Employer including, but not limited to, the names and addresses of customers or prospective customers, of the Employer, as they may have existed from time to time, of or work performed or services rendered for any customer; business development, sales and marketing plans and materials; any method and/or procedures relating to projects or other work developed for the Employer; or profits, losses, earnings or other financial information concerning the Employer; and any other information not generally known to the public which, if misused or disclosed to a competitor could reasonably be expected to adversely affect Employer. The restrictions contained in this subparagraph (v) apply to all confidential information regarding the Employer, regardless of the source who provided or compiled such information. Notwithstanding anything to the contrary, all information referred to herein shall not be disclosed unless and until considered confidential once it becomes known to the general public from sources other than the Executive. The forfeiture provision detailed in Notwithstanding the foregoing, following an Involuntary Termination, subsection (i) of this Section 9.10 Section, shall not apply and subsections (ii), (iii) and (iv) shall only apply for twelve (12) months following such Involuntary Termination, as applicable. In addition, subsections (i), (ii), and (iii) shall not apply following a Change in Control or following Early Involuntary TerminationControl.