Common use of Forfeiture Provision Clause in Contracts

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if during the term of this Agreement and within twelve (12) months following a Separation from Service, 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 twenty five (25) miles of any office maintained by the Company as of the date of the termination of the Executive’s employment; (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 Company as of the date of termination of the Executive’s employment; Floridian Bank Salary Continuation Agreement (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company or transaction involving the Company; (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 Company (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the Company, 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 one (1) 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 Company, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the Company, 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 Company, earnings or other information concerning the Company. The restrictions contained in this subparagraph (v) apply to all information regarding the Company, 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.

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if during within the term of this Agreement and within twelve “Applicable Restriction Period” (12) months following a Separation from Serviceas defined below), 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 twenty five fifty (2550) miles of any office offices (branches or otherwise) maintained by the Company Employer as of the date of the termination of the Executive’s employment; (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 Company Employer as of the date of termination of the Executive’s employment; Floridian Bank Salary Continuation Agreement; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company Employer or transaction involving the CompanyEmployer, unless the Executive is compelled to do so by a court of law or by any governmental agency or administrative or legislative body having jurisdiction to order the Executive to do so, provided that the Executive shall, to the extent lawfully permitted, give prompt written notice to the Company of such compulsion; (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 Company Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the CompanyEmployer, 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 one three (13) year period immediately prior to the termination of the Executive’s employment;; or (v) divulges, discloses, or communicates to others in any manner whatsoever, any confidential information of the CompanyEmployer, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the CompanyEmployer, 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 CompanyEmployer, earnings or other information concerning the CompanyEmployer. The restrictions contained in this subparagraph (v) apply to all information regarding the CompanyEmployer, 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.

Forfeiture Provision. The Executive Director shall forfeit any non-distributed benefits under this Agreement if during the term of this Agreement and within twelve twenty-four (1224) months following a Separation from Service, the ExecutiveDirector, 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 ExecutiveDirector’s responsibilities will include providing banking or other financial services within twenty the thirty-five (2535) miles of any office maintained by the Company Bank as of the date of the termination of the ExecutiveDirector’s employmentservice; (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 Company Bank as of the date of termination of the ExecutiveDirector’s employment; Floridian Bank Salary Continuation Agreementservice; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company Bank or transaction involving the CompanyBank; (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 Company Bank (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive Director or the CompanyBank, to the knowledge of the Executive Director provided banking or other financial services, sold, offered to sell or solicited orders, contracts or accounts for Services during the one three (13) year period immediately prior to the termination of the ExecutiveDirector’s employmentservice; (v) divulges, discloses, or communicates to others in any manner whatsoever, any confidential information of the CompanyBank, to the knowledge of the ExecutiveDirector, including, but not limited to, the names and addresses of customers or prospective customers, of the CompanyBank, 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 CompanyBank, earnings or other information concerning the Company. Bank, The restrictions contained in this subparagraph (v) apply to all information regarding the CompanyBank, regardless of the source who provided or compiled such information. Notwithstanding anything to the contrary, all information referred to herein THE NATIONAL UNION BANK OF KINDERHOOK Phantom Stock Appreciation Rights Agreement shall not be disclosed unless and until it becomes known to the general public from sources other than the ExecutiveDirector. The Director specifically acknowledges that the forfeiture provisions set forth above are reasonable and necessary to protect the Bank’s legitimate interests and are not unreasonably burdensome to the Director. If any of the restrictions contained herein shall be held to be excessively broad as to time or geographic area, it shall be deemed amended to the extent necessary to be valid and enforceable under applicable state law.

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if during the term of this Agreement and within twelve (12) months following a Separation from Service, 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 other bank, savings and loan loan, mortgage company, or other similar financial institution if the Executive’s responsibilities will include providing banking such other bank, savings and loan, mortgage company or other similar financial services within twenty five (25) miles of institution maintains any office maintained by the Company in Hartford County Connecticut as of the date of the termination of the Executive’s 's employment; (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 Company Bank as of the date of termination of the Executive’s 's employment; Floridian Bank Salary Continuation Agreement; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company Bank or transaction involving the CompanyBank; (iv) sells, offers to sell, provides banking banking, mortgage, or other financial services, assists any other person in selling or providing banking banking, mortgage, 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 Company Bank (the preceding hereinafter referred to as “"Services”"), to or from any person or entity from whom the Executive or the CompanyBank, 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 one three (13) year period immediately prior to the termination of the Executive’s 's employment; (v) divulges, discloses, or communicates to others in any manner whatsoever, any confidential information of the CompanyBank, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the CompanyBank, 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 CompanyBank, earnings or other information concerning the CompanyBank. The restrictions contained in this subparagraph (v) apply to all information regarding the CompanyBank, 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.

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if during the term of this Agreement and within twelve (12) months following a Separation from ServiceAgreement, without prior written consent of the Employer, 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 twenty-four (24) months of 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 's responsibilities will include providing banking or other financial services within twenty five fifty (2550) miles of any office maintained by the Company Corporation or any of its subsidiaries as of the date of the termination of the Executive’s 's employment; (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 Company as Corporation or any of its subsidiaries during the date of three (3) years preceding the termination of the Executive’s 's employment; Floridian Bank Salary Continuation Agreement; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company Corporation or any of its subsidiaries or transaction involving the CompanyCorporation or any of its subsidiaries; (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 Company Corporation or any of its subsidiaries (the preceding hereinafter referred to as “"Services”"), to or from any person or entity from whom the Executive or the CompanyCorporation or any of its subsidiaries, 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 one three (13) year period immediately prior to the termination of the Executive’s employmentSeparation from Service; (v) divulges, discloses, or communicates to others in any manner whatsoever, any confidential information of the CompanyCorporation or any of its subsidiaries, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the CompanyCorporation or any of its subsidiaries, 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 CompanyCorporation or any of its subsidiaries, earnings or other information concerning the CompanyCorporation or any of its subsidiaries. The restrictions contained in this subparagraph (v) apply to all information regarding the CompanyCorporation or any of its subsidiaries, 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. Notwithstanding the foregoing, following a Change in Control, provision (i) shall not apply and provisions (ii), (iii), and (iv) shall apply for only twelve (12) months from the date of Separation from Service following the Change in Control.

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if during the term of this Agreement and within twelve (12) months following a Separation from Service, 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 twenty a seventy-five (2575) miles of any office maintained by the Company as mile radius of the date Employer’s main office at the corner of the termination of the Executive’s employmentKing and Penn Streets; (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 Company Employer as of the date of termination of the Executive’s employment; Floridian Bank Salary Continuation Agreement; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company Employer or transaction involving the CompanyEmployer; (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 Company Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the CompanyEmployer, 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 one three (13) 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 CompanyEmployer, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the CompanyEmployer, 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 CompanyEmployer, earnings or other information concerning the CompanyEmployer. The restrictions contained in this subparagraph (v) apply to all information regarding the CompanyEmployer, 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.. Notwithstanding the foregoing, Section 9.10(i) shall not apply following a Change in Control

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if during the term of this Agreement and within twelve (12) months following a Separation from Service, 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 twenty five (25) miles of any office maintained by the Company as of the date of the termination of the Executive’s employment; (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 Company as of the date of termination of the Executive’s employment; Floridian Bank Salary Continuation Agreement; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company or transaction involving the Company; (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 Company (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the Company, 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 one (1) 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 Company, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the Company, 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 Company, earnings or other information concerning the Company. The restrictions contained in this subparagraph (v) apply to all information regarding the Company, 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.

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if during the term of this Agreement and within twelve (12) months following a Separation from Service, 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-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 twenty five (25) miles of any office maintained by the Company as of the date of the termination of the Executive’s employment; (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 Company as of the date of termination of the Executive’s employment; Floridian Bank Salary Continuation Agreement (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company or transaction involving the Company; (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 Company (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the Company, 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 one (1) 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 Company, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the Company, 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 Company, earnings or other information concerning the Company. The restrictions contained in this subparagraph (v) apply to all information regarding the Company, 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.,

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if during the term of this Agreement and within twelve (12) months following a Separation from Service, 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 twenty a seventy-five (2575) miles mile radius of any office maintained by the Company as office, branch or other facility (other than solely an ATM) of the date of Employer existing at the termination of time the Executive’s employmentExecutive ceases to be employed by Employer; (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 Company Employer as of the date of termination of the Executive’s employment; Floridian Bank Salary Continuation Agreement; (iii) assists, advises, or serves in any capacity, representative or otherwise, any third party in any action against the Company Employer or transaction involving the CompanyEmployer; (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 Company Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the CompanyEmployer, 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 one three (13) 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 CompanyEmployer, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, of the CompanyEmployer, 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 CompanyEmployer, earnings or other information concerning the CompanyEmployer. The restrictions contained in this subparagraph (v) apply to all information regarding the CompanyEmployer, 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. Notwithstanding the foregoing, Section 9.10(i) shall not apply following a Change in Control.

Forfeiture Provision. The Executive shall forfeit any non-distributed benefits under this Agreement if if, during the term of this Agreement and within twelve (12) months following a Separation from Serviceperiod set forth in Section 11.4.3 below, the Executive, directly or indirectly, either as an individual or as a proprietor, stockholder, partner, officer, directortrustee, 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 twenty twenty-five (25) miles of any office maintained by the Company Employer as of the date of the termination of the Executive’s employment; (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 Company Employer as of the date of termination of the Executive’s employment; Floridian Bank Salary Continuation Agreement; (iii) assists, advises, or serves in any capacitycapacity with, representative or otherwise, any third party in any action against the Company Employer or in opposition to any transaction involving the CompanyEmployer; (iv) sells, offers to sell, sell or 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, contractcontracts, or accounts for services of a kind or nature like or substantially similar to the financial services performed or financial products sold by the Company Employer (the preceding hereinafter referred to as “Services”), to or from any person or entity from whom the Executive or the CompanyEmployer, to the knowledge of the Executive Executive, provided banking or other financial services, sold, offered to sell or solicited orders, contracts or accounts for Services during the one three (13) 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 CompanyEmployer, to the knowledge of the Executive, including, but not limited to, the names and addresses of customers or prospective customers, customers of the CompanyEmployer, 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 CompanyEmployer, earnings or other information concerning the CompanyEmployer. The restrictions contained in this subparagraph (v) apply to all information regarding the CompanyEmployer, 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.