Limitations on Competition. 11 Section 10.01
Limitations on Competition. You hereby agree, in consideration of the Company’s agreement to engage you as a consultant hereunder and your compensation for services rendered to the Company and in view of the confidential position to be held by you, and the confidential nature and proprietary value of the information which the Company may share with you, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, as follows: Except as otherwise indicated in this Agreement, you shall not, without the prior written consent of the Company:
(i) For yourself or on behalf of any other, directly or indirectly, either as principal, agent, stockholder, employee, consultant, representative or in any other capacity, own, manage, operate or control, or be concerned, connected or employed by, or otherwise associate in any manner with, engage in or have a financial interest in any business whose primary line of business is in the Company’s Field of Interest, or in any other business in which you have any direct operating or scientific responsibility, as a consultant, employee or otherwise, in the Company’s Field of Interest anywhere in the world (hereinafter, the “Restricted Territory”), except that nothing contained herein shall preclude you from purchasing stock in any such competitive business if such stock is publicly traded, and provided that your holdings do not exceed three (3%) percent of the issued and outstanding capital stock of such business.
(ii) Either individually or on behalf of or through any third party, solicit, divert or appropriate or attempt to solicit, divert or appropriate, for the purpose of competing in the Company’s Field of Interest with the Company or any present or future parent, subsidiary or other affiliate of the Company which is engaged in the Company’s Field of Interest, any joint venture or collaborative research partners, customers or patrons of the Company, or any prospective customers or patrons with respect to which the Company has developed or made a presentation for the use or exploitation of products or processes in the Company’s Field of Interest (or similar offering of services), located within the Restricted Territory.
(iii) Either individually or on behalf of or through any third party, directly or indirectly, solicit, entice or persuade or attempt to solicit, entice or persuade any other employees or of consultants to the Company or any present or future parent, subsidiary or affiliate of the Company to...
Limitations on Competition. Borrower is not a party to any written or oral contract which limits its right to freely engage in any line of business related or similar to its business, or to freely compete with any person anywhere in the world. Borrower has entered into written agreements with all of its senior executives prohibiting competition with Borrower, in forms provided to Lender.
Limitations on Competition. Subject to sub- section (g), the Participant will not, without the Company's writ- ten consent, directly or indirectly, be a shareholder, principal, agent, partner, officer, director, employee or consultant of SUPERVALU, Inc., Nash Finch Company or any other direct competitor of txx Xoxxxxx, excluding national retail chains, or any of their respective subsidiaries, affiliates or successors (collectively, the "Competitors").
Limitations on Competition. In consideration of the rights and benefits Executive will receive under this Agreement, from the date of this Agreement through the date that is (i) one (1) year after the Date of Termination for a termination pursuant to Section 7(i) or Section 7(vi); (ii) one (1) year after the termination of this Agreement due to non-extension of the Agreement by the Executive pursuant to Section 2; or (iii) eighteen (18) months after the Date of Termination for a termination pursuant to Section 7(iv) or Section 7(v), Executive shall not, directly or indirectly, alone or in conjunction with any other Person accept or take a
Limitations on Competition. Subject to sub- section (g), the Participant will not, without the Company's written consent, as a businessperson, directly or indirectly, be a share- holder, principal, agent, partner, officer, director, employee or consultant of SUPERVALU, Inc., Nash Finch Company, Richfood Holdings, Inc. or any otxxx dxxxxx competitor of the Company, excluding national retail chains, or of any subsidiary, affiliate or successor of any direct competitor of the Company (collectively, the "Competitors"); provided, however, that nothing in this subsection (a) is intended to preclude the Participant from being employed or otherwise acting in the capacity of a lawyer on behalf of any of the Competitors unless such employment or activity would result in a breach of his conflict of interest and/or confidentiality obligations as an attorney or former attorney and an officer or former officer of the Company or any of its Subsidiaries or based on the confidentiality requirements contained in subsection (b).
Limitations on Competition. The Participant and the Company recognize and agree that the Participant's position with the Company and his/her duties are related to the Company's Project Grow. Subject to subsection (g), the Participant will not, without the Company's written consent, (i) directly or indirectly, be a shareholder, principal, agent, partner, officer, director, employee or consultant of any direct competitor, or of any subsidiary, affiliate or successor of any direct competitor, of (x) the type of business contemplated by, or developed in connection with, Project Grow, or (y) any of the limited assortment stores owned by the Company, its Subsidiaries or Affiliated Entities or affiliates or targeted to be acquired, or developed, by the Company, its Subsidiaries or Affiliated Entities or affiliates or (ii) be employed by any entity to develop the type of business contemplated by Project Grow (collectively, the "Competitors").
Limitations on Competition. Subject to sub- section (g), the Participant will not, without the Company's written consent, directly or indirectly, in association with or as a share- holder, principal, agent, partner, officer, director, employee or consultant of any other retail chain or any subsidiary or affiliate of any such retail chain, engage in the business of the retail sale of food and related products within the Standard Metropolitan Statistical Areas (the "SMSA's") in which the Participant is, and/or on his/her date of termination/separation was, employed by the Company or one of its Subsidiaries, or in which the Company or any of its Subsidiaries during his/her employment is, and/or on his/her date of termination/ separation was, actively soliciting business.
Limitations on Competition. Subject to sub- section (g), the Participant will not, without the Company's written consent, directly or indirectly, in association with or as a share- holder, principal, agent, partner, officer, director, employee or consultant of SUPERVALU, Inc., Nash Finch Company or any other direct competitor of the Compxxx, xxxxxding national retail chains, or any of their respective subsidiaries, affiliates or successors (the "Competitors"), engage in the business of the wholesale of food and related products within the Standard Metropolitan Statistical Areas (the "SMSA's") in which the Participant is, and/or on his/her date of termination/separation was, employed by the Company or one of its Subsidiaries, or in which the Company or any of its Subsidiaries during his/her employment is, and/or on his/her date of termination/separation was, actively soliciting business.
Limitations on Competition. 13.1 Noalx xxxll not engage in any Competitive Activity during the period of his employment with KeyCorp.
13.2 Noalx xxxll not engage in any Competitive Activity at any time while he is receiving payments under either of Sections 6.3 or 8.
1. If Noalx xxxtinues to violate the restriction set forth in this Section 13.2 after the Board of Directors has advised him in writing to cease those activities and that violation is material, KeyCorp shall thereupon be relieved of all further obligations to make payments and provide benefits to Noalx xxxer any of the provisions contained in any of Sections 6 through 8. Noalx xxxll not be required to repay to KeyCorp any payment received by him before he began to engage in any such Competitive Activity. If a Financial Services Company has business operations or activities in multiple states some of which are Restricted States and some of which are not Restricted States, KeyCorp will not unreasonably withhold its consent after the Termination Date to Noalx xxxving as an officer, employee, or consultant of such Financial Services Company if (a) Noalx'x xxxies and responsibilities for such Financial Services Company are restricted to a specific geographic region which does not include a Restricted State, and (b) none of Noalx'x xxxvices or activities is performed in or relate to a Restricted State.
