Common use of Louisiana Clause in Contracts

Louisiana. If Louisiana law applies, then: the definition of Territory shall be limited to the parishes and counties (or their equivalents) from the following list so long as the Company continues to carry on business therein: Acadia, Allen, Ascension, Assumption, Avoyelles, Beauregard, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, Desoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, Jackson, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxx, Xxxxxxx, Xxxxxxxxxx, Xxxxxxx, Xxxxxxxxx, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Xxxxxxxxxx, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; and, if counties (or their equivalents) that are located outside of Louisiana must also be specified by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state (summarizing data from xxx.xxxxxx.xxx and incorporated herein by reference) and the same are all incorporated herein by reference. Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the restrictions contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. Minnesota: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in Minnesota, then, if entering into this Agreement in connection with the start of Employee’s employment with the Company, Employee acknowledges that Employee was provided with notice of this Agreement when offered employment and was aware that execution of an agreement with non-solicitation restrictions was a requirement of employment when Employee accepted the Company’s offer. If entering into this Agreement after the commencement of employment, Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified to exclude the solicitation or hiring of any employee who provides solely secretarial or clerical services.

Louisiana. If Louisiana law appliesis deemed to be the Employment Jurisdiction, then: then the definition of Territory shall be limited following applies to the parishes and counties Participant: (or their equivalentsa) from the “Restricted Territory” defined in Section 7 of the Award Agreement is understood to cover the following list so long as parishes, counties, and county equivalents: in Louisiana, the Company continues to carry on business therein: parishes of Acadia, Allen, Ascension, Assumption, Avoyelles, Beauregard, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, Desoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, GrantXxxxx, Iberia, Iberville, JacksonXxxxxxx, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxx, Xxxxxxx, Xxxxxxxxxx, Xxxxxxx, Xxxxxxxxx, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Xxxxxxxxxx, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; and, if for any additional states assigned to the Participant as part of the Participant’s Territory, the names of the counties (or their and equivalents) that are located outside of Louisiana must also be specified for such state(s) found in Geographic Areas Reference Manual published by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found Census Bureau, also identified on the Census Bureau’s map published at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state stco2003.pdf (summarizing data from xxx.xxxxxx.xxx xxxxxx.xxx), and at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state_and_territory which lists of county and county equivalent names by state are incorporated herein by referencereference as if set forth in full.; and (b) the restrictions in Section 7 shall be limited to the foregoing parishes and counties. Maine: If Maine is deemed to be the Employment Jurisdiction, then the following applies to the Participant: (a) the Participant acknowledges that if the Participant is being initially hired by the Travelers Group that the Participant was notified a non-compete agreement would be required prior to their receiving a formal offer of employment from the Travelers Group and the same are all incorporated herein by reference. Employee agrees that Participant received a copy of this Award Agreement prior to receiving a formal offer of employment from the foregoing provides Employee with adequate notice of Travelers Group and was given at least three business days to consider the geographic scope of Award Agreement before signing; (b) the restrictions covenant not to compete contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. Minnesota: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in Minnesota, then, if entering into this Agreement in connection with the start of Employee’s employment with the Company, Employee acknowledges that Employee was provided with notice of this Agreement when offered employment and was aware that execution of an agreement with non-solicitation restrictions was a requirement Retirement Rule will not take effect until one year of employment when Employee accepted or a period of six months from the Company’s offer. If entering into this Agreement after date the commencement agreement is signed, whichever is later; and (c) the covenant not to compete contained in the Retirement Rule shall not apply if the Participant earns at or below 400% of employment, Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified to exclude the solicitation or hiring of any employee who provides solely secretarial or clerical servicesfederal poverty level.

Louisiana. If Louisiana law appliesis deemed to be the Employment Jurisdiction, then: then the definition of Territory shall be limited following applies to the parishes and counties Participant: (or their equivalentsa) from the “Restricted Territory” defined in Section 7 of the Agreement is understood to cover the following list so long as parishes, counties, and county equivalents: in Louisiana, the Company continues to carry on business therein: parishes of Acadia, AllenXxxxx, Ascension, Assumption, Avoyelles, BeauregardXxxxxxxxxx, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, Desoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, GrantXxxxx, Iberia, Iberville, JacksonXxxxxxx, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxx, Xxxxxxx, Xxxxxxxxxx, XxxxxxxMadison, XxxxxxxxxMorehouse, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Xxxxxxxxxx, Xxxxxx, Washington, WebsterXxxxxxx, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; and, if for any additional states assigned to me as part of my Territory, the names of the counties (or their and equivalents) that are located outside of Louisiana must also be specified for such state(s) found in Geographic Areas Reference Manual published by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found Census Bureau, also identified on the Census Bureau’s map published at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state stco2003.pdf (summarizing data from xxx.xxxxxx.xxx xxxxxx.xxx), and at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state_and_territory which lists of county and county equivalent names by state are incorporated herein by referencereference as if set forth in full.; and (b) the restrictions in Section 7 shall be limited to the foregoing parishes and counties. Maine: If Maine is deemed to be the Employment Jurisdiction, then the following applies to the Participant: (a) the Participant acknowledges that if the Participant is being initially hired by the Travelers Group that the Participant was notified a non-compete agreement would be required prior to their receiving a formal offer of employment from the Travelers Group and the same are all incorporated herein by reference. Employee agrees that Participant received a copy of this Agreement prior to receiving a formal offer of employment from the foregoing provides Employee with adequate notice of Travelers Group and was given at least three business days to consider the geographic scope of Agreement before signing; (b) the restrictions covenant not to compete contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. Minnesota: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in Minnesota, then, if entering into this Agreement in connection with the start of Employee’s employment with the Company, Employee acknowledges that Employee was provided with notice of this Agreement when offered employment and was aware that execution of an agreement with non-solicitation restrictions was a requirement Retirement Rule will not take effect until one year of employment when Employee accepted or a period of six months from the Company’s offer. If entering into this Agreement after date the commencement agreement is signed, whichever is later; and (c) the covenant not to compete contained in the Retirement Rule shall not apply if the Participant earns at or below 400% of employment, Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified to exclude the solicitation or hiring of any employee who provides solely secretarial or clerical servicesfederal poverty level.

Louisiana. If Louisiana law appliesis deemed to apply, thenthen the following applies to Employee: the definition restriction in Section 5(b) of Territory shall be limited the Agreement is understood to the parishes and counties (or their equivalents) from cover only the following list so long as parishes in Louisiana: the Company continues to carry on business therein: Parishes of Acadia, AllenXxxxx, Ascension, Assumption, Avoyelles, BeauregardXxxxxxxxxx, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, Desoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, JacksonXxxxxxx, Xxxxxxxxx Xxxxx. XxxxxxxxxDavis, XxxxxxxxxJefferson, XxxxxxxxxLafayette, XxXxxxxLafourche, XxxxxxxLaSalle, XxxxxxxxxxLincoln, XxxxxxxLivingston, XxxxxxxxxMadison, Morehouse, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Xxxxxxxxxx, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; , and, if counties (or their equivalents) that are located outside of Louisiana must also be specified by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state (summarizing data from xxx.xxxxxx.xxx and incorporated herein by reference) and the same are all incorporated herein by reference. Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the restrictions contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. Minnesota: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in Minnesota, then, if entering into this Agreement in connection with the start of Employee’s employment with the Company, Employee acknowledges that Employee was provided with notice of this Agreement when offered employment and was aware that execution of an agreement with non-solicitation restrictions was a requirement of employment when Employee accepted the Company’s offer. If entering into this Agreement after the commencement of employment, Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified to exclude the solicitation or hiring of any employee who provides solely secretarial or clerical services.

Louisiana. If Louisiana law applies, then: (a) the definition of Territory “Territory” shall be limited to the parishes and counties (or their equivalents) from specifically include the following list so Louisiana parishes as long as the Company continues to carry on business therein: Acadia, AllenXxxxx, Ascension, Assumption, Avoyelles, BeauregardXxxxxxxxxx, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, DesotoDe Xxxx, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, Jackson, Jefferson, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxxLa Salle, XxxxxxxGeneral, Xxxxxxxxxx, Xxxxxxx, XxxxxxxxxMorehouse, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. TammanyXx. Xxxxxxx, Tangipahoa, Tensas, Terrebonne, Union, XxxxxxxxxxVermilion, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, and Xxxx. The “Territory” shall also specifically include the following Texas counties: Cass, Dallas, Marion, Harris, Harrison, Panola, Shelby, Xxxxxx, Xxxxxx, Xxxxxx, Xxxxxx, and Xxxxxxxxx. The “Territory” shall also specifically include the following Arkansas counties: Miller, Lafayette, Columbia, Union, Ashley and Chicot. The “Territory” shall also specifically include the following Mississippi Counties: Issaquena, Warren, Clairborne, Jefferson, Adams, Wilkinson, Amite, Pike, Xxxxxxxx, Xxxxxx, Pearl River and Xxxxxxx; and(b) the non-solicitation obligations in Paragraphs 5(a), if 5(b), and 5(d) are limited to the parishes and counties identified in this paragraph; and (or their equivalentsc) that are located outside of Louisiana must also be specified by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state (summarizing data from xxx.xxxxxx.xxx and incorporated herein by reference) and the same are all incorporated herein by reference. Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the restrictions obligations contained in the this Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. MinnesotaIf Maine law applies, then: If Employee primarily resides or works (a) the noncompetition obligations in Minnesota during Paragraph 4 will not apply to Employee’s employment with if Employee’s earned wages are at or below 400% of the Companyfederal poverty level (see xxxxx://xxxx.xxx.xxx/2019-poverty-guidelines); and (b) if Employee is paid above this threshold, then for so long as Employee primarily resides or works in MinnesotaParagraph 4 will apply to Employee, then, if entering into this Agreement in connection with but the start obligations will not take effect until after one year of Employee’s employment with UA or a period of six (6) months from the Companydate this Agreement is signed, whichever is later. Additionally, Employee acknowledges represents and agrees that Employee was UA disclosed that the noncompete obligations were required prior to Employee’s offer of employment and provided with notice a copy of this Agreement when offered employment and was aware to Employee three (3) or more days in advance of any requirement to sign. Employee understands that execution UA is relying upon the truth of an agreement with non-solicitation restrictions was a requirement of employment when these representations by Employee accepted the Company’s offer. If in entering into this Agreement after the commencement of employmentnoncompete obligations with Employee, and Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified agrees not to exclude the solicitation assert any claim or hiring of any employee who provides solely secretarial or clerical servicesdefense contrary to these representations.

Louisiana. If Louisiana law appliesis deemed to be the Employment Jurisdiction, then: then the definition of Territory shall be limited following applies to the parishes and counties Participant: (or their equivalentsa) from the “Restricted Territory” defined in Section 9 of the Agreement is understood to cover the following list so long as parishes, counties, and county equivalents: in Louisiana, the Company continues to carry on business therein: parishes of Acadia, AllenXxxxx, Ascension, Assumption, Avoyelles, BeauregardXxxxxxxxxx, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, Desoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, GrantXxxxx, Iberia, Iberville, JacksonXxxxxxx, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxx, Xxxxxxx, Xxxxxxxxxx, XxxxxxxMadison, XxxxxxxxxMorehouse, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Xxxxxxxxxx, Xxxxxx, Washington, WebsterXxxxxxx, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; and, if for any additional states assigned to me as part of my Territory, the names of the counties (or their and equivalents) that are located outside of Louisiana must also be specified for such state(s) found in Geographic Areas Reference Manual published by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found Census Bureau, also identified on the Census Bureau’s map published at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state stco2003.pdf (summarizing data from xxx.xxxxxx.xxx xxxxxx.xxx), and at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state_and_territory which lists of county and county equivalent names by state are incorporated herein by referencereference as if set forth in full.; and (b) the restrictions in Section 9 shall be limited to the foregoing parishes and counties. Maine: If Maine is deemed to be the Employment Jurisdiction, then the following applies to the Participant: (a) the Participant acknowledges that if the Participant is being initially hired by the Travelers Group that the Participant was notified a non-compete agreement would be required prior to their receiving a formal offer of employment from the Travelers Group and the same are all incorporated herein by reference. Employee agrees that Participant received a copy of this Agreement prior to receiving a formal offer of employment from the foregoing provides Employee with adequate notice of Travelers Group and was given at least three business days to consider the geographic scope of Agreement before signing; (b) the restrictions covenant not to compete contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. Minnesota: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in Minnesota, then, if entering into this Agreement in connection with the start of Employee’s employment with the Company, Employee acknowledges that Employee was provided with notice of this Agreement when offered employment and was aware that execution of an agreement with non-solicitation restrictions was a requirement Retirement Rule will not take effect until one year of employment when Employee accepted or a period of six months from the Company’s offer. If entering into this Agreement after date the commencement agreement is signed, whichever is later; and (c) the covenant not to compete contained in the Retirement Rule shall not apply if the Participant earns at or below 400% of employment, Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified to exclude the solicitation or hiring of any employee who provides solely secretarial or clerical servicesfederal poverty level.

Louisiana. If Louisiana law appliesis deemed to apply, then: the definition of Territory shall be limited to the parishes and counties (or their equivalents) from then the following list so long as applies to Participant: (a) the Company continues “Restricted Territory” defined in Section 7 of the Agreement is understood to carry on business thereincover the following parishes in Louisiana and all counties outside Louisiana where Participant had responsibilities for the Company: Acadia, AllenXxxxx, Ascension, Assumption, Avoyelles, BeauregardXxxxxxxxxx, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, DesotoDeSoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, FranklinXxxxxxxx, GrantXxxxx, Iberia, Iberville, JacksonXxxxxxx, Xxxxxxxxx, Xxxxxxxxx Xxxxx. Xxxxxxxxx, XxXxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxx, Xxxxxxx, Xxxxxxxxxx, Xxxxxxx, Xxxxxxxxx, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the The Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, XxxxxxxxxxVermilion, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; andand (b) the restrictions in Section 7(c) (as well as Section 7(b)) shall be limited to the foregoing parishes and counties. Maine: If Maine law is deemed to apply, if counties then the following applies to Participant: (or their equivalentsa) that are located outside of Louisiana must also be specified by name, Employee Participant acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state (summarizing data from xxx.xxxxxx.xxx and incorporated herein by reference) and the same are all incorporated herein by reference. Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the restrictions contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. Minnesota: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in Minnesota, then, if entering into this Agreement in connection with the start of Employee’s employment with the Company, Employee acknowledges that Employee was provided with notice Participant is a new hire Participant received a copy of this Agreement when offered prior to receiving a formal offer of employment from the Company and was aware that execution of an agreement with non-solicitation restrictions was a requirement given at least three business days to consider the Agreement before signing; (b) Section 7(b) will not take effect until one year of employment when Employee accepted or a period of six months from the Company’s offer. If entering into this Agreement after date the commencement of employmentagreement is signed, Employee acknowledges Employee received independent consideration for the covenants in this Agreement whichever is later; and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in (c) Section 2(a7(b) shall be modified to exclude not apply if Participant earns at or below 400% of the solicitation or hiring of any employee who provides solely secretarial or clerical servicesfederal poverty level.

Louisiana. If Louisiana law applies, then: (a) the definition of Territory “Territory” shall be limited to the parishes and counties (or their equivalents) from specifically include the following list so Louisiana parishes as long as the Company continues to carry on business therein: Acadia, AllenXxxxx, Ascension, Assumption, Avoyelles, BeauregardXxxxxxxxxx, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, DesotoDe Xxxx, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, Jackson, Jefferson, Xxxxxxxxx Xxxxx. Xxxxxxxxx, XxxxxxxxxLafayette, XxxxxxxxxLafourche, XxXxxxxLa Salle, XxxxxxxGeneral, Xxxxxxxxxx, XxxxxxxMadison, XxxxxxxxxMorehouse, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, XxxxxxxxxxVermilion, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, and Xxxx. The “Territory” shall also specifically include the following Texas counties: Cass, Dallas, Marion, Harris, Harrison, Panola, Shelby, Sabine, Xxxxxx, Orange, Xxxxxx, and Jefferson. The “Territory” shall also specifically include the following Arkansas counties: Miller, Lafayette, Columbia, Union, Ashley and Chicot. The “Territory” shall also specifically include the following Mississippi Counties: Issaquena, Warren, Clairborne, Jefferson, Adams, Wilkinson, Amite, Pike, Xxxxxxxx, Xxxxxx, Pearl River and Xxxxxxx; and(b) the nonsolicitation obligations in Paragraphs 5(a), if 5(b), and 5(d) are limited to the parishes and counties identified in this paragraph; and (or their equivalentsc) that are located outside of Louisiana must also be specified by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state (summarizing data from xxx.xxxxxx.xxx and incorporated herein by reference) and the same are all incorporated herein by reference. Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the restrictions obligations contained in the this Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. MinnesotaIf Maine law applies, then: If Employee primarily resides or works (a) the noncompetition obligations in Minnesota during Paragraph 4 will not apply to Employee’s employment with if Employee’s earned wages are at or below 400% of the Companyfederal poverty level (see xxxxx://xxxx.xxx.xxx/2019-poverty-guidelines); and (b) if Employee is paid above this threshold, then for so long as Employee primarily resides or works in MinnesotaParagraph 4 will apply to Employee, then, if entering into this Agreement in connection with but the start obligations will not take effect until after one year of Employee’s employment with UA or a period of six (6) months from the Companydate this Agreement is signed, whichever is later. Additionally, Employee acknowledges represents and agrees that Employee was UA disclosed that the noncompete obligations were required prior to Employee’s offer of employment and provided with notice a copy of this Agreement when offered employment and was aware to Employee three (3) or more days in advance of any requirement to sign. Employee understands that execution UA is relying upon the truth of an agreement with non-solicitation restrictions was a requirement of employment when these representations by Employee accepted the Company’s offer. If in entering into this Agreement after the commencement of employmentnoncompete obligations with Employee, and Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified agrees not to exclude the solicitation assert any claim or hiring of any employee who provides solely secretarial or clerical servicesdefense contrary to these representations.

Louisiana. If Louisiana law applies, controls then: the definition The meaning of Territory my “Restricted Area” shall be limited understood to include the parishes (and counties (or their equivalents) from in the following list so long as the Company continues to carry on business therein: Acadia, Allen, Ascension, Assumption, Avoyelles, Beauregard, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, Desoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, Jackson, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxx, Xxxxxxx, Xxxxxxxxxx, Xxxxxxx, Xxxxxxxxx, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Xxxxxxxxxx, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; and, if counties (or their equivalents) in my Restricted Area that are located outside of Louisiana must also be specified by name, Employee acknowledges I acknowledge that the names at issue are those the remaining counties in the United States listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state_and_territory (summarizing data from xxx.xxxxxx.xxx and which list is incorporated herein here by reference). My Customer Non-Solicit covenant shall be limited to the parishes and counties (or their equivalents) and from the same are all incorporated herein by referenceforegoing lists that fall within my Restricted Area. Employee agrees I agree that the foregoing provides Employee me with adequate notice of the geographic scope of the restrictions contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. MinnesotaMaine: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in MinnesotaMaine law controls, then, : I acknowledge that if entering into this Agreement in connection with I am being initially hired by the start of Employee’s employment with the Company, Employee acknowledges Company that Employee was provided with notice I received a copy of this Agreement when offered prior to receiving a formal offer of employment from the Company and was aware that execution of an agreement with non-solicitation restrictions was a requirement given at least three business days to consider the Agreement before signing. My Noncompete covenant will not take effect until after one year of employment when Employee accepted is completed or a period of six months from the Company’s offer. If entering into this Agreement after date the commencement of employmentagreement is signed has transpired, Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified to exclude the solicitation or hiring of any employee who provides solely secretarial or clerical serviceswhichever is later.

Louisiana. If Louisiana law appliescontrols, thenthen the following applies to Employee: the definition meaning of Territory shall be limited Restricted Area is understood to the parishes and counties (or their equivalents) from cover only the following list so long as parishes in Louisiana: the Company continues to carry on business therein: Parishes of Acadia, Allen, Ascension, Assumption, Avoyelles, Beauregard, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, Desoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, JacksonXxxxxxx, Xxxxxxxxx Xxxxx. , Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxx, Xxxxxxx, Xxxxxxxxxx, Xxxxxxx, Xxxxxxxxx, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Xxxxxxxxxx, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; , and, if counties (or their equivalents) that are located outside of Louisiana must also be specified by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state (summarizing data from xxx.xxxxxx.xxx and incorporated herein by reference) and the same are all incorporated herein by reference. Employee’s Customer Non- Solicitation Obligations in Section 5 (b) shall be limited to the parishes and counties (or their equivalents) from the foregoing lists that fall within Employee’s Restricted Area. Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the restrictions contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. Minnesota: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in Minnesota, then, if entering into this Agreement in connection with the start of Employee’s employment with the Company, Employee acknowledges that Employee was provided with notice of this Agreement when offered employment and was aware that execution of an agreement with non-solicitation restrictions was a requirement of employment when Employee accepted the Company’s offer. If entering into this Agreement after the commencement of employment, Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law appliescontrols, then the non-solicitation following applies to Employee: the definition of employees obligations in Section 2(a) shall Covered Employee will be modified to exclude the solicitation or hiring of from its definition any employee who provides solely only secretarial or clerical services.

Louisiana. If Louisiana law appliesapplies to this Agreement, then: (a) the definition of Territory shall be limited to the parishes and counties (or their equivalents) from “Territory” will specifically include the following list so Louisiana parishes as long as the Company UA continues to carry on business therein: Acadia, Allen, Ascension, Assumption, Avoyelles, Beauregard, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, DesotoDe Xxxx, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, Jackson, Jefferson, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxxLa Salle, XxxxxxxGeneral, XxxxxxxxxxLivingston, XxxxxxxMadison, XxxxxxxxxMorehouse, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, XxxxxxxxxxVermilion, XxxxxxVernon, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, and Xxxx. The “Territory” will also specifically include the following Texas counties: Cass, Dallas, Marion, Harris, Harrison, Panola, Shelby, Sabine, Xxxxxx, Xxxxxx, Xxxxxx, and Jefferson. The “Territory” will also specifically include the following Arkansas counties: Miller, Lafayette, Columbia, Union, Ashley and Chicot. The “Territory” will also specifically include the following Mississippi Counties: Issaquena, Warren, Clairborne, Jefferson, Adams, Wilkinson, Amite, Pike, Xxxxxxxx, Xxxxxx, Pearl River and Hancock; and, if counties (or their equivalentsb) that are located outside of Louisiana must also be specified by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state (summarizing data from xxx.xxxxxx.xxx and incorporated herein by referencenonsolicitation obligations in Paragraphs 5(a) and 5(b) are limited to the same are all incorporated herein by reference. parishes and counties identified in this paragraph; and (c) Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the restrictions obligations contained in the this Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. MinnesotaIf Maine law applies to this Agreement, then: If (a) the noncompete obligations in Paragraph 4 will not apply to Employee primarily resides or works in Minnesota during after the Termination Date if Employee’s employment with earned wages are at or below 400% of the Companyfederal poverty level for an individual; and (b) if Employee is paid above this threshold, then for so long as the noncompete obligations in Paragraph 4 will apply to Employee primarily resides or works in Minnesotaafter the Termination Date, then, if entering into this Agreement in connection with but the start obligations will not take effect until after one year of Employee’s employment with UA or a period of six (6) months from the Companydate this Agreement is signed, whichever is later. Additionally, Employee acknowledges represents and agrees that Employee was UA disclosed that the noncompete obligations were required prior to Employee’s offer of employment and provided with notice a copy of this Agreement when offered employment and was aware to Employee three (3) or more days in advance of any requirement to sign. Employee understands that execution UA is relying upon the truth of an agreement with non-solicitation restrictions was a requirement of employment when these representations by Employee accepted the Company’s offer. If in entering into this Agreement after the commencement of employmentnoncompete obligations with Employee, and Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified agrees not to exclude the solicitation assert any claim or hiring of any employee who provides solely secretarial or clerical servicesdefense contrary to these representations.

Louisiana. If Louisiana law appliesis deemed to be the Employment Jurisdiction, then: then the definition of Territory shall be limited following applies to the parishes and counties Participant: (or their equivalentsa) from the “Restricted Territory” defined in Section 9 of the Award Agreement is understood to cover the following list so long as parishes, counties, and county equivalents: in Louisiana, the Company continues to carry on business therein: parishes of Acadia, Allen, Ascension, Assumption, Avoyelles, Beauregard, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, Desoto, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, GrantXxxxx, Iberia, Iberville, JacksonXxxxxxx, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxx, Xxxxxxx, Xxxxxxxxxx, Xxxxxxx, Xxxxxxxxx, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Xxxxxxxxxx, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, Xxxx; and, if for any additional states assigned to the Participant as part of the Participant’s Territory, the names of the counties (or their and equivalents) that are located outside of Louisiana must also be specified for such state(s) found in Geographic Areas Reference Manual published by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found Census Bureau, also identified on the Census Bureau’s map published at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state stco2003.pdf (summarizing data from xxx.xxxxxx.xxx xxxxxx.xxx), and at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state_and_territory which lists of county and county equivalent names by state are incorporated herein by referencereference as if set forth in full.; and (b) the restrictions in Section 9 shall be limited to the foregoing parishes and counties. Maine: If Maine is deemed to be the Employment Jurisdiction, then the following applies to the Participant: (a) the Participant acknowledges that if the Participant is being initially hired by the Travelers Group that the Participant was notified a non-compete agreement would be required prior to their receiving a formal offer of employment from the Travelers Group and the same are all incorporated herein by reference. Employee agrees that Participant received a copy of this Award Agreement prior to receiving a formal offer of employment from the foregoing provides Employee with adequate notice of Travelers Group and was given at least three business days to consider the geographic scope of Award Agreement before signing; (b) the restrictions covenant not to compete contained in the Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. Minnesota: If Employee primarily resides or works in Minnesota during Employee’s employment with the Company, then for so long as Employee primarily resides or works in Minnesota, then, if entering into this Agreement in connection with the start of Employee’s employment with the Company, Employee acknowledges that Employee was provided with notice of this Agreement when offered employment and was aware that execution of an agreement with non-solicitation restrictions was a requirement Retirement Rule will not take effect until one year of employment when Employee accepted or a period of six months from the Company’s offer. If entering into this Agreement after date the commencement agreement is signed, whichever is later; and (c) the covenant not to compete contained in the Retirement Rule shall not apply if the Participant earns at or below 400% of employment, Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified to exclude the solicitation or hiring of any employee who provides solely secretarial or clerical servicesfederal poverty level.

Louisiana. If Louisiana law applies, then: (a) the definition of Territory “Territory” shall be limited to the parishes and counties (or their equivalents) from specifically include the following list so Louisiana parishes as long as the Company continues to carry on business therein: Acadia, AllenXxxxx, Ascension, Assumption, Avoyelles, BeauregardXxxxxxxxxx, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, DesotoDe Xxxx, East Baton Rouge, East Xxxxxxx, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, Jackson, Jefferson, Xxxxxxxxx Xxxxx. Xxxxxxxxx, Xxxxxxxxx, Xxxxxxxxx, XxXxxxxLa Salle, XxxxxxxGeneral, Xxxxxxxxxx, XxxxxxxMadison, XxxxxxxxxMorehouse, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Xxxxxxx, St. Xxxxxxx, St. Xxxxxx, St. Xxxxx, St. Xxxx the Baptist, St. Xxxxxx, St. Xxxxxx, St. Xxxx, St. TammanyXx. Xxxxxxx, Tangipahoa, Tensas, Terrebonne, Union, XxxxxxxxxxVermilion, Xxxxxx, Washington, Webster, West Baton Rouge, West Xxxxxxx, Xxxx Xxxxxxxxx, and Xxxx. The “Territory” shall also specifically include the following Texas counties: Cass, Dallas, Marion, Harris, Harrison, Panola, Shelby, Xxxxxx, Xxxxxx, Xxxxxx, Xxxxxx, and Xxxxxxxxx. The “Territory” shall also specifically include the following Arkansas counties: Miller, Lafayette, Columbia, Union, Ashley and Chicot. The “Territory” shall also specifically include the following Mississippi Counties: Issaquena, Warren, Clairborne, Jefferson, Adams, Wilkinson, Amite, Pike, Xxxxxxxx, Xxxxxx, Pearl River and Xxxxxxx; and(b) the non-solicitation obligations in Paragraphs 5(a), if 5(b), and 5(d) are limited to the parishes and counties identified in this paragraph; and (or their equivalentsc) that are located outside of Louisiana must also be specified by name, Employee acknowledges that the names at issue are those listed by the U. S. Census Bureau for the remainder of the United States found at xxxxx://xx.xxxxxxxxx.xxx/wiki/List_of_counties_by_U.S._state (summarizing data from xxx.xxxxxx.xxx and incorporated herein by reference) and the same are all incorporated herein by reference. Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the restrictions obligations contained in the this Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof. MinnesotaIf Maine law applies, then: If Employee primarily resides or works (a) the noncompetition obligations in Minnesota during Paragraph 4 will not apply to Employee’s employment with if Employee’s earned wages are at or below 400% of the Companyfederal poverty level (see xxxxx://xxxx.xxx.xxx/2019-poverty-guidelines); and (b) if Employee is paid above this threshold, then for so long as Employee primarily resides or works in MinnesotaParagraph 4 will apply to Employee, then, if entering into this Agreement in connection with but the start obligations will not take effect until after one year of Employee’s employment with UA or a period of six (6) months from the Companydate this Agreement is signed, whichever is later. Additionally, Employee acknowledges represents and agrees that Employee was UA disclosed that the noncompete obligations were required prior to Employee’s offer of employment and provided with notice a copy of this Agreement when offered employment and was aware to Employee three (3) or more days in advance of any requirement to sign. Employee understands that execution UA is relying upon the truth of an agreement with non-solicitation restrictions was a requirement of employment when these representations by Employee accepted the Company’s offer. If in entering into this Agreement after the commencement of employmentnoncompete obligations with Employee, and Employee acknowledges Employee received independent consideration for the covenants in this Agreement and was aware that execution of an agreement with non-solicit restrictions was a requirement of employment before Employee accepted the additional consideration. Missouri: If Missouri law applies, then the non-solicitation of employees obligations in Section 2(a) shall be modified agrees not to exclude the solicitation assert any claim or hiring of any employee who provides solely secretarial or clerical servicesdefense contrary to these representations.