Non-Compete Obligations. In the below identified capacities, during Executive’s employment and for a period of twelve (12) months immediately after Executive’s voluntary or involuntary termination, Executive will not (1) engage in any Company Competitive Business within the Company Restricted Geographic Area and (2) will not engage in any Company Competitive Business outside the Company Restricted Geographic Area if such work impacts or influences any Company Competitive Business within the Company Restricted Geographic Area:
(i) in the same or similar capacity or function to that in which Executive worked for the Company,
(ii) in any sales or marketing capacity,
(iii) in any officer, executive or managerial capacity,
(iv) in any business development capacity,
(v) in any ownership capacity (provided, however, Executive may own up to 1% of any class of securities that is listed or admitted to trading on a national securities exchange or in a recognized over-the-counter market), or
(vi) in any other capacity in which Executive’s knowledge of the Confidential Information would facilitate or support Executive’s work for the Company Competitive Business.
Non-Compete Obligations. For purposes of this Section 7 only, the term "the Company" shall include the Company's affiliates. Mr. Xxxxx'x xbligations with respect to competing with the Company and soliciting its employees shall be as follows (the "Non-Compete Obligations"):
7.1. Mr. Xxxxx xhall not render services or advice, whether for compensation or without compensation and whether as an employee, officer, director, principal or otherwise, to any person or organization with respect to any product or service that is competitive with a product or service of the Company in which he was actively engaged during his employment by the Company or of which he has detailed knowledge; or with any planned business in which he had an active part in the planning or of which he has detailed knowledge.
7.2. Mr. Xxxxx xhall not either directly or indirectly as agent or otherwise in any manner solicit, influence or encourage any customer of the Company to take away or to divert or direct its business to himself or to any person or entity by or with which he is employed, associated, affiliated or otherwise related (other than the Company.)
7.3. Mr. Xxxxx xhall not recruit or otherwise solicit or induce any employee of the Company to terminate his or her employment with or otherwise cease his or her relationship with the Company.
7.4. The Non-Compete Obligations apply to the state of Texas and any other state in which the Company and its affiliates taken as a whole receives more than 10% of its annual revenues.
7.5. Mr. Xxxxx'x xbligations under this Section 7 shall continue (a) so long as he is an employee of the Company; and (b) after his employment terminates (whether by reason of the expiration of this Agreement or pursuant to Section 8 (Termination by the Company) or Section 9 (Termination by Mr. Xxxxx)) below, or otherwise) for a period of twelve months; or for the period, if any, during which he is entitled to be paid his Base Payroll Salary, whichever period is longer. Jaxxx X. Xxxxx, Xx. Xmployment Agreement — continued
Non-Compete Obligations. For purposes of this Section 7 only, the term "the Company" shall include the Company's affiliates. Xx. Xxxxxx'x obligations with respect to competing with the Company and soliciting the Company's employees and customers (together the "Non-Compete Obligations") shall be as follows:
7.1. Xx. Xxxxxx shall not render services or advice, whether for compensation or without compensation, and whether as an employee, officer, director, principal, consultant or otherwise, to any person or organization with respect to any product or service that is competitive with a product or service of the Company with which during his employment by the Company Xx. Xxxxxx was actively engaged, or of which he had detailed knowledge; or with any planned business in which he had an active part in the planning or of which he had detailed knowledge.
7.2. Xx. Xxxxxx shall not either directly or indirectly as agent or otherwise in any manner solicit, influence or encourage any customer of the Company to take away or to divert or direct its business to himself or to any person or entity by or with which he is employed, associated, affiliated or otherwise related (other than the Company.)
7.3. Xx. Xxxxxx shall not recruit or otherwise solicit or induce any employee of the Company to terminate his or her employment, or otherwise cease his or her relationship with the Company.
7.4. The Non-Compete Obligations shall continue so long as Xx. Xxxxxx is an employee of the Company. After Xx. Xxxxxx'x employment terminates for any reason, the Non-Compete Obligations —
7.4.1. Shall continue for a period of twelve months or for the period, if any, with respect to which the Company is obligated to pay Xx. Xxxxxx his salary (whether or not payment is in a lump sum) whichever period is longer; and
7.4.2. Shall apply in the State of Texas and in any other state in which the Company received more than 10% of its annual revenues in the calendar year immediately preceding the calendar year in which Xx. Xxxxxx'x employment terminated.
Non-Compete Obligations. The purposes of paragraph 14 and this paragraph 15 are to protect the Company from unfair loss of goodwill and business advantage and to shield Employee from pressure to use or disclose Confidential Information or to trade on the goodwill belonging to the Company. Accordingly, during the Post-Termination Non-Compete Term, Employee shall not engage or participate in any manner, whether directly or indirectly through any family member or as an employee, employer, consultant, agent, principal, partner, shareholder, officer, director, licensor, lender, lessor, or in any other individual or representative capacity, in any business or activity that is in engaged in leasing, acquiring, exploring, developing or producing hydrocarbons and related products within the boundaries of, or within a four mile radius of the boundaries of, any mineral property interest of the Company or its Affiliates (including, without limitation, a mineral lease, overriding royalty interest, production payment, net profits interest, mineral fee interest, or option or right to acquire any of the foregoing, or an area of mutual interest as designated pursuant to contractual agreements between the Company or its Affiliates and any third party) or any other property on which the Company or its Affiliates have an option, right, license, or authority to conduct or direct exploratory activities, such as three dimensional seismic acquisition or other seismic, geophysical and geochemical activities (but not including any preliminary geological mapping), as of the Date of Termination or as of the end of the six-month period following such Date of Termination; provided, however, that this subparagraph shall not preclude Employee from making personal investments in securities of oil and gas companies that are registered on a national stock exchange, if the aggregate amount owned by Employee and all family members and affiliates does not exceed 1% of such company’s outstanding securities.
Non-Compete Obligations. In exchange for Employee’s access to the Company’s Confidential Information, which Employee agrees is good and valuable consideration, the Employee agrees to the following restrictions:
Non-Compete Obligations. In consideration of the payments, benefits and other obligations of the Employer to the Employee pursuant to this Agreement, including, without limitation, the Employer's obligation to provide the Employee with Confidential Information pursuant to Section 7.1 hereof, and in order to protect such Confidential Information and preserve the goodwill of the Related Parties, the Employee hereby covenants and agrees to the following provisions.
Non-Compete Obligations. The purposes of paragraph 15 and this paragraph 16 are to protect the Company from unfair loss of goodwill and business advantage and to shield Employee from pressure to use or disclose Confidential Information or to trade on the goodwill belonging to the Company. Accordingly, during the Post-Termination Non-Compete Term, Employee shall not engage or participate in any manner, whether directly or indirectly through any family member or as an employee, employer, consultant, agent, principal, partner, shareholder, officer, director, licensor, lender, lessor, or in any other individual or representative capacity, in (i) any business or activity that is competitive with the Business or, (ii) in leasing, acquiring, exploring, developing, or producing hydrocarbons and related products in any geographic or market area in which the Company is conducting or has conducted any material amount of oil and gas exploration and production activities as of the Date of Termination or as of the end of the six-month period following such Date of Termination; provided, however, that this subparagraph shall not preclude Employee from making personal investments in securities of oil and gas companies that are registered on a national stock exchange, if the aggregate amount owned by Employee and all family members and affiliates does not exceed 1% of such company’s outstanding securities.
Non-Compete Obligations. During his/her mandate with the Company, the Director, directly or indirectly, either in his/her own name or as employee, agent, director, manager, partner, shareholder, investor or in any other capacity, agrees and undertakes not to:
Non-Compete Obligations. Employee agrees not to compete with the Company and its affiliates in the seismic service industry during employment with the Company. In addition, following termination of employment by the Company without Cause, Employee agrees that she will not compete in the seismic service industry as more specifically set forth in Exhibit A. Furthermore, following termination of employment due to Death/Disability, by the Company with Cause, or Resignation by Employee, upon confirmation by the Company that it intends to pay Employee Severance pursuant to Section 2.3 of this Agreement and, thus, enforce the Employee’s non-compete obligations under this Section, Employee agrees that he will not compete in the seismic service industry as more specifically set forth in Exhibit A. Employee agrees that the restrictions set forth in this paragraph and Exhibit A are intended to protect the legitimate business interests of the Company and its proprietary and confidential information that will provided to Employee during employment. Employee agrees that the time, geographic and scope of activity limitations set forth in Exhibit A are reasonable and necessary to protect the Company’s legitimate business interests. Employee further acknowledges that in the event of Employee’s termination, Employee’s knowledge, experience and capabilities are such that Employee can obtain employment in business activities which are of a different and non-competing nature than those performed in the course of Employee’s employment with the Company.
Non-Compete Obligations. (i) Non-Compete Obligations During Employment Term. Xxxxxxxx agrees that during the Term:
(A) Brookman will not, other than through the Company, engage or participate in any manner, whether directly or indirectly through any family member or as an employee, employer, consultant, agent, principal, partner, more than one percent shareholder, officer, director, licensor, lender, lessor or in any other individual or representative capacity, in any business or activity which is engaged in leasing, acquiring, exploring, producing, gathering or marketing hydrocarbons and related products; provided that the foregoing shall not be deemed to restrain the participation by Xxxxxxxx’x spouse in any capacity set forth above in any business or activity engaged in any such activity and provided further that the Company may, in good faith, take such reasonable action with respect to Xxxxxxxx’x performance of Xxxxxxxx’x duties, responsibilities and authorities as set forth in this Agreement as it deems necessary and appropriate to protect its legitimate business interests with respect to any actual or apparent conflict of interest reasonably arising from or out of the participation by Xxxxxxxx’x spouse in any such competitive business or activity; and
(B) all investments made by Brookman (whether in Xxxxxxxx’x own name or in the name of any family members or other nominees or made by Xxxxxxxx’x controlled affiliates), which relate to the leasing, acquisition, exploration, production, gathering or marketing of hydrocarbons and related products will be made solely through the Company; and Xxxxxxxx will not (directly or indirectly through any family members or other persons), and will not permit any of Xxxxxxxx’x controlled affiliates to: (1) invest or otherwise participate alongside the Company or its direct or indirect subsidiaries in any Business Opportunities, or (2) invest or otherwise participate in any business or activity relating to a Business Opportunity, regardless of whether any of the Company or its direct or indirect subsidiaries ultimately participates in such business or activity, in either case, except through the Company. Notwithstanding the foregoing, nothing in this Section 6 shall be deemed to prohibit Brookman or any family member from owning, or otherwise having an interest in, less than one percent (1%) of any publicly- owned entity or three percent (3%) or less of any private equity fund or similar investment fund that invests in any business or activi...
