Non-Competition and Non solicitation You agree that while the Company employs you and for a period of 12 months after your employment ends for any reason, you will not directly or indirectly (whether as an owner, partner, officer, employee, director, investor, lender, consultant, independent contractor or otherwise) do any of the following:
Non-Competition and Non. INTERFERENCE ------------------------------------
Non-Competition and Non. DISCLOSURE; EXECUTIVE COOPERATION; NON-DISPARAGEMENT.
Non-Competition and Non. INTERFERENCE
Non-Competition and Non. Interference ------------------------------------
8.1 Non-Competition: Executive may advise, lend money, manage, control, --------------- trade, sell, lease, license or otherwise own technology in any private ------- company, however, Executive's ownership interest may not directly or ------- ------- indirectly exceed 20% of the total issued and outstanding shares of any one company whether said company is or is not in direct competition with the Company. Executive shall be permitted to own up to 5% of the issued and outstanding shares of capital stock of any corporation which has a class of equity securities registered under Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended.
Non-Competition and Non. Solicitation of Customers, Clients and Participants. Participant agrees that during the time that Participant is a Service Provider and for a period of one (1) year after termination of Participant’s status as a Service Provider (the “Restricted Period”), regardless of whether the termination occurs with or without cause and regardless of who terminates this Agreement, Participant will not directly or indirectly, as an employee, officer, director, shareholder, proprietor, agent, partner, recruiter, consultant, independent contractor or in any other individual or representative capacity engage in any of the Restricted Activities.
Non-Competition and Non. Solicitation
Non-Competition and Non. Solicitation You hereby agree that during the Consulting Period, you will not, without first obtaining the Company's prior written approval, directly or indirectly engage or prepare to engage in any activities in competition with the Company or accept employment, provide services to, or establish a business relationship with a business or individual engaged in or preparing to engage in competition with the Company. You are free to engage in other work or business activities during the Consulting Period so long as they are not competitive with the Company. For purposes of this paragraph, the holding of less than one percent (1%) of the outstanding voting securities of any firm or business organization in competition with the Company shall not constitute activities or services precluded by this paragraph. You also agree that through the end of the Consulting Period and for one (1) year thereafter, you will not, either directly or through others, solicit or attempt to solicit any employee or other personnel of the Company to terminate his or her relationship with the Company or to become an employee, consultant or independent contractor to or for any other person or entity. Further, you agree not to disparage the Company in any manner likely to be harmful to the Company's business reputation, or the personal or business reputation of the Company's directors, shareholders or employees. You agree that the Consulting Fees adequately compensate you for the restrictions in this paragraph.
Non-Competition and Non. Disclosure; Executive Cooperation; Non-Disparagement.
Non-Competition and Non. SOLICITATION ------------------------------------
(a) Covenant Not to Compete. Vitro and its Subsidiaries, including ----------------------- but not limited to Seller (collectively, the "Non-Compete Parties"), hereby ------------------- agree that for a period of five (5) years from and after the Closing Date (the "Non-Compete Period"), no Non-Compete Party shall, and Vitro and Seller ------------------ shall not cause or permit any Non-Compete Party to
(i) engage, directly or indirectly, in the Restricted Business in the Restricted Territory, or
(ii) advise, consult with or assist (whether or not for consideration) in any way with respect or pertaining to the Restricted Business, or provide financial resources (except for payments made by a Non-Compete Party pursuant solely to good faith arm's length transactions entered into by such Non-Compete Party in the Ordinary Course of Business with a third party for the purchase of goods or services required by such Non-Compete Party in connection with the operation of its business) in connection with the Restricted Business, to any Person engaged, directly or indirectly, in the Restricted Business in the Restricted Territory, in each case, through (x) any entity or as a Principal or (y) any other means or in any other capacity or position, which means, capacity or position (including those listed in (x) above) gives any Non-Compete Party a Controlling Interest in another Person engaged in the Restricted Business in the Restricted Territory.
(b) Any proposed Investment in Seller or any Subsidiary of Seller by a PVB Competitor during the Non-Compete Period shall be subject to Buyer's prior written consent, which will not be unreasonably withheld. The ownership or control by any PVB Competitor of up to five percent (5%) of the outstanding voting securities or any other class of securities of Seller or any Subsidiary of Seller which are listed on a national securities exchange or over-the-counter market shall not be deemed a violation of this Section 5.9(b).
(c) Notwithstanding the foregoing, nothing in Section 5.9(a) shall -------------- limit or restrict the ability of any Non-Compete Party to continue to engage in any business (other than the Restricted Business) in which it is currently engaged, including, without limitation, the production, manufacture, distribution, installation or sale of any flat glass, glassware and glass container products, in which PVB Sheet is used. Further, the ownership or control by a...
