Non Competition Non Solicitation Confidential Information. In addition to what may otherwise be provided in the Participants’ Employment agreement with the Company or any subsidiary of the Company, the Participant, in consideration of the grant of Options to him or her under the Equity Incentive Plan, undertakes that he or she shall not during the Participant’s Employment and for the 12 month period following the termination of the Participant’s Employment compete by doing or permitting any of the following without the prior written consent of the Company in countries where the Company has a business presence, and acknowledges and agrees that a violation of this restrictive covenant will entitle the Company to terminate all his or her rights under the Equity Incentive Plan and/or any outstanding grant:
(i) become an employee, director, or independent contractor of, or a consultant to, or perform any services for or on behalf of, any Person engaging in any business activity that competes with the business of the Company or any subsidiary of the Company at such time;
(ii) solicit (including any communication of any kind, regardless of by whom it is initiated) or hire or attempt to solicit or hire (x) any customer or supplier of the Company or any subsidiary of the Company in connection with any business activity that then competes with the Company or any subsidiary of the Company or to terminate or alter in a manner adverse to the Company or its Affiliates such customer’s or supplier’s relationship with the Company or its Affiliates, or (y) any Employee or individual who was an Employee within the six-month period immediately prior thereto to terminate or otherwise alter his or her Employment, provided that Participant’s employer’s or business organisation’s conducting general advertising for employees shall not in and of itself be a violation of this clause (ii); or
(iii) at any time during or following Employment, disclose or use any Confidential Information other than for the benefit of the Company and its Affiliates, except as required by legal process (provided that if the Participant receives legal process with regard to disclosure of such Confidential Information, he or she shall promptly notify the Company and cooperate with the Group in seeking a protective order with respect to such Confidential Information).
Non Competition Non Solicitation Confidential Information. If at any time during the period commencing on Executive’s employment termination date and ending twelve (12) months later, Executive accepts other employment or a professional relationship with a competitor of the Company (defined as either (i) another company primarily engaged in retail sales of products for the home or (ii) any retailer with retail products for the home sales in excess of one hundred million dollars ($100,000,000) annually), or if Executive breaches Executive’s remaining obligations to the Company (e.g., the duty to protect confidential information and intellectual property and the duties not to solicit under the Company’s Corporate Code of Conduct), then the Company’s obligations under this Section 3 will cease such that Executive will not be entitled to any further payments or benefits under this Section 3 and the Company may seek injunctive relief against Executive as specified in Section 8(b) hereof.
Non Competition Non Solicitation Confidential Information. In --------------------------------------------------------- consideration of Xxxxxx entering into this Agreement and agreeing to make payments to Executive pursuant hereto, such payments to which Executive is otherwise not entitled to receive, Executive covenants and agrees that from the date of execution of this Agreement and up through the end of the thirty-six (36) month payment term described in Paragraph 1, he shall not 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 one percent (1%) or less in the stock of a publicly traded company):
(a) become employed by, participate in, or become connected in any manner with the ownership, management, operation or control of any bank, savings and loan or other similar financial institution which provides banking or other financial services within thirty (30) miles of any office now or in the future maintained by Xxxxxx; or
(b) participate in any way in hiring or otherwise engaging, or assisting any other person or entity in hiring or otherwise engaging, on a temporary, parttime, or permanent basis, any individual who was employed by Xxxxxx during the three (3) year period immediately prior to Executive's Retirement Date. Notwithstanding any other provisions of this Agreement to the contrary, the terms of this subparagraph (b) shall not be limited to the thirty-six (36) month restriction set forth above; or
(c) assist, advise, or serve in any capacity, representative or otherwise, any third party in any action against Xxxxxx or transaction involving Xxxxxx. Notwithstanding any other provisions of this Agreement to the contrary, the terms of this subparagraph (c) shall not be limited to the thirty-six (36) month restriction set forth above; or
(d) divulge, disclose, or communicate to others in any manner whatsoever, any confidential information of Xxxxxx, including, but not limited to, the names and addresses of customers of Xxxxxx, as they may have existed from time to time or of any of Xxxxxx' prospective customers, work performed or services rendered for any customer, any method and/or procedures relating to projects or other work developed by or for Hams, information relating to audits, strategic planning, acquisition strategies, employment information, and all other similar information. The restrictions...
Non Competition Non Solicitation Confidential Information. During the Transition Period and for the period ending two (2) years after the Separation Date, Executive agrees that he shall not, directly or indirectly, for his own account or in conjunction with any other person or entity, whether as an employee, shareholder, partner, investor, principal, agent, representative, proprietor, consultant, or in any other capacity, do any of the following:
a. Enter into or engage in any business in competition with the businesses conducted by Comerica in the states of Michigan, California, Texas, Arizona or Florida. For purposes of this Section 9a, Executive shall be “in competition with Comerica” if (1) Executive accepts employment or serves as an agent, employee, director or consultant to, a competitor of Comerica, or (2) Executive acquires or has an interest (direct or indirect) in any firm, corporation, partnership or other entity engaged in a business that is competitive with Comerica. The mere ownership of less than 1% debt and/or equity interest in a competing company whose stock is publicly held shall not be considered as having a prohibited interest in a competitor, and neither shall the mere ownership of less than 5% debt and/or equity interest in a competing company whose stock is not publicly held. For purposes of this Section 9a. any commercial bank, savings and loan association, securities broker or dealer, or other business or financial institution that offers any major service offered by Comerica as of the Separation Date , and which conducts business in Michigan, California, Texas, Arizona or Florida shall be deemed a competitor;
b. Request or advise any individual or company that is a customer of Comerica to withdraw, curtail, or cancel any such customer’s actual or prospective business with Comerica;
c. Solicit, induce or attempt to induce any customers of Comerica with whom Executive had professional contact or with respect to whom he was privy to any information during the two (2) year period prior to the Separation Date to patronize any business that is competitive with Comerica; and
d. Solicit or induce or attempt to solicit or induce any employee, agent or consultant of Comerica to terminate his or her employment, representation, or other relationship with Comerica. During the two-year period following the Separation Date as provided in this Section, Executive may request an exception to this non-compete provision. The request must be made in writing, describe the scope and nature of the engagement, ...
Non Competition Non Solicitation Confidential Information. In consideration of the grant of the Restricted Stock, Employee agrees to the restrictive covenants set forth in this Section 5.
Non Competition Non Solicitation Confidential Information. In addition to what may otherwise be provided in the Participants’ Employment agreement with the Company or any subsidiary of the Company, the Participant, in consideration of the grant of Share Awards to him or her under the Equity Incentive Plan, undertakes that he or she shall not during the Participant’s Employment and for the 12 month period following the termination of the Participant’s Employment compete by doing or permitting any of the following without the prior written consent of the Company in countries where the Company has a business presence, and acknowledges and agrees that a violation of this restrictive covenant will entitle the Company to terminate all his or her rights under the Equity Incentive Plan and/or any outstanding grant:
Non Competition Non Solicitation Confidential Information. (a) In consideration of the benefits provided under this Agreement upon Executive’s Termination of Employment, Executive agrees that for a period of one year after Executive’s Termination of Employment, Executive will not compete against the Company or any Employer within the Controlled Group in any Energizer Business. For purposes of this Agreement, “Energizer Business” shall mean any of the following business activities: all aspects of manufacturing, marketing, distributing, consulting with regard to, and/or operating a facility for the manufacturing, processing, marketing, or distribution of batteries, lighting products, rechargeable batteries, and related battery and lighting products. For purposes of this Agreement, to “compete” means to accept or begin employment with, advise, finance, own (partially or in whole), consult with, or accept an assignment through an employer with any third party worldwide in a position involving or relating to an Energizer Business. This subparagraph, however, does not preclude Executive from buying or selling shares of stock in any company that is publicly listed and traded in any stock exchange or over-the-counter market.
Non Competition Non Solicitation Confidential Information. Executive acknowledges that the development of personal contacts and relationships is an essential element of the Company’s and the Bank’s business, that the Company and the Bank have invested considerable time and money in development of such contacts and relationships, that the Company and the Bank could suffer irreparable harm if he were to leave the Company’s employment and solicit the business of customers of the Company or the Bank and that it is reasonable to protect the Company and the Bank against competitive activities by the Executive. Executive covenants and agrees, in recognition of the foregoing and in consideration of the mutual promises contained herein, that in the event of a termination of his employment with the Company, Executive shall not accept employment with any Significant Competitor of the Company for a period of eighteen (18) months following such termination. For purposes of this Agreement, the term “Significant Competitor” means any financial institution including, but not limited to, any trust company, bank, savings and loan association, credit union, or mortgage company which, at the time of termination of Executive’s employment with the Company or during the period of this covenant not to compete, has a home, branch or other office within a 25-mile radius of any office operated or maintained by the Company or the Bank (the “Territory”). Executive agrees that during the term of his employment with the Company, and for a term of eighteen (18) months thereafter, he will not, directly or indirectly, within the Territory, on behalf of himself or on behalf of any other individual or entity, as an agent or otherwise contact, influence or encourage any of the customers of the Company or the Bank, of which Executive has knowledge or based on his capacity of employment for the Company or the Bank should reasonably have had knowledge, for the purpose of soliciting business or inducing such customer to acquire any product or service that is provided by the Company or the Bank from any entity other than the Company or the Bank. Executive agrees that during the term of his employment with the Company, and for a period of eighteen (18) months thereafter, he will not, directly or indirectly, encourage, induce, or entice any employee of the Company or the Bank to leave the employment of the Company or the Bank. Executive agrees that the non-competition and non solicitation provisions set forth herein are necessary for the protection of the C...
Non Competition Non Solicitation Confidential Information. In addition to what may otherwise be provided in the Participants’ Employment agreement with the Company or any subsidiary of the Company, the Participant, in consideration of the grant of Options to him or her under the ESO Plan 2016, undertakes that he or she shall not during the Participant’s Employment and for the 12 month period following the termination of the Participant’s Employment compete by doing or permitting any of the following without the prior written consent of the Company in countries where the Company has a business presence, and acknowledges and agrees that a violation of this restrictive covenant will entitle the Company to terminate all his or her rights under the ESO Plan 2016 and/or any outstanding grant:
Non Competition Non Solicitation Confidential Information. In consideration of the grant of the Performance Award, Executive agrees to the restrictive covenants set forth in this Section 8.
