Common use of Non Competition Non Solicitation Confidential Information Clause in Contracts

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, and directed to the Comerica’s Chief Legal Officer. Any exception will be at Comerica’s sole discretion.