Common use of Non-Competition; Non-Solicitation; Confidentiality Clause in Contracts

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period from the Closing Date until the third anniversary of the Closing Date, the Shareholder shall not, and shall cause each of its Affiliates not to, directly or indirectly, own any interest in, manage, operate, control or participate in the ownership, management, operation or control of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in the manufacture, sale, rental, distribution or marketing of any Competing Products in the Territory or the provision of a Competing Service in the Territory (each, a “Restricted Business”); provided, however, that the restrictions contained in this Section 6.9(a) shall not restrict (i) the acquisition by the Shareholder and its Affiliates, directly or indirectly, of less than five percent (5%) in the aggregate of any class or series of the outstanding capital stock or other equity or economic interest of any publicly-traded entity engaged in a Restricted Business or (ii) the acquisition and operation by the Shareholder and its Affiliates of businesses engaged in a Restricted Business so long as (x) the revenues from such Restricted Business constitute less than twenty percent (20%) of the total revenues of any business acquired by the Shareholder and its Affiliates (measured for the four calendar quarters before the execution of the purchase agreement) and (y) the Shareholder and its Affiliates divest such Restricted Business within twelve (12) months of the closing of the acquisition. Notwithstanding the foregoing, and for the avoidance of doubt, the Parties hereby agree that to the extent Shareholder or its Affiliates, as applicable, engages in the activities set forth on Schedule 6.9(a), it shall not be deemed a violation of this Section 6.9(a).

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period of five (5) years from the Closing Date until the third anniversary of and after the Closing Date, the Shareholder Sellers shall not, and shall cause each of its Sellers’ Affiliates not to, and shall not use any Confidential Information to, without the advance, express written consent of Buyer, directly or indirectly, own any interest inown, establish, manage, engage in, operate, control control, work for, consult with, render services for, do business with, maintain any interest in (proprietary, financial or otherwise) or participate in the ownership, establishment, management, operation or control of of, any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in wealth management, insurance, or retirement planning services, record keeping and administration services related to retirement planning services, brokerage, or investment advisor activities or that otherwise competes with, or is likely to compete with, the manufacturebusiness of each of the Company and the Subsidiaries or any of their respective Affiliates as conducted as of the Closing Date, sale, rental, distribution or marketing of any Competing Products and as it could reasonably be expected to be conducted in the Territory or the provision of a Competing Service in the Territory future (each, a “Restricted Business”)) anywhere in the United States of America; provided, however, that the restrictions contained in this Section 6.9(a6.10(a) shall not restrict (i) the acquisition by the Shareholder and its AffiliatesSellers, directly or indirectly, of less than five percent (5%) in the aggregate of any class or series 2% of the outstanding capital stock or other equity or economic interest of any publicly-publicly traded entity company engaged in a Restricted Business. Notwithstanding the foregoing, a Seller shall not be in violation of this Section 6.10(a): (i) simply by virtue of Seller’s status as a shareholder, partner, director, officer, employee or representative of Honkamp Xxxxxxx, so long as Honkamp Xxxxxxx does not participate in a Restricted Business or (ii) the acquisition and operation by the Shareholder and its Affiliates of businesses engaged engaging in any business that is not a Restricted Business so long as (x) the revenues from such Restricted Business constitute less than twenty percent (20%) of the total revenues of any business acquired by the Shareholder and its Affiliates (measured for the four calendar quarters before the execution of the purchase agreement) and (y) the Shareholder and its Affiliates divest such Restricted Business within twelve (12) months of the closing of the acquisition. Notwithstanding the foregoing, and for the avoidance of doubt, the Parties hereby agree that to the extent Shareholder or its Affiliates, as applicable, engages in the activities set forth on Schedule 6.9(a), it shall not be deemed a violation of this Section 6.9(a)Business.

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period from the Closing Date until the third (3rd) anniversary of the Closing Date, the Shareholder shall not, and shall cause each of its Affiliates not to, directly or indirectly, own any interest in, manage, operate, control or participate in the ownership, management, operation or control of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in the manufacture, sale, rental, distribution or marketing of any Competing Products in the Territory or the provision of a Competing Service in the Territory (each, a “Restricted Business”); provided, however, that the restrictions contained in this Section 6.9(a) 7.6 shall not restrict (i) the acquisition by the Shareholder and its Affiliates, directly or indirectly, of less than five percent (5%) in the aggregate of any class or series of the outstanding capital stock or other equity or economic interest of any publicly-publicly traded entity company engaged in a Restricted Business or (ii) the acquisition and operation by the Shareholder and its Affiliates of businesses engaged in a Restricted Business so long as (x) the revenues from such Restricted Business constitute less than twenty ten (10) percent (20%) of the total revenues of any business acquired by the Shareholder and its Affiliates (measured for the four calendar quarters before prior to the execution of the purchase agreement) and (y) the Shareholder and its Affiliates divest such Restricted Business within twelve (12) months of the closing of the acquisition. Notwithstanding the foregoing, and for the avoidance of doubt, the Parties hereby agree that to the extent Shareholder or its Affiliates, as applicable, engages in the activities set forth on Schedule 6.9(a), it shall not be deemed a violation of this Section 6.9(a).

Non-Competition; Non-Solicitation; Confidentiality. (a) (i) For a period from the Closing Date until the third fifth anniversary of the Closing DateDate (the “Restricted Period”), the Shareholder Seller shall not, not and shall cause each of its Affiliates not to, to directly or indirectly, own any interest inown, manage, operate, control or participate in the ownership, management, operation or control of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in the manufacture, sale, rentalproduction, distribution or marketing sale of any Competing Products in the Territory or the provision of a Competing Service in the Territory fluff pulp (each, a “Restricted Business”); provided, however, that the restrictions contained in this Section 6.9(a7.7(a) shall not restrict (iA) the acquisition acquisition, in one or more transactions, by the Shareholder and Seller or its Affiliates, directly or indirectly, of less than five percent (5%) in the aggregate of any class or series % of the outstanding capital stock or other equity or economic interest of any publicly-publicly traded entity company engaged in a Restricted Business or (iiB) the acquisition and operation acquisition, by merger, stock or asset purchase or otherwise, by Seller or its Affiliates, directly or indirectly, of a business or businesses, in the Shareholder and its Affiliates of businesses aggregate, whether in corporate, proprietorship or partnership form or otherwise, engaged in a the Restricted Business so long as if such business (x1) the derives no more than 7% of its consolidated revenues or net income from such Restricted Business constitute less than twenty percent on an annual basis and (20%2) has a market share (as determined by Resource Information Systems, Inc.) of the total revenues of any business acquired by the Shareholder and its Affiliates (measured for the four calendar quarters before the execution no more than 10% of the purchase agreement) fluff pulp market. The parties hereto specifically acknowledge and (y) agree that the Shareholder and its Affiliates divest such Restricted Business within twelve (12) months remedy at law for any breach of the closing foregoing will be inadequate and that Purchaser, in addition to any other relief available to it, shall be entitled to temporary and permanent injunctive relief without the necessity of the acquisition. Notwithstanding the foregoing, and for the avoidance of doubt, the Parties hereby agree that to the extent Shareholder proving actual damage or its Affiliates, as applicable, engages in the activities set forth on Schedule 6.9(a), it shall not be deemed a violation of this Section 6.9(a)posting any bond whatsoever.

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period of five (5) years from the Closing Date until the third anniversary of and after the Closing Date, the Shareholder Seller shall not, and shall cause each of its Seller’s Affiliates not to, without the express written consent of Purchaser, directly or indirectly, own any interest inown, establish, manage, engage in, operate, control control, work for, consult with, render services for, do business with, provide financing for, maintain any interest in (proprietary, financial or otherwise), or participate in the ownership, establishment, management, operation operation, or control of, any business (other than Purchaser or any of any businessPurchaser’s Affiliates, including the Company), whether in corporate, proprietorship or partnership form or otherwise, engaged in the manufacturein, saleor preparing to engage in, rental, distribution or marketing of any Competing Products in the Territory or the provision of a Competing Service in the Territory Business (each, a “Restricted Business”)) anywhere in the world; provided, however, that the restrictions contained in this Section 6.9(a6.1(a) shall not restrict (i) Seller’s compliance with the acquisition by terms of the Shareholder License Agreement, subject to the terms thereof, or (ii) Seller from developing, marketing and/or selling products for video editing and its Affiliatesstreaming products that are not materially similar to the current Restricted Business or the ManyCam communications products, or (iii) Seller from directly or indirectly, of less indirectly acquiring or holding not more than five two percent (52%) in the aggregate of any class securities in a Person directly or series of the outstanding capital stock indirectly carrying on, engaging in, participating in or having a financial or other equity or economic interest of any publicly-traded entity engaged in a Restricted Business or (ii) Business, which shares are listed on a recognized national securities exchange, and which shares confer in the acquisition and operation by the Shareholder and its Affiliates of businesses engaged in a Restricted Business so long as (x) the revenues from such Restricted Business constitute less aggregate not more than twenty two percent (202%) of the total revenues of any business acquired by the Shareholder and its Affiliates (measured for the four calendar quarters before the execution votes which would normally be cast at a general meeting of the purchase agreement) and (y) the Shareholder and its Affiliates divest securityholders of such Restricted Business within twelve (12) months of the closing of the acquisition. Notwithstanding the foregoing, and for the avoidance of doubt, the Parties hereby agree that to the extent Shareholder or its Affiliates, as applicable, engages in the activities set forth on Schedule 6.9(a), it shall not be deemed a violation of this Section 6.9(a)Person.

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period from the Closing Date until the third (3rd) anniversary of the Closing Date, the Shareholder Sellers shall not, not and shall cause each of its their Affiliates not to, directly or indirectly, own any interest inown, manage, operate, control or participate in the ownership, management, operation or control Control of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in activities and operations involving the manufacturedevelopment, saleformulation, rentaltesting, distribution technical service, production, manufacturing, marketing, selling or marketing trading of any Competing Products polyethylene, polypropylene, ethylene, propylene, expandable polystyrene, and cyclohexane in North America or that otherwise competes with the Territory or the provision of a Competing Service in the Territory Business (each, a “Restricted Business”); provided, however, that the restrictions contained in this Section 6.9(a6.17(a) shall not restrict (i) the acquisition by the Shareholder and its AffiliatesSellers, directly or indirectly, of less than five two percent (52%) in the aggregate of any class or series of the outstanding capital stock or other equity or economic interest of any publicly-publicly traded entity company engaged in a Restricted Business or Business, (ii) the acquisition and operation by the Shareholder and Sellers of an interest in another Person (or its Affiliates of businesses successor) engaged in a Restricted Business so long as (x) the revenues from Business, if such Restricted Business constitute generates less than twenty percent 25% of such Person’s (20%or its successor’s) aggregate revenues, or to the extent such Restricted Business generates in excess of 25% of such Person’s (or its successor’s) aggregate revenues, if the Sellers cause the acquired Person (or its successor) to divest itself (i.e., sale to an unaffiliated third party) of the total revenues Restricted Business as soon as is reasonably practicable, but in any event not later than one (1) year, after such acquisition is consummated, (iii) activities necessary to permit the performance of any business acquired Commercial Agreement, or (iv) the continued operation by the Shareholder and its Affiliates (measured for the four calendar quarters before the execution Sellers of the purchase agreement) and (y) the Shareholder and its Affiliates divest such Restricted Business within twelve (12) months of the closing of the acquisition. Notwithstanding the foregoing, and for the avoidance of doubt, the Parties hereby agree that to the extent Shareholder or its Affiliates, as applicable, engages in the activities set forth on Schedule 6.9(a), it shall not be deemed a violation of this Section 6.9(a)Excluded Businesses.