Non-Competition Restrictions. (a) Executive hereby agrees that in order to protect the Company’s Secret and Confidential Information, it is necessary to enter into the following restrictive covenant, which is ancillary to the enforceable promise between the Company and Executive in Sections 11 through 15 of this Agreement. Executive hereby covenants and agrees that for the Employment Period, and (i) for a period of two (2) years following the Termination Date for Retirement or any other reason other than (A) by the Executive for Good Reason or (B) by the Company other than for Cause, or (ii) for a period of six (6) months following the Termination Date for a termination (A) by the Executive for Good Reason or (B) by the Company for a reason other than Cause unless such termination is within 12 months following a Change of Control (in which case the following restrictions shall not apply), Executive will not, directly or indirectly for Executive or for others (as a principal, agent, owner, employee, consultant or otherwise), in any county in the United States, or in any province in Canada, or otherwise within one hundred fifty (150) miles of where the Company or any of its subsidiaries or affiliates are conducting any business as of the date of termination of Executive’s employment relationship or have conducted any business 12 months prior to the date of such termination (the “Territory”), including, but not limited to, the business of operating oil and gas pulling units or workover rigs, of completing or servicing, maintaining, or repairing oil and gas wxxxx, removing, transporting, or disposing of liquid waste as produced therefrom, or of pressure pumping, rental and fishing tools or contract drilling:
(1) engage in any business competitive with the business conducted by the Company or its affiliates or subsidiaries;
(2) render advice or services to, or otherwise assist, any other person, association, or entity who is engaged, directly or indirectly, in any business competitive with the business conducted by the Company or its affiliates or subsidiaries;
(3) solicit business, or attempt to solicit business within the Territory, in products or services competitive with any products or services sold (or offered for sale) by the Company or any Affiliate, from the Company’s or Affiliate’s customers or prospective customers, or those individuals or entities with whom the Company or Affiliate did any business during the two-year period ending on the Termination Date; or
(4) testify as an e...
Non-Competition Restrictions. During the Non-Competition Period (as defined below), Employee will not, anywhere in the Territory (as defined below), directly or indirectly, alone or as principal, agent, employee, officer, director, trustee, employer, consultant, investor or partner, enter the employ of, or render services to, or own any stock or any other ownership interest in, or make any financial investment in, any person, business or entity which is a Competitor (as defined below) to Unitek and/or it Affilaites; provided, however, that the ownership of not more than two percent (2%) of the outstanding securities of any class of securities listed on a national exchange or inter-dealer quotation system shall not constitute a violation of this Section 9(b). For purposes of this Agreement, a business or entity shall be considered a “Competitor” as of any point in time during the Non-Competition Period if it engages in the business of providing outsourced services to the telecommunications, satellite, broadband cable, cellular/wireless tower, utility, power, management services, government, security or home services industries, or that otherwise competes with Unitek or any of its Affiliates within the Territory (the “Business”). For purposes of this Agreement, the “Non-Competition Period” shall mean the period commencing on the Effective Date and ending twenty-four (24) months after the date Employee’s employment is terminated. For purposes of this Agreement, “Territory” means anywhere in the United States of America and Canada.
Non-Competition Restrictions. During the Employee’s employment with the Company and for a period of twelve (12) months after the Employee’s Date of Termination (the “Restricted Period”), whether such termination is pursuant to this Agreement or otherwise, Employee shall not, directly or indirectly, either alone or in conjunction with any person, firm, association, company, corporation or other entity, anywhere within the Territory (as defined below), own, manage, operate, or participate in the ownership, management, operation, or control of, or be employed by or provide services to, any person, business or entity which competes with the Company’s Business (as defined below) where the Employee would have responsibilities that are entirely or substantially similar to the responsibilities the Employee had at any time during the last twelve (12) months of the Employee’s employment with the Company or in which the Employee would have responsibility for or access to confidential information that is similar to or relevant to that Proprietary Information which the Employee had access to during the last twelve (12) months of the Employee’s employment with the Company. Notwithstanding anything to the contrary, nothing in this Section 9(a) prohibits the Employee from being a passive owner of not more than five percent (5%) of the outstanding stock of any class of a corporation which is publicly traded, so long as the Employee has no active participation in the business of such corporation.
Non-Competition Restrictions. 18.1. The Employee shall not at any time during the Employment and in any case or for a period of six (6) months from the date of termination of the Employment (the “Termination Date”), do or permit any of the following without the prior written consent of the Company, that is, either solely or jointly with or on behalf of any person directly or indirectly carry on or be engaged or interested in the business of tech start up (the “Business”) in Singapore and Malaysia directly or indirectly competing with the Company.
18.2. In the event that this Agreement is terminated for whatever reason, the Employee shall not from the Termination Date to the date falling six (6) months thereafter:
18.2.1. interfere with any business relationship between the Company and any other person; or
18.2.2. cause or permit any person or company directly or indirectly under his control to do any of the forgoing acts or things; without the prior written consent of the Company. Ohmyhome Pte. Ltd | 10 Xxxxxx 0 Toa Payoh #00-00, Xxxxx X, Xxxxxxx Xxxxxx, Singapore 319579 | License No. L3010739Z | +00 0000 0000 | wxx.xxx.xx
18.3. The Employee shall not at any time during the Employment and in any case or for a period of six (6) months from the Termination Date do or permit any of the following without the prior written consent of the Company:
18.3.1. solicit the custom of any person in Singapore and Malaysia who is or has been at any time prior to the execution of this Agreement a client of the Company for the purpose of offering to such client goods or services similar to or competing with those of the Business of the Company;
18.3.2. solicit or entice away or endeavor to solicit or entice away any director or employee of the Company;
18.3.3. otherwise divert or attempt to divert from the Company any business whatsoever; or
18.3.4. cause or permit any person or company directly or indirectly under his control to do any of the forgoing acts or things.
18.4. The Company and the Employee recognise that the laws and public policies of Singapore and their interpretation may be uncertain as to the validity and enforceability of certain of the provisions contained in this Clause 19. It is the intention of the Company and the Employee that the provisions of this Clause 19 shall be enforced to the fullest extent permissible, and that the unenforceability (or the modification to conform with such laws or public policies) of any provision hereof shall not render unenforceable or impair the remain...
Non-Competition Restrictions. During the period of Executive’s employment and for one year thereafter, Executive shall not, directly or indirectly, without the prior written consent of the Company, engage in, become financially interested in, be employed by, render any consultation or business advice with respect to, or have any connection with, any business engaged in the research, development, testing, design, manufacture, sale, lease, marketing, utilization or exploitation of any products or services which are designed for the same purpose as, are similar to, or are otherwise competitive with, products or services of the Company or any of its subsidiaries, in any geographic area where, during the period of his employment with the Company or any subsidiary or at the time of the termination of his employment or other service with the Company and its subsidiaries, as the case may be, the business of the Company or any of its subsidiaries was being conducted or was proposed to be conducted in any manner whatsoever; provided, however, that Executive’s mere purchase or holding, for investment purposes, of securities representing less than 3% of the outstanding value or voting interest of a publicly traded company shall not be deemed to be a violation of the provisions of this paragraph.
Non-Competition Restrictions. During the Non-Competition Period (as defined below), the Executive will not, anywhere in the Territory (as defined below), directly or indirectly, alone or as principal, agent, employee, officer, director, trustee, employer, consultant, investor or partner, enter the employ of, or render services to, or own any stock or any other ownership interest in, or make any financial investment in, any person, business or entity which is Competitive with the Company (as defined below); provided, however, that the ownership of not more than five percent (5%) of the outstanding securities of any class of securities listed on a national exchange or inter-dealer quotation system shall not constitute a violation of this Section 8(b). For purposes of this Agreement, a business or entity shall be considered “Competitive with the Company” as of any point in time during the Non-Competition Period if it engages in the manufacture and supply of fabricated metal components and subassemblies or any other business conducted or engaged in, or which the Company is considering whether to engage in, as of the date of termination of the Executive’s employment with the Company (the “Business”). For purposes of this Agreement, the “Non-Competition Period” shall mean the period commencing on the Effective Date and ending three (3) years after the date the Executive’s employment is terminated, whether such termination is pursuant to this Agreement or otherwise. For purposes of this Agreement, “Territory” means anywhere in North America and Europe or any other location where the Company maintains employees, engages in sales transactions, or otherwise conducts business as of the date the Executive’s employment with the Company is terminated.
Non-Competition Restrictions. During the Non-Competition Period (as defined below), the Executive will not and will not permit any of his Affiliates (as defined in the Purchase Agreement) to anywhere in the Territory (as defined below) engage or participate in, directly or indirectly, alone or as principal, agent, employee, employer, consultant, investor or partner of, or assist in the management of, or provide advisory or other services to, or own any stock or any other ownership interest in, or make any financial investment in, any business or entity which is Competitive with the Company (as defined below); provided, however, that the ownership of not more than two percent (2%) of the outstanding securities of any class of securities listed on a national exchange or inter-dealer quotation system shall not constitute a violation of this Section 8(b). For purposes of this Agreement, a business or entity shall be considered "Competitive with the Company" as of any point in time during the Non-Competition Period if it competes with (A) the products then marketed or sold by the Company and/or any of its affiliated companies and as such products may be improved and/or modified, (B) the services then marketed, sold or provided by the Company and/or any of its affiliated companies and as such services may be improved and/or modified or (C) the
Non-Competition Restrictions. During the Non-Competition Period (as defined below), the Executive will not and will not permit any of his Affiliates (as defined in the Purchase Agreement) to anywhere in the Territory (as defined below) engage or participate in, directly or indirectly, alone or as principal, agent, employee, employer, consultant, investor or partner of, or assist in the management of, or provide advisory or other services to, or own any stock or any other ownership interest in, or make any financial investment in, any business or entity which is Competitive with the Company (as defined below); provided, however, that the ownership of not more than two percent (2%) of the outstanding securities of any class of securities listed on a national exchange or inter-dealer quotation system shall not constitute a violation of this Section 8(b). For purposes of this Agreement, a business or entity shall be considered "Competitive with the Company" as of any point in time during the Non-Competition Period if it competes with (A) the products then marketed or sold by the Company and/or any of its affiliated companies and as such products may be improved and/or modified, (B) the services then marketed, sold or provided by the Company and/or any of its affiliated companies and as such services may be improved and/or modified or (C) the products and/or services that the Company and/or any of its affiliated companies is then actively developing, designing, marketing, producing or supplying in the future including, without limitation, the business of providing financial products or services, including those involving or related to exchange-traded derivatives, managed futures, prime brokerage services, fixed income securities, foreign exchange, equities, over-the-counter derivatives and asset management of structured products related to the Company's core business. For purposes of this Agreement, the "Non-Competition Period" shall mean the period commencing on the Effective Date and ending eighteen (18) months after the date of termination of the Executive's employment with the Company, whether such termination is pursuant to this Agreement or otherwise. For purposes of this Agreement, "Territory" shall mean the States of New York and Illinois and every other State or foreign country where the Company and/or any of its affiliated companies maintains employees, owns or leases property or otherwise conducts business during the Non-Competition Period.
Non-Competition Restrictions. (a) Each of AT&T and AT&T Wireless, on the one hand, and DoCoMo, on the other, agrees with respect to itself and with respect to each of its Subsidiaries, not to own or operate, or acquire or increase, except pursuant to existing preemptive rights, any equity interest in any Person that owns (or has entered an agreement to acquire) or operates (or whose Affiliate owns (or has entered an agreement to acquire) or operates) a Mobile Telecommunications Infrastructure (as defined below) in the other party's Home Territory.
(b) Each of AT&T and AT&T Wireless, on the one hand, and DoCoMo, on the other, agrees with respect to itself and with respect to each of its Subsidiaries, that it will not be a Reseller (as defined below) in the other party's Home Territory nor will it acquire or increase, except pursuant to existing preemptive rights, any equity interest in any Person that is, or has entered an agreement to acquire (or whose Affiliate is (or has entered an agreement to acquire)), a Reseller in the other party's Home Territory.
(c) Each of AT&T and AT&T Wireless, on the one hand, and DoCoMo, on the other, agrees with respect to itself, and with respect to each of its Subsidiaries, not to provide any, or provide rights to any, Mobile Multimedia Contribution (as defined below) to any Person that is (or whose Affiliate is) engaged in any of the businesses described in Sections 10.1(a) or (b) in the other party's Home Territory, except that DoCoMo may provide such contribution outside of AT&T Wireless's Home Territory if the recipient thereof is bound by non-exportation restrictions with respect to AT&T Wireless's Home Territory similar to those imposed upon AT&T Wireless herein.
(d) Nothing in Sections 10.1(a) or (b) shall be construed to prohibit any party from entering into customary commercial roaming agreements.
(e) Without limiting Sections 10.1(a), (b) or (c), for a period of 48 months from the Closing Date, each of AT&T and AT&T Wireless, on the one hand, and DoCoMo, on the other, agrees with respect to itself, and with respect to each of its Subsidiaries, not to provide Mobile Multimedia Contribution to any Person that engages or intends, to the party's actual knowledge, to engage (or whose Affiliate engages or intends, to the party's actual knowledge, to engage) in the other party's Home Territory in the business of developing or maintaining a Mobile Portal (as defined below). After the expiration of the 48-month period, DoCoMo and AT&T Wireless will di...
Non-Competition Restrictions. During the Non-Competition Period (as defined below), the Executive will not and will not permit any of his Affiliates (as defined in the Purchase Agreement) to anywhere in the Territory (as defined below) engage or participate in, directly or indirectly, alone or as principal, agent, employee, employer, consultant, investor or partner of, or assist in the management of, or provide advisory or other services to, or own any stock or any other ownership interest in, or make any financial investment in, any business or entity which is Competitive with the Company (as defined below); provided, however, that (i) the ownership of not more than 2% of the outstanding securities of any class of securities listed on a national exchange or inter-dealer quotation system and (ii) service as a non-employee member of the board of directors or other governing body of an Asset Management Entity shall not constitute a violation of this Section 8(b). For purposes of this Agreement, a business or entity shall be considered "Competitive with the Company" as of any point in time during the Non-Competition Period if it competes with (A) the products then marketed or sold by
