Non-solicitation and Non-service of Company Customers. (i) During Employee's employment with the Company, and for a period of 12 months immediately following the termination of Employee's employment with the Company, for any reason, with or without Cause, Employee will not, directly or indirectly, for Employee or for any third-party, solicit, call upon, contract with, sell to, or service any Company Customers or Suppliers (as each such term is hereafter defined), nor will Employee supervise, assist or aid any other person or business in soliciting, calling upon, contracting with, selling to or servicing any Company Customers or Suppliers. (ii) For purposes of this Section, “Customer” shall mean: (A) each and every customer of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company, and (a) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's employment with the Company; or (b) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's employment with the Company; and (B) each and every person or entity that was a prospective customer of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company. (iii) For purposes of this Section, “Supplier” shall mean: (A) each and every supplier of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company, and (a) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's employment with the Company; or (b) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's employment with the Company; and (B) each and every entity that was a prospective supplier of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company.
Appears in 4 contracts
Samples: Performance Based Restricted Stock Unit Award Agreement (Orbitz Worldwide, Inc.), Restricted Stock Unit Award Agreement (Orbitz Worldwide, Inc.), Option Award Agreement (Orbitz Worldwide, Inc.)
Non-solicitation and Non-service of Company Customers. (i) During Employee's ’s employment with the Company, and for a period of 12 months immediately following the termination of Employee's ’s employment with the Company, for any reason, with or without Cause, Employee will not, directly or indirectly, for Employee or for any third-party, solicit, call upon, contract with, sell to, or service any Company Customers or Suppliers (as each such term is hereafter defined), nor will Employee supervise, assist or aid any other person or business in soliciting, calling upon, contracting with, selling to or servicing any Company Customers or Suppliers.
(ii) For purposes of this Section, “Customer” shall mean:
(A) each and every customer of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company, and (aI) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's ’s employment with the Company; or (bII) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's ’s employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's ’s employment with the Company; and
(B) each and every person or entity that was a prospective customer of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company.
(iii) For purposes of this Section, “Supplier” shall mean:
(A) each and every supplier of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company, and (a) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's employment with the Company; or (b) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's employment with the Company; and
(B) each and every entity that was a prospective supplier of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company.
Appears in 1 contract
Samples: Performance Based Restricted Stock Unit Award Agreement (Orbitz Worldwide, Inc.)
Non-solicitation and Non-service of Company Customers. (i) During Employee's employment with the Company, and for a period of 12 months immediately following the termination of Employee's employment with the Company, for any reason, with or without Cause, Employee will not, directly or indirectly, for Employee or for any third-party, solicit, call upon, contract with, sell to, or service any Company Customers or Suppliers (as each such term is hereafter defined), nor will Employee supervise, assist or aid any other person or business in soliciting, calling upon, contracting with, selling to or servicing any Company Customers or Suppliers.
(ii) For purposes of this Section, “Customer” shall mean:
(A) each and every customer of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company, and (a) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's employment with the Company; or (b) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's employment with the Company; and
(B) each and every person or entity that was a prospective customer of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company.
(iii) For purposes of this Section, “Supplier” shall mean:
(A) each and every supplier of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company, and (a) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's employment with the Company; or (b) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's employment with the Company; and
(B) each and every entity that was a prospective supplier of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's employment with the Company.
Appears in 1 contract
Non-solicitation and Non-service of Company Customers. (i) During Employee's ’s employment with the Company, and for a period of 12 months immediately following the termination of Employee's ’s employment with the Company, for any reason, with or without Cause, Employee will not, directly or indirectly, for Employee or for any third-party, solicit, call upon, contract with, sell to, or service any Company Customers or Suppliers (as each such term is hereafter defined), nor will Employee supervise, assist or aid any other person or business in soliciting, calling upon, contracting with, selling to or servicing any Company Customers or Suppliers.
(ii) For purposes of this Section, “Customer” shall mean:
(A) each and every customer of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company, and (aI) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's ’s employment with the Company; or (bII) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's ’s employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's ’s employment with the Company; and
(B) each and every person or entity that was a prospective customer of the Company and to whom Employee submitted a proposal, assisted or participated DM_US 41537509-6.059735.0095 in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company.
(iii) For purposes of this Section, “Supplier” shall mean:
(A) each and every supplier of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company, and (aI) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's ’s employment with the Company; or (bII) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's ’s employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's ’s employment with the Company; and
(B) each and every entity that was a prospective supplier of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company.
Appears in 1 contract
Samples: Performance Based Restricted Stock Unit Award Agreement (Orbitz Worldwide, Inc.)
Non-solicitation and Non-service of Company Customers. (i) During Employee's ’s employment with the Company, and for a period of 12 months immediately following the termination of Employee's ’s employment with the Company, for any reason, with or without Cause, Employee will not, directly or indirectly, for Employee or for any third-party, solicit, call upon, contract with, sell to, or service any Company Customers or Suppliers (as each such term is hereafter defined), nor will Employee supervise, assist or aid any other person or business in soliciting, calling upon, contracting with, selling to or servicing any Company Customers or Suppliers.
(ii) For purposes of this Section, “Customer” shall mean:
(A) each and every customer of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company, and (aI) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's ’s employment with the Company; or (bII) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's ’s employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's ’s employment with the Company; and
(B) each and every person or entity that was a prospective customer of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 1212- DM_US 41537509-6.059735.0095 month period immediately preceding the date of termination of Employee's ’s employment with the Company.
(iii) For purposes of this Section, “Supplier” shall mean:
(A) each and every supplier of the Company that has conducted business with the Company at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company, and (aI) about whom Employee gained Confidential Information and/or Trade Secrets during Employee's ’s employment with the Company; or (bII) with whom Employee had personal contact during the last 12 months (or the entirety of Employee's ’s employment with the Company, if less than 12 months) immediately preceding the date of termination of Employee's ’s employment with the Company; and
(B) each and every entity that was a prospective supplier of the Company and to whom Employee submitted a proposal, assisted or participated in any way in the submission of any such proposal, or otherwise solicited or assisted in the solicitation of the business of such entity on behalf of the Company, at any time within the 12-month period immediately preceding the date of termination of Employee's ’s employment with the Company.
Appears in 1 contract
Samples: Restricted Stock Unit Award Agreement (Orbitz Worldwide, Inc.)