Common use of Non-Solicitation of Clients, Contractors and Employees Clause in Contracts

Non-Solicitation of Clients, Contractors and Employees. To protect the Corporation’s and its Affiliates’ trade secrets and for the good and valuable consideration offered pursuant to the Award Agreement, which is in excess of any consideration you are otherwise entitled to receive, you agree that until one (1) year from the Termination Date or, if later, the final vesting date set forth in the Award Notice (the “Restricted Period”), to the maximum extent permitted by Applicable Laws, you will not directly or indirectly use any trade secrets of the Corporation or its Affiliates to (i) solicit or induce or attempt to solicit or induce any current or prospective client of the Corporation or an Affiliate known to you, to initiate or continue a client relationship with you other than with the Corporation or Affiliate, or to terminate or reduce its client relationship with the Corporation or Affiliate, or (ii) solicit any employee or contractor to terminate or reduce their employment or engagement, whichever is applicable, with the Corporation or Affiliate. Even at the conclusion of the Restricted Period, you are still not permitted to use the Corporation’s or its Affiliates’ trade secrets for any purpose. During the Restricted Period, you agree to (i) advise any person or entity that seeks to employ you of the terms of these covenants; and (ii) immediately notify Human Resources equity administration if you are not in compliance with your obligations above.

Appears in 4 contracts

Samples: Restricted Stock Unit Agreement (Bank of New York Mellon Corp), Performance Share Unit Agreement (Bank of New York Mellon Corp), Restricted Stock Unit Agreement (Bank of New York Mellon Corp)

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