Noncompete Agreement. For a period of twelve (12) months after any resignation or termination of Executive’s employment for any reason, Executive shall not, directly or indirectly, enter into or engage directly or indirectly in competition with the Company or any subsidiary or other company under common control with the Company, in any fintech business conducted by the Company or any such subsidiary at the time of such resignation or termination, either as an individual on his own or as a partner or joint venturer, or as a director, officer, shareholder, employee, agent, independent contractor, nor shall Executive assist any other person or entity in engaging directly or indirectly in such competition.
Noncompete Agreement. As a condition to his employment pursuant to this Agreement, Executive shall execute the Noncompete Agreement. Executive hereby represents and warrants to the Company that he will comply with all obligations under the Noncompete Agreement and further agrees that the Noncompete Agreement will survive any termination of this Agreement or Executive’s employment, or subsequent service relationship with the Company; if any. Executive agrees that any breach of his obligations under the Noncompete Agreement shall likewise and to the same extent be viewed as a breach hereunder.
Noncompete Agreement. In consideration of the Company's agreement to employ the Executive hereunder, the Executive hereby agrees that during the Noncompete Period (as hereinafter defined), without the prior written approval of the Company, the Executive shall not, directly or indirectly, enter into or in any manner take part in any business, either individually or as an officer, director, employee, agent, consultant, partner, investor (excluding passive investments in publicly traded securities not aggregating more than 1% of any such entity's total outstanding voting securities), principal or otherwise, which is in competition with the business of Premier, the Company or any Subsidiary in any business in which Premier, the Company or any Subsidiary is materially engaged on the date of termination in any state or territorial jurisdiction (including the District of Columbia) in which Premier, the Company or any Subsidiary is so materially engaged on the date of termination. The Executive further agrees that during the Noncompete Period he shall not, directly or indirectly, acting either alone or in concert with others, seek to (i) influence any employee of Premier, the Company or any Subsidiary to leave or otherwise terminate his or her employment with such entity or (ii) solicit business from or otherwise do business or deal with any person or entity who is, on the date of termination, a customer of Premier, the Company or any Subsidiary, in connection with any product or service similar to or competitive with any product or service offered or provided by Premier, the Company or any such Subsidiary (to such customer or otherwise) on the date of termination.
Noncompete Agreement. For a period of three (3) years following the Closing, each Shareholder will not, individually or in concert with any other person or entity, directly or indirectly, whether as an owner, member, partner, officer, employee, director, trustee, stockholder (except of not more that not percent (1%) of the outstanding stock of any company purchased for investment purposes only), agent, manager, consultant, associate, or otherwise, own, manage, operate, join, control, finance, organize, participate in, work for, permit the use of his name by, or be connected in any manner with any business activity within the United States or the Province of Alberta, Canada which is competitive with any aspect of the business of Builders so long as Builders carries on such business. It is intended that the covenant contained in this paragraph shall be deemed to be a series of separate covenants, one for each county in the United States. Except for geographic coverage, each such separate covenant contained shall be deemed identical in terms with the covenant contained in this paragraph. If in any judicial proceeding, a court should refuse to enforce all of the separate covenants deemed included in paragraph (A) because, taken together, they cover too extensive a geographic area, it is intended that those of such covenants which, if eliminated, would permit the remaining separate covenants to be enforced in such proceeding, shall, for the purpose of such proceeding, be deemed eliminated for the provisions hereof. In the event of a breach or threatened breach of this Section, Buyer shall be entitled to an injunction restraining such breach, without the requirement of posting bond; but nothing here shall be construed as prohibiting Buyer from pursuing any other remedy available to it as a result of such breach or threatened breach.
Noncompete Agreement. (i) Section 7 of the Employment Agreement is hereby amended and restated in its entirety as follows: “This Agreement incorporates all the terms of the Noncompete Agreement executed by the Company and Employee, as set forth in Exhibit B hereto, as if fully set forth herein. The parties hereby acknowledge that any severance payments made under Section 5 of this Agreement in addition to any other payments made to Employee in connection with Employee’s execution of the Noncompete Agreement shall be consideration for Employee’s covenant not to compete with the Company.”
(ii) The Noncompete Agreement attached to the Employment Agreement is hereby replaced in its entirety by the Noncompete Agreement executed by the Company and Employee and attached hereto as Exhibit B, which shall be included as the new Exhibit B to the Employment Agreement.
Noncompete Agreement. A. During the term of my employment with the Company and for the lesser of six (6) months immediately following the termination of my employment relationship with the Company and the remainder of the Term of my Employment Agreement for any reason or any other amount of time as determined by the Company in accordance with the terms of my Employment Agreement thereafter (the “Noncompete Period”), I will not, directly or indirectly, for myself or any third party other than on behalf of the Company, without the prior written consent of the Company:
(1) engage in the “Geographic Area” (as defined below) as an employee, agent, consultant, advisor, independent contractor, proprietor, partner, officer, director, or otherwise of a business that offers any product or service that competes in any material respect with a product or service (i) provided by the Company to customers or (ii) that the Company is developing, during the period of my employment with the Company (a “Competing Business”);
(2) have any ownership interest (except for passive ownership of one percent (1%) or less) in any Competing Business whose securities have been registered under the Securities Act of 1933 or Section 12 of the Securities Exchange Act of 1934 or the securities laws of any other jurisdiction of the United States; or
(3) participate in the financing, operation, management, or control of, any firm, partnership, corporation, entity, or business that engages or participates in a Competing Business; provided, however that the Company shall not unreasonably withhold its consent to any of the foregoing (including, without limitation, any proposed activity related to private equity investing) where (a) I request such consent in advance in writing, (b) I disclose all relevant facts, and (c) my proposed activities will not adversely affect the business of the Company in any material respect.
Noncompete Agreement. Shareholder shall provide Buyer a noncompete agreement in the form attached hereto as EXHIBIT G (the "Noncompete Agreement").
Noncompete Agreement. The Advisor and its Affiliates shall not invest directly or indirectly or on behalf of others in any hotel properties in the United States (the "Competitive Hotels"), other than through the Company except for the excluded properties set forth in Exhibit A hereto and except for hotels constituting part of a mixed-use property where less than 40% of the property's NOI is attributable to the hotel. Notwithstanding the foregoing, no Affiliate shall be restricted from acquiring interests directly or indirectly, in Competitive Hotels or providing asset management services with respect to Competitive Hotels to the extent that such Affiliate (i) is a Registered Investment Advisor under the Investment Advisors Act of 1940 and makes such acquisition or gives such advice in the ordinary course of management activities for securities investments, (ii) acquires a company or other entity which owns or provides asset management services with respect to Competitive Hotels, provided (a) it is not a material activity of such company or entity, (b) such company or entity does not engage in activities relating to additional Competitive Hotels, after such acquisition, and (c) the Advisor maintains a "Chinese wall" between employees of the Advisor and those of such company or entity with respect to such activities, or (iii) invests in debt or debt securities, including debt or debt securities which have equity components, to the extent the intention of such Affiliate at the time such investment was made was not to exercise its rights to directly hold such equity or (iv) is engaged in financing, disposition, consulting, development management or facility related (e.g., accounting or engineering) services with respect to Competitive Hotels. For purposes of this Agreement, "material" shall mean twenty percent (20%) of the company's activities.
Noncompete Agreement. In consideration for the compensation and benefits provided to you pursuant to this Letter Agreement, you agree to sign contemporaneously herewith an agreement governing confidentiality, nonsolicitation of employees, customers and prospective customers and noncompetition (the "Noncompete Agreement"). The length of the nonsolicitation and noncompetition agreements shall be while you are employed by the Bank and for the three-year period subsequent to your termination of employment. This Letter Agreement will be null and void and of no further effect if you do not sign the Noncompete Agreement.
Noncompete Agreement. WVD agrees that during the term of this agreement, he will not
(a) directly or indirectly, as a consultant, employee, director, partner, stockholder, or agent, engage in or have a financial interest in, any business which is engaged in the manufacture or sale of products or the performance of services which are in competition with the products then manufactured or sold or the services then performed by the Company or any of its subsidiaries;
(b) induce employees of the Company or any of its subsidiaries to join any such competing business; or
(c) solicit customers of the Company in competition with the Company. Clause (a) above shall not apply to the ownership of not more than 1% of the outstanding stock of any class of a public corporation registered under Section 12(b) or 12(g) of the Securities Exchange Act of 1934.
