Common use of Noncompetition Agreement and Nonsolicitation Agreement Clause in Contracts

Noncompetition Agreement and Nonsolicitation Agreement. 1. In view of your importance to the success of the Company, you and the Company agree that the Company would likely suffer significant harm from your competing with Company during your term of employment with Company and for some period of time thereafter. Accordingly, you agree that you will not engage in competitive activities while employed by Company and during the Restricted Period. You will be deemed to engage in competitive activities if you, without the prior written consent of the Company, (i) in Monroe County, Michigan and counties contiguous thereto (including the municipalities therein), render services directly or indirectly, as an employee, officer, director, consultant, advisor, partner or otherwise, for any organization or enterprise which competes directly or indirectly with the business of the Company or any of its affiliates in providing financial products or services (including, without limitation, banking, insurance, or securities products or services) to consumers and businesses, or (ii) directly or indirectly acquire any financial or beneficial interest in (except as provided in the next sentence) any organization which conducts or is otherwise engaged in a business or enterprise in Monroe County, Michigan, and counties contiguous thereto (including all municipalities therein) which competes directly or indirectly with the business of Company or any of its affiliates in providing financial products or services (including, without limitation, banking, insurance or securities products or services) to consumers and businesses. Notwithstanding the preceding sentence, you will not be prohibited from owning less than 1 percent of any publicly traded corporation, whether or not such corporation is in competition with the Company. For purposes hereof the term "Restricted Period" will equal one year, commencing as of the date of your termination of employment. 2. While employed by the Company and for a period of one (1) year following your termination of employment with the Company, you agree that you will not, in any manner, directly or indirectly, (i) solicit by mail, by telephone, by personal meeting, or by any other means, either directly or indirectly, any customer or prospective customer of the Company to whom you provided services, or for whom you transacted business, or whose identity became known to you in connection with your services to the Company (including employment with or services to any predecessor or successor entities), to transact business with a person or an entity other than the Company or its affiliates or reduce or refrain from doing any business with the Company or its affiliates or (ii) interfere with or damage (or attempt to interfere with or damage) any relationship between the Company or its affiliates and any such customer or prospective customer. The term "solicit" as used in this Agreement means any communication of any kind whatsoever, inviting, encouraging or requesting any person to take or refrain from taking any action with respect to the business of the Company and its subsidiaries. 3. While employed by Company and for a period of one (1) year following your termination of employment with the Company, you agree that you will not, in any manner, directly or indirectly, solicit any person who is an employee of the Company or any of its affiliates to apply for or accept employment or a business opportunity with any other person or entity. 4. The Company and you agree that nothing herein will be construed to limit or negate the common law of torts or trade secrets where it provides broader protection than that provided herein.

Noncompetition Agreement and Nonsolicitation Agreement. 1. In view of your importance to the success of the Company, you and the Company agree that the Company would likely suffer significant harm from your competing with Company during your term of employment with Company and for some period of time thereafter. Accordingly, you agree that you will not engage in competitive activities while employed by Company and during the Restricted Period. You will be deemed to engage in competitive activities if you, without the prior written consent of the Company, (i) in Monroe County, Michigan and counties contiguous thereto (including the municipalities therein), render services directly or indirectly, as an employee, officer, director, consultant, advisor, partner or otherwise, for any organization or enterprise which competes directly or indirectly with the business of the Company or any of its affiliates in providing financial products or services (including, without limitation, banking, insurance, or securities products or services) to consumers and businesses, or (ii) directly or indirectly acquire any financial or beneficial interest in (except as provided in the next sentence) any organization which conducts or is otherwise engaged in a business or enterprise in Monroe County, Michigan, and counties contiguous thereto (including all municipalities therein) which competes directly or indirectly with the business of Company or any of its affiliates in providing financial products or services (including, without limitation, banking, insurance or securities products or services) to consumers and businesses. Notwithstanding the preceding sentence, you will not be prohibited from owning less than 1 percent of any publicly traded corporation, whether or not such corporation is in competition with the Company. For purposes hereof the term "“Restricted Period" ” will equal one year, commencing as of the date of your termination of employment. 2. While employed by the Company and for a period of one (1) year following your termination of employment with the Company, you agree that you will not, in any manner, directly or indirectly, (i) solicit by mail, by telephone, by personal meeting, or by any other means, either directly or indirectly, any customer or prospective customer of the Company to whom you provided services, or for whom you transacted business, or whose identity became known to you in connection with your services to the Company (including employment with or services to any predecessor or successor entities), to transact business with a person or an entity other than the Company or its affiliates or reduce or refrain from doing any business with the Company or its affiliates or (ii) interfere with or damage (or attempt to interfere with or damage) any relationship between the Company or its affiliates and any such customer or prospective customer. The term "“solicit" ” as used in this Agreement means any communication of any kind whatsoever, inviting, encouraging or requesting any person to take or refrain from taking any action with respect to the business of the Company and its subsidiaries. 3. While employed by Company and for a period of one (1) year following your termination of employment with the Company, you agree that you will not, in any manner, directly or indirectly, solicit any person who is an employee of the Company or any of its affiliates to apply for or accept employment or a business opportunity with any other person or entity. 4. The Company and you agree that nothing herein will be construed to limit or negate the common law of torts or trade secrets where it provides broader protection than that provided herein.

Noncompetition Agreement and Nonsolicitation Agreement. 1. In view of your Executive’s importance to the success of the Company, you Executive and the Company agree that the Company would likely suffer significant harm from your Executive’s competing with Company during your Executive’s term of employment with Company and for some period of time thereafter. Accordingly, you agree Executive agrees that you will Executive shall not engage in competitive activities while employed by Company and during the Restricted Period. You will Executive shall be deemed to engage in competitive activities if youhe shall, without the prior written consent of the Company, (i) in Monroe County, Michigan and counties contiguous thereto (including the municipalities therein), render services directly or indirectly, as an employee, officer, director, consultant, advisor, partner or otherwise, for any organization or enterprise which competes directly or indirectly with the business of the Company or any of its affiliates in providing financial products or services (including, without limitation, banking, insurance, or securities products or services) to consumers and businesses, or (ii) directly or indirectly acquire acquires any financial or beneficial interest in (except as provided in the next sentence) any organization which conducts or is otherwise engaged in a business or enterprise in Monroe County, Michigan, and counties contiguous thereto (including all municipalities therein) which competes directly or indirectly with the business of Company or any of its affiliates in providing financial products or services (including, without limitation, banking, insurance or securities products or services) to consumers and businesses. Notwithstanding the preceding sentence, you will Executive shall not be prohibited from owning less than that 1 percent of any publicly traded corporation, whether or not such corporation is in competition with the Company. For purposes hereof of this paragraph 9 the term "“Restricted Period" will ” shall equal one year, commencing as of the date of your Executive’s termination of employment. 2. While employed by the Company and for a period of one (1) year following your Executive’s termination of employment with the Company, you agree Executive agrees that you will Executive shall not, in any manner, directly or indirectly, (i) solicit by mail, by telephone, by personal meeting, or by any other means, either directly or indirectly, any customer or prospective customer of the Company to whom you Executive provided services, or for whom you Executive transacted business, or whose identity became become known to you Executive in connection with your Executive’s services to the Company (including employment with or services to any predecessor or successor entities), to transact business with a person or an entity other than the Company or its affiliates or reduce or refrain from doing any business with the Company or its affiliates or (ii) interfere with or damage (or attempt to interfere with or damage) any relationship between the Company or its affiliates and any such customer or prospective customer. The term "“solicit" ” as used in this Agreement means any communication of any kind whatsoever, inviting, encouraging or requesting any person to take or refrain from taking any action with respect to the business of the Company and its subsidiaries. 3. While employed by Company and for a period of one (1) year following your Executive’s termination of employment with the Company, you agree Executive agrees that you will Executive shall not, in any manner, directly or indirectly, solicit any person who is an employee of the Company or any of its affiliates to apply for or accept employment or a business opportunity with any other person or entity. 4. The Company and you parties agree that nothing herein will shall be construed to limit or negate the common law of torts or trade secrets where it provides broader protection than that provided herein.