Noncompetition and Nonsolicitation Agreement. If this Agreement is terminated by the Company for Cause pursuant to Section 5.1(i) or by Executive for any reason other than pursuant to clauses (iii) or (iv) of Section 5.2, Executive shall not enter into an employment relationship or a consulting arrangement with any other bank, thrift, lending or financial institution which has as its primary business strategy Internet banking (hereinafter a "competitor") within one year of the anniversary of the date of such termination (the "Noncompete Period"). The obligations contained in this Section 9 shall not prohibit Executive from being an owner of not more than 5% of the outstanding stock of any class of a corporation, which is publicly traded, so long as Executive has no active participation in the business of such corporation.
9.1 During the Noncompete Period, Executive shall not directly or indirectly through another entity (i) induce or attempt to induce any employee of Company to leave the employ of Company, including but not limited to a competitor, or in any way interfere with the relationship between Company and any employee thereof, (ii) hire any person who was an employee of Company or any subsidiary at any time during the time that Executive was employed by Company, or (iii) induce or attempt to induce any customer, supplier, or other entity in a business relation of Company to cease doing business with the Company, or in any way interfere with the relationship between any such customer, supplier, or business relation and the Company or do business with a competitor.
9.2 The severance payments and benefits to which Executive is entitled under this Agreement shall be deemed adequate consideration for Executive's obligations under Sections 8 and 9 hereof.
9.3 If, at the time of enforcement of this Section 9, a court shall hold that the duration, scope or area restrictions stated herein are unreasonable under circumstances then existing, the parties agree that the maximum duration, scope or area reasonable under such circumstances shall be substituted for the stated duration, scope or area and that the court shall be allowed to revise the restrictions contained herein to cover the maximum period, scope and area permitted by law. Executive agrees that the restrictions contained in this Section 9 are reasonable.
9.4 In the event of the breach or a threatened breach by Executive of any of the provisions of this Section 9, the Company, in addition and supplementary to other rights and remedies existing i...
Noncompetition and Nonsolicitation Agreement. If this Agreement is terminated by the Company pursuant to Section 5.1(iv), or by Executive pursuant to Section 5.2(i) or Section 5.2.1, Executive shall not enter into an employment relationship or a consulting arrangement with any other bank, thrift, lending or financial institution of any type headquartered or having a physical presence in the State of South Carolina, or any county in the States of Florida or North Carolina in which the Company or its affiliates has a physical presence or conducts business operations (hereinafter a "competitor") within three years of the date of the termination of employment (the "Noncompete Period"). The obligations contained in this Section 9 shall not prohibit Executive from being an owner of not more than 5% of the outstanding stock of any class of a corporation which is publicly traded, so long as Executive has no active participation in the business of such corporation. In the event that Executive's employment is terminated for any reason following a Change in Control (whether by the Company or Executive), it is expressly acknowledged that there shall be no limitation on any activity of Executive, including direct competition with the Company or its successor, and Company shall not be entitled to injunctive relief with respect to any such activities of Executive.
9.1 During the Noncompete Period, Executive shall not directly or indirectly through another entity, including but not limited to a competitor, (i) induce or attempt to induce any employee of Company to leave the employ of Company or in any way interfere with the relationship between Company and any employee thereof, (ii) hire any person who was an employee of Company or any subsidiary at any time during the time that Executive was employed by Company, or (iii) induce or attempt to induce any customer, supplier, or other entity in a business relation with Company to cease doing business with Company, or in any way interfere with the relationship between any such customer, supplier, or business relation and Company or do business with a competitor.
9.2 If, at the time of enforcement of this Section 9, a court shall hold that the duration, scope or area restrictions stated herein are unreasonable under circumstances then existing, the parties agree that the maximum duration, scope or area reasonable under such circumstances shall be substituted for the stated duration, scope or area and that the court shall be allowed to revise the restrictions contained her...
Noncompetition and Nonsolicitation Agreement. Subject to the satisfaction of the conditions to its obligations in Article VII, below, AOL shall execute and deliver to WorldCom at Closing, without further consideration, an agreement in substantially the form attached hereto as Exhibit E (the "Noncompetition and Nonsolicitation Agreement").
Noncompetition and Nonsolicitation Agreement. Seller, on behalf of itself and each of its Affiliates, shall have executed and delivered the Noncompetition and Nonsolicitation Agreement in the form and substance attached hereto as Exhibit E, and such agreement shall be in full force and effect as of the Closing.
Noncompetition and Nonsolicitation Agreement. Each of the Seller and the Shareholder shall have executed and delivered the Noncompetition and Nonsolicitation Agreement in the form attached hereto as Exhibit 5.10.
Noncompetition and Nonsolicitation Agreement. If this Agreement is terminated by the Company pursuant to Section 5.1(iv) or by Executive pursuant to Section 5.2(i), (ii), (iii), or 5.
2.1, Executive shall not enter into an employment relationship or a consulting arrangement with any other federally insured depository institution headquartered or having a physical presence in the State of South Carolina, or any county in the States of Florida or North Carolina in which the Company or its affiliates has a physical presence or conducts business operations (hereinafter a "competitor") within five years of the date of the termination of employment or such lesser time as may be applicable under Section 5.2.1 or 5.2.3 above (the "Noncompete Period"). The obligations contained in this Section 9 shall not prohibit Executive from being an owner of not more than 5% of the outstanding stock of any class of a corporation which is publicly traded, so long as Executive has no active participation in the business of such corporation.
9.1 During the Noncompete Period, Executive shall not directly or indirectly through another entity (i) induce or attempt to induce any employee of Company to leave the employ of Company, including but not limited to a competitor, or in any way interfere with the relationship between Company and any employee thereof, (ii) hire any person who was an employee of Company or any subsidiary at any time during the time that Executive was employed by Company, or (iii) induce or attempt to induce any customer, supplier, or other entity in a business relation with Company to cease doing business with Company, or in any way interfere with the relationship between any such customer, supplier, or business relation and Company or do business with a competitor.
Noncompetition and Nonsolicitation Agreement. During the Term of this Agreement and for a period of five (5) years from the date of Executive's termination of employment with the Company, pursuant to Section 5.1 or by Executive pursuant to Section 5.2 ("Noncompete Period"), Executive shall not enter into an employment relationship or a consulting arrangement with any other federally insured depository institution headquartered or having a physical presence in the counties of North Carolina, South Carolina, or Florida in which the Company has a business location (hereinafter a "competitor"). The obligations contained in this Section 9 shall not prohibit Executive from being an owner of not more than 5% of the outstanding stock of any class of a corporation which is publicly traded, so long as Executive has no active participation in the business of such corporation. Notwithstanding the above, Executive shall be allowed to participate in and provide the following services to Persons not engaged in banking or financial services:
(a) Business brokerage (acting as an intermediary in buying and selling businesses);
(b) Third party negotiation (negotiating as a representative of a company or persons);
(c) Private Placements (arranging equity or debt for companies);
(d) Initial IPO advice (advice to companies on initial public offerings of their securities);
(e) Company valuations (determining value of companies);
(f) Fairness opinions (determining fairness of financial transactions);
(g) Financial counseling (advice on all financial matters in a business concern); and
Noncompetition and Nonsolicitation Agreement. During the term hereof and for the two-year period following the date of termination of employment for any reason (the “Noncompete Period”), Executive shall not directly or indirectly enter into an employment relationship or a consulting arrangement (or other economically beneficial arrangement) with any other bank, thrift, lending or financial institution of any type (a “Competitor”) which would involve Executive working in, consulting with respect to, overseeing or otherwise servicing any market area or customers over which Executive had responsibility at the time of his termination or during the two years immediately prior to such termination. The obligations contained in this Section 9 shall not prohibit Executive from being an owner of not more than 5% of the outstanding stock of any class of a corporation which is publicly traded, so long as Executive has no active participation in the business of such corporation. The obligations contained in this Section 9, however, shall not apply if Executive’s employment is terminated following a Change in Control.
9.1 During the Noncompete Period, Executive shall not directly or indirectly, either as an independent contractor, employee, consultant, agent, partner, joint venturer or otherwise through another person or entity, including but not limited to a Competitor, (i) solicit, induce or attempt to induce (or aid any person or entity in doing so) any employee of Company to leave the employ of Company or in any way interfere with the relationship between Company and any employee thereof, (ii) hire or engage any person who was an employee of Company or any subsidiary at any time during the six month period preceding Executive’s hiring or engagement of such employee, or (iii) solicit or induce or attempt to induce (or aid any person or entity in doing so) any customer, supplier, or other person or entity in a business relation with Company to cease doing business with Company, or in any way interfere with the relationship between any such customer, supplier, or person or entity in a business relation with the Company. For purposes of this Section 9.1, the phrase “customer, supplier or other person or entity in a business relation with Company” shall mean those persons or entities with whom the Company did business, had work in progress or delivered an offer to perform services during the 18-month period prior to the termination of the Executive.
9.2 If, at the time of enforcement of this Section 9, a court shall...
Noncompetition and Nonsolicitation Agreement. Consultant acknowledges and reaffirms his obligations under the Noncompetition and Nonsolicitation Agreement dated as of September 22, 2016, which shall continue in effect until such agreement is terminated in accordance with its terms, provided however, the definitions and protective provisions therein shall be read to include the customers, potential customers, employees and trade secrets of the Company in addition to those of Valley Commerce Bancorp and Valley Business Bank. Otherwise, this Agreement does not amend, supplement, modify or otherwise affect such Noncompetition and Nonsolicitation Agreement.
Noncompetition and Nonsolicitation Agreement. (a) For and in consideration of the purchase by Purchaser of the Transferred Assets and the assumption of the Assumed Liabilities, the payment of the Deposit Premium and the other agreements and covenants contained in this Agreement, from the date hereof and for a period of thirty (30) months following the Closing Date, none of Seller or any of its affiliates, including its directors, will (i) establish a de novo branch, office or facility or acquire an existing branch or other banking office or facility within the Specified Radius (as defined below) of the location of any of the Banking Centers (the “Noncompete Area”), unless such branch, office or facility is acquired as a result of Seller’s or Xxxxxxxx Financial, Inc.’s acquisition of, or acquisition by, a bank or company that owns such a branch, office or facility, in which case such branch, office or facility may be maintained, owned and operated regardless of its location, provided the acquisition is part of a larger transaction involving a bank or company headquartered outside the Specified Radius, or (ii) solicit, directly or indirectly (including through a dual employee or other networking relationship with a third party securities broker or insurance agency) the banking business of any current customers of the Banking Centers whose banking business or any part thereof is transferred to Purchaser pursuant to the terms of this Agreement, or (iii) solicit or initiate communications with any Employee for the purpose of inducing such person to become an employee of Seller. Notwithstanding the foregoing sentence, Seller shall not be deemed to be in violation of this Section 7.12 by virtue of (A) Seller’s continued banking dealings, including marketing, with current customers of the Banking Centers who also maintain, as of the Closing Date, one or more accounts with Seller at other banking offices of Seller,, (B) continued securities account and insurance agency dealings, including marketing, by Seller or Infinex Financial Group or its affiliates (“Infinex”) (whether through a dual employee relationship or otherwise), with current customers of the Banking Centers who maintain, as of the Closing Date, a securities brokerage or insurance agency account with Infinex,, (C) Seller’s advertising in publications that are normally distributed in geographic areas that include both the Noncompete Area and geographic markets served by Seller’s branches other than the Banking Centers, (D) establishing, acquiring, o...
