Noncompetition/Confidentiality/Nonsolicitation Sample Clauses

Noncompetition/Confidentiality/Nonsolicitation. Upon Participant’s separation from employment from the Company for any reason for a period of two (2) years from the date of such separation or in the event of termination under circumstances that entitle him to Retirement Acceleration or Continued Vesting Shares, during the remaining vesting period prior to the Vesting Date, whichever is longer (the “Restriction Period”), Participant agrees not to engage or participate, directly or indirectly, in any capacity, including but not limited to as an employee, consultant, advisor, contractor, partner, owner or otherwise, in a competing business, which is one that provides the same or substantially similar products or services as the Business. “Business” is defined as product development, marketing, sales and servicing of life insurance, health insurance and annuity products through captive agents, independent agents and direct response marketing channels. Life insurance includes individual life or group life, with or without return-of-premium benefit. Health insurance includes accidental death or supplemental health insurance products, with or without return-of premium benefits, including cancer, critical illness, hospital indemnity, Medicare supplement or Medicare Part D prescription drug coverage. Annuity includes deferred annuities or single premium immediate annuities. (All of the foregoing are referred to collectively as the “Business”). Participant further agrees that he will not serve as a Board member for any company that provides the same or similar products or services as the Business. Participant also agrees and understands that this noncompetition agreement extends to competition in any state in which Participant worked or directed work for the Company or in which the Company has plans or intentions for future business operations for which the Participant was involved (referred to as the “Restricted Area”). Participant acknowledges that the Restricted Area, scope of prohibited activities, and the Restriction Period are reasonable and are no broader than are necessary to protect Company’s legitimate business interests. Participant also acknowledges that the Company would not be providing the benefits set forth in this Agreement but for Participant’s covenants and promises contained in this Section. Participant further agrees that during the non-competition term, Participant shall immediately notify the Company in writing of any employment, work, or business he undertakes with or on behalf of any pers...
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Noncompetition/Confidentiality/Nonsolicitation. Upon Executive’s separation from employment from the Company for any reason for a period of three (3) years from the date of such separation, Executive agrees not to engage or participate, directly or indirectly, in any capacity, including but not limited to as an employee, consultant,
Sample 1
Noncompetition/Confidentiality/Nonsolicitation. Upon Participant’s separation from employment from the Company for any reason for a period of two (2) years from the date of such separation or in the event of termination under circumstances that entitle him to Retirement Acceleration or Continued Vesting Shares, during the remaining vesting period prior to the Vesting Date, whichever is longer (the “Restriction Period”), Participant agrees not to
Sample 1
Noncompetition/Confidentiality/Nonsolicitation. Employee acknowledges that he continues to be bound by the noncompetition, confidentiality and nonsolicitation provisions set forth in Paragraph 7 of the Employment Agreement (the "Post-Employment Obligations"). Employee further acknowledges that the release provisions contained in this Agreement do not release Employee from the Post-Employment Obligations and that such obligations will remain in full force and effect for the applicable duration as set forth in the Employment Agreement. Employee understands and agrees that any violation by him of the Post-Employment Obligations will give Employer the right to discontinue forever the Termination Benefits and that Employer's discontinuance of the Termination Benefits will not effect Employee's obligations hereunder or under the Employment Agreement which will continue to be enforceable in all respects.
Sample 1
Noncompetition/Confidentiality/Nonsolicitation. (a) You will not at any time during your employment with the Company and for a period of nine months after termination of your employment be engaged, directly or indirectly (whether as an owner, officer, director, employee, consultant, partner, investor or advisor or otherwise), in the ownership, management or operation of, or in rendering services to or otherwise participating in, a child care business having operations or centers within a ten-mile radius of any Operating Center (as defined below); provided, however, that the ownership of less than 1% of the outstanding stock of a publicly traded company (or of a private company, but only to the extent such interest in the private company is owned prior to, or acquired within 120 days after, the date of this Agreement) will not, in and of itself, be deemed the ownership of such company; provided further that this paragraph 9(a) will not be applicable if your employment is terminated due to the non-renewal by the Company of this Agreement upon the expiration of the Employment Term. For purposes of this paragraph 9(a), "
Sample 1
Noncompetition/Confidentiality/Nonsolicitation. Upon Optionee’s separation from employment from the Company for any reason for a period of two (2) years from the date of such separation, Optionee agrees not to engage or participate, directly or indirectly, in any capacity, including but not limited to as an employee, consultant, advisor, contractor, partner, owner or otherwise, in a competing business, which is one that provides the same or substantially similar products or services as the Business. “Business” is defined as product development, marketing, sales and servicing of life and health insurance products including individual and group life insurance and accidental death insurance, supplemental health insurance products including cancer, critical illness, hospital indemnity along with Medicare supplement and Medicare Part D prescription drug coverage through captive agents, independent agents and direct response marketing channels in the United States, Canada, New Zealand and Ireland (referred to herein as the “Business”). Optionee further agrees that he will not serve as a Board member for any company that provides the same or similar products or services as the Business. Optionee also agrees and understands that this noncompetition agreement extends to competition in any state in which Optionee worked or directed work for the Company or in which the Company has plans or intentions for future business operations and includes the territories identified in the definition “Business” (provided Optionee had knowledge of these plans) (referred to as the “Restricted Area”). Optionee acknowledges that the Restricted Area, scope of prohibited activities, and the two (2) year time period are reasonable and are no broader than are necessary to protect Company’s legitimate business interests. Optionee also acknowledges that the Company would not be providing the benefits set forth in this Agreement but for Optionee’s covenants and promises contained in this Section. Optionee further agrees that during the non-competition term, Optionee shall immediately notify the Company in writing of any employment, work, or business he undertakes with or on behalf of any person (including himself) or entity other than the Company. Optionee further expressly agrees and understands that the Company has disclosed confidential information to Optionee. Optionee agrees that he will not utilize nor disclose to any third party any of the Company’s confidential and proprietary information at any time in the future. In considerati...
Sample 1
Noncompetition/Confidentiality/Nonsolicitation. (a) ICE agrees that it shall not, for a period of three years from the Closing Date (the "RESTRICTION PERIOD"), anywhere in the United States, directly or indirectly, engage in or become associated as a consultant, partner, owner, agent, shareholder in excess of 5% of the outstanding and issued stock, member of, or otherwise have a business relationship, with any Person or organization (other than the Company) engaged in, or about to become engaged in the business of credit card terminal equipment leasing similar to the Business presently conducted by Merger Co, except as a representative of the Company as contemplated by the Exclusive Supply Agreement.
Sample 1
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Noncompetition/Confidentiality/Nonsolicitation. Upon Participant’s separation from employment from the Company for any reason for a period of two (2) years from the date of such separation or in the event of termination under circumstances that entitle him to Retirement Acceleration or Continued Vesting
Sample 1
Noncompetition/Confidentiality/Nonsolicitation 
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Related to Noncompetition/Confidentiality/Nonsolicitation

  • Noncompetition Nonsolicitation and Confidentiality As a material inducement to continue to employ him, Employee agrees to execute the Noncompetition, Nonsolicitation and Confidentiality Agreement attached hereto as Exhibit A, the terms of which are incorporated herein by reference.

  • Confidentiality; Noncompetition (a) The Employer and the Employee acknowledge that the services to be performed by the Employee under this Agreement are unique and extraordinary and, as a result of such employment, the Employee will be in possession of confidential information relating to the business practices of the Company. The term "

  • Confidentiality; Non-Competition (a) Executive agrees that he will not, at any time during or after the Term, other than in the ordinary course of performing his duties for the Company, make use of or divulge to any other person, firm or corporation any trade or business secret, process, method or means, or any other confidential information concerning the business or policies of the Company, which he may have learned in connection with his employment. For purposes of this Agreement, a “trade or business secret, process, method or means, or any other confidential information” shall mean and include written information reasonably treated as confidential or as a trade secret by the Company. Executive’s obligation under this Section 4.3(a) shall not apply to any information which (i) is known publicly (including information known publicly within the relevant trade or industry); (ii) is in the public domain or hereafter enters the public domain without the fault of Executive; (iii) is known to Executive prior to his receipt of such information from the Company, as evidenced by written records of Executive; or (iv) is hereafter disclosed to Executive by a third party not under an obligation of confidence to the Company. Executive agrees not to remove from the premises of the Company, except as a director or an employee of the Company in the performance of his duties for the Company and its affiliates or except as specifically permitted in writing by the Company, any document or other object containing or reflecting any such confidential information. Executive recognizes that all such documents and objects, whether developed by him or by someone else, will be the sole exclusive property of the Company. Upon termination of his employment hereunder, Executive shall forthwith deliver to the Company all such confidential information, including without limitation all lists of customers, correspondence, accounts, records and any other documents or property made or held by him or under his control in relation to the business or affairs of the Company, and no copy of any such confidential information shall be retained by him; provided, however, that nothing herein shall prevent Executive from retaining (i) his papers and other materials of a personal nature, including, without limitation, photographs, correspondence, personal diaries, calendars, personal files and phone books, (ii) information showing his compensation or relating to reimbursement of his business expenses, (iii) information that is necessary for tax purposes, and (iv) copies of plans, programs, policies and agreements relating to his employment, or termination thereof, with the Company and its affiliates. Anything herein or elsewhere to the contrary notwithstanding, the provision of this Section 4.3(a) shall not apply (i) when disclosure is required by law or by any court, arbitrator, mediator or administrative or legislative body (including any committee thereof) with jurisdiction to order Executive to disclose or make accessible any information or (ii) with respect to any other litigation, arbitration or mediation involving this Agreement or any other agreement between the parties, including, without limitation, the enforcement of such agreements.

  • Non Competition Confidentiality 4.1 During the term of this Agreement, the Executive may make passive investments in companies involved in industries in which the Company operates, provided any such investment does not exceed a 5% equity interest, unless Executive obtains consent to acquire an equity interest exceeding 5% by a vote of a majority of the directors.

  • Noncompetition; Nonsolicitation (a) The Executive acknowledges that in the course of his employment with the Company pursuant to this Agreement he will become familiar, and during the course of his employment by the Company or any of its subsidiaries or affiliates or any predecessor thereof prior to the date of this Agreement he has become familiar, with trade secrets and customer lists of and other confidential information concerning the Company and its subsidiaries and affiliates and predecessors thereof and that his services have been and will be of special, unique and extraordinary value to the Company.

  • Non-Competition; Non-Solicitation; Confidentiality (a) While the Recipient is employed by the Company and for a period of one (1) year after the termination or cessation of such employment for any reason (the “Restricted Period”), the Recipient will not directly or indirectly:

  • Confidentiality Non Competition Non Solicitation A. The Executive acknowledges that:

  • Noncompetition and Confidentiality (a) The parties recognize that the employment of Executive with the Company has been and will continue to be special, unique and of an extraordinary character, and in connection with such employment Executive has and will continue to acquire special skill and training. The parties also recognize that the covenants of Executive contained in this Section 9 are an essential part of Executive’s engagement by the Company and that, but for the agreement of the Executive to comply with such covenants, the Company would not have entered into this Agreement. Executive accordingly agrees that, during the Term, (i) Executive shall not act or serve, directly or indirectly, as a principal, agent, independent contractor, consultant, director, officer, executive, employee or advisor or in any other position or capacity with or for, or acquire a direct or indirect ownership interest in or otherwise conduct (whether as stockholder, partner, investor, joint venturer, or as owner of any other type of interest), any Competing Business (defined below); provided, however, that this clause shall not prohibit the Executive from being the owner of (A) up to 5% of any class of outstanding securities of any entity if such class of securities is publicly traded or (B) any other securities owned by Executive on the date of this Agreement, and (ii) Executive shall not, in connection with or for the benefit of any person or entity engaged in the non-hazardous solid waste business, solicit, induce, divert or take away, any officer, employee or consultant of the Company.

  • Confidentiality, Non-Solicitation and Non-Competition The Executive agrees that:

  • Confidentiality and Noncompetition The Executive shall enter into the Confidentiality Agreement and Non-Compete Agreement. The Executive’s execution of those agreements is a material inducement for the Company to enter into this Agreement. Therefore, this Agreement will be null and void unless the Executive enters into the Confidentiality Agreement and the Non-Compete Agreement.

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