Noncompetition; Nondisclosure. Neither the Company nor any officer of the Company is subject to any noncompete, nondisclosure, confidentiality, employment, consulting or similar arrangement that would be violated by the present or proposed business activities of the Company as described in the Registration Statement, the General Disclosure Package and the Prospectus.
Noncompetition; Nondisclosure. As a condition of employment with T&W, and in consideration of continuing employment, the compensation of Employee by T&W during the term of this Agreement, the use and enjoyment by Employee of T&W's facilities and equipment, the ongoing disclosure to Employee of T&W's confidential and proprietary information, the opportunity for Employee to serve T&W's customers, and the mutual covenants contained herein, T&W and Employee recognize and agree as follows:
Noncompetition; Nondisclosure. (a) The Executive agrees that he will not engage in any Competitive Activity (as defined below) during any period with respect to which he is receiving payments or benefits of any kind or character from the Company. For purposes of this Section, "COMPETITIVE ACTIVITY" shall mean activity, without the written consent of the Board, consisting of the Executive's participation in the management of or as an Executive of or advisor to any other business operation if such operation (a "COMPETITIVE OPERATION") is then in material competition with a principal business operation of the Company.
Noncompetition; Nondisclosure. (a) Except as otherwise provided in Section 9(c) below, during the Term and the Restricted Period, Executive shall not: (i) either as principal, agent, manager, employee, partner, shareholder, director, officer, consultant or otherwise, become employed by, or manage or perform services for any business operation, in a managerial, marketing or sales capacity, if such business operation has a location within South Hampton Roads (that is, the cities of Norfolk, Portsmouth, Chesapeake, Virginia Beach and Suffolk, Virginia) and competes with Bankshares or the Bank; (ii) induce or attempt to induce any employee of Bankshares or any Subsidiary to leave such employee’s position with Bankshares or any Subsidiary to become associated with a business competing in any way with Bankshares or any Subsidiary; or (iii) induce or attempt to induce any customer of Bankshares or any Subsidiary of either to cease transacting business with Bankshares or any Subsidiary or transfer any part of such customer’s business to any other depository institution.
(b) During the Term and for twelve (12) months after the end of the Restricted Period, Executive shall hold in a fiduciary capacity for the benefit of Bankshares and its Subsidiaries all secret or confidential information, knowledge or data relating to Bankshares and its Subsidiaries and their respective businesses, which shall have been obtained by Executive during Executive’s employment by Bankshares and any Subsidiary and which shall not be or become public knowledge (other than by acts by Executive or representatives of Executive in violation of this Amended Agreement). During the Term and for twelve (12) months after the end of the Restricted Period, Executive shall not, without the prior written consent of Bankshares and such Subsidiary or as may otherwise be required by law or legal process, communicate or divulge any such information, knowledge or data to anyone other than Bankshares and any such Subsidiary and those designated by them. After the end of the Restricted Period, the existence and identity of the customers and employees of Bankshares and any of its Subsidiaries shall not constitute secret or confidential information, knowledge or data.
(c) The provisions contained in Section 9(a) shall not apply and shall have no force and effect at any time following a Change of Control. During any period in which the provisions of Section 9(a) are effective, those provisions shall not preclude Executive from holding any pu...
Noncompetition; Nondisclosure. As a condition of employment with the Company and in consideration of continuing employment, the compensation of the Employee during the term of this Agreement, the use and enjoyment by the Employee of facilities and equipment, the ongoing disclosure to the Employee of confidential and proprietary information, the opportunity for the Employee to serve customers of the Company, and the mutual covenants contained herein, the Company and the Employee recognize and agree as follows:
Noncompetition; Nondisclosure. Seller and Guarantors agree that they will not, in any capacity and in any form of participation, enter into any business which is competitive with the business of that being conducted by Buyer with the assets being purchased from Seller for a period of five (5) years in any market area or region in which the Seller is conducting business, and Seller and Guarantors will not solicit as a part thereof any of the former customers of Seller during that period. Furthermore, Seller and Guarantors agree that they will not disclose to any person, business or other entity any information relating to the business, assets, financial dealings, customer lists, customer leads or proprietary information of Seller without Buyer's written consent which shall be at the sole descretion of the Buyer.
Noncompetition; Nondisclosure. (i) Until the Expiration Date (disregarding any effect thereupon arising out of termination for Cause), and (ii) during a period of one (1) year following the Expiration Date (disregarding any effect thereupon arising out of termination for Cause, the "POST EMPLOYMENT PERIOD"), the Executive agrees that he will not engage in any Competitive Activity (as defined herein) in the United States of America or its territories or possessions (the "USA") or outside of the USA reasonably likely to have a detrimental effect upon the Company's operations; provided, however, that if the Executive is terminated for Cause, then the Post Employment Period shall constitute a period of two (2) years following the Expiration Date. For purposes of this Section 7, "COMPETITIVE ACTIVITY" shall mean any activity, without the written consent of the Board, consisting of:
Noncompetition; Nondisclosure. A. For a period of two (2) years from the date of this Agreement, the Consultant shall not, directly or indirectly, whether or not receiving compensation therefor, either as principal, agent, manager, employee, partner, shareholder, director, officer, consultant or otherwise, become employed by, or manage or perform services for any business operation, whether financially or in any other capacity, if such business operation has a location within a fifty (50) mile radius of the headquarters of the Company and competes with CENIT. For a period of two (2) years from the date of this Agreement, the Consultant shall not, directly or indirectly, whether or not receiving compensation therefor, either as principal, agent, manager, employee, partner, shareholder, director, officer, consultant or otherwise, (i) in any way induce or attempt to induce any employee of CENIT to leave such employee's position with CENIT to become associated with a business competing in any way with CENIT or (ii) induce or attempt to induce any customer of CENIT of either to cease transacting business with CENIT or transfer any part of such customer's business to any other depository institution.
B. For a period of three (3) years from the date of this Agreement, the Consultant shall hold in a fiduciary capacity for the benefit of CENIT all CENIT Confidential Information, which shall have been obtained by the Consultant during the Consultant's previous employment by the Bank, service as a director of the Company or during the term of this Agreement and which shall not be or become public knowledge (other than by acts by the Consultant or representatives of the Consultant in violation of this Agreement). For a period of three (3) years from the date of this Agreement, the Consultant shall not, without the prior written consent of CENIT or as may otherwise be required by law or legal process, communicate or divulge any such CENIT Confidential Information to anyone other than CENIT and those persons designated by CENIT.
C. During any period in which the provisions of Paragraph 6.A. are effective, those provisions shall not preclude the Consultant from holding any publicly traded stock provided the Consultant does not acquire any stock interest in any one company in excess of ten percent (10%) of the outstanding voting stock of that company.
D. Except as provided in Paragraph 6.C. above, the Consultant shall be deemed to be in violation of the provisions of Paragraph 6.A. if he (i) is employe...
Noncompetition; Nondisclosure. (i) Until the Expiration Date (disregarding any effect thereupon arising out of termination for Cause), and (ii) during a period of one (1) year following the Expiration Date (disregarding any effect thereupon arising out of termination for Cause, the "Post Employment Period"), the Executive agrees that he will not engage in any Competitive Activity (as defined herein) in the United States of America or its territories or possessions (the "USA") or outside of the USA reasonably likely to have a detrimental effect upon the Company's operations; provided, however, that if the Executive is termi-
Noncompetition; Nondisclosure. 25 (a) Scope and Reasonableness of Restrictions..............................................25 (b)
