Obligations after employment. 2.1 You shall not for the Restriction Period hold a Material Interest in a business or venture which:
(a) is or is about to be in competition with the Business or any part thereof; or
(b) is likely to result in the intentional or unintentional disclosure or use of Confidential Information by you in order for you to properly discharge your duties to or further your interest in that business or venture.
2.2 The provisions of clause 2.1 shall not operate so as to prevent you from being engaged, concerned or interested in any business or venture in so far as your work for that business or venture shall relate solely to services or activities with which the Duties were not concerned to a material extent or in relation to which you were not responsible and in relation to which you held no Confidential Information during the Protected Period.
2.3 You shall not for the Restriction Period in respect of any Goods and/or Services:
(a) deal with or supply any Customer;
(b) deal with or supply any Prospective Customer; or
(c) offer employment or any contract for services to or employ or engage any Key Employee.
2.4 You shall not for the Restriction Period in respect of any Goods and/or Services:
(a) solicit, facilitate the solicitation of or canvass the custom or business of any Customer;
(b) solicit, facilitate the solicitation of or canvass the custom or business of any Prospective Customer; or
(c) solicit or entice or endeavour to solicit or entice any Key Employee to leave his employment with or cease his directorship or consultancy with the Company or any Group Company, whether or not that person would breach any obligations owed to the Company or any relevant Group Company by so doing.
2.5 You shall not for the Restriction Period:
(a) deal with or accept the supply of any goods or services from any Supplier where such supply is likely to be the detriment of any Group Company whether by causing the Supplier to reduce or alter the terms or quantity of supply to the Group Company or where the value of the Company’s arrangement with the Supplier is diminished; or
(b) solicit, facilitate the solicitation of or canvass the supply of any goods or services from any Supplier where such supply is likely to be the detriment of any Group Company whether by causing the Supplier to reduce or alter the terms or quantity of supply to the Group Company or where the value of the Group Company’s arrangement with the Supplier is diminished;
2.6 If, at any time during the Employment,...
Obligations after employment. 14.1 The Executive shall not directly or indirectly, whether on the Executives own behalf or on behalf of another person:
14.1.1 for the period of 9 months following the Termination Date:
(a) so as to compete with the Company in any part of the Restricted Business solicit or entice away or seek to solicit or entice away or deal with any person who was at any time during the Relevant Period a client of the Company with whom:
(i) the Executive shall have had material dealing in the course of the Employment at any time in the Relevant Period;
(ii) any employee of the Company who is under the Executives control shall have had material dealing in the course of their employment with the Company during the Relevant Period;
(iii) the Executive shall have had material dealings in the course of the Employment at any time in the Relevant Period and who, to the Executives knowledge, was at the Termination Date negotiating with the Company with a view to dealing with that company as a client;
(b) solicit or entice away or seek to solicit or entice away from the Company any person who is and was at the Termination Date employed or engaged by the Company in any part of the Restricted Business in a senior managerial, technical, supervisory, sales, marketing or risk assessment capacity and was a person with whom the Executive had material dealings in the course of the Employment during the Relevant Period;
(c) employ or engage any person who is and was at the Termination Date employed or engaged by the Company in any part of the Restricted Business in a senior managerial, technical, supervisory, sales, marketing or risk assessment capacity and was a person with whom the Executive had material dealings in the course of the Employment during the Relevant Period; or
(d) so as to compete with the Company in any part of the Restricted Business seek to entice away from the Company or otherwise solicit or interfere with the relationship between the Company and any supplier of such company with whom the Executive shall have had material dealings in the course of the Employment during the Relevant Period;
14.1.2 at any time after the Termination Date:
(a) induce or seek to induce by any means involving the disclosure or use of Confidential Information any customer to cease dealing with the Company or to restrict or vary the terms upon which it deals with the Company;
(b) be held out or represented by the Executive or any other person, as being in any way connected with or intereste...
Obligations after employment. Without prejudice to the other terms of this Agreement, you agree that following the termination of your Employment for any reason whatsoever, you will be bound by and you will comply with the terms and conditions set out in Schedule 1 to this Agreement.
Obligations after employment. 17.1 The Executive shall not within the Restricted Area directly or indirectly:
17.1.1 without prior express consent in writing of the Chief Executive (as referred to in clause 17.2) during the Restricted Period, hold any Material Interest in any business (including without limitation in any Customer) which is or shall be wholly or partly in competition with any of the Businesses including without limitation those listed in Schedule 3 and their respective subsidiaries and holding companies (as defined in sections 736 and 736A of the Companies Act 1985) (being companies in which the parties acknowledge that the Executive would inevitably give his new employer an unfair advantage vis-à-vis the Company in view of his embedded knowledge of the Company and those companies’ status as head-on competitors of the Company;
17.1.2 without the prior express consent in writing of the Chief Executive (as referred to in clause 17.2) during the Restricted Period, hold any Material Interest in any person, firm or company which requires or might reasonably be thought by the Company to require him to disclose or make use of any Confidential Business Information in order properly to discharge his duties to or to further his interest in such person, firm or company;
17.1.3 without the prior express consent in writing of the Chief Executive (as referred to in clause 17.2) during the Restricted Period, seek in any capacity whatsoever (either alone or jointly with any other person and whether on his own account or in partnership with others or as an officer employee agent of or consultant to any other person) any business, orders or custom for any Restricted Products or Restricted Services from any Customer;
17.1.4 without the prior express consent in writing of the Chief Executive (as referred to in clause 17.2) during the Restricted Period, accept in any capacity whatsoever (either alone or jointly with any other person and whether on his own account or in partnership with others or as an officer employee agent of or consultant to any other person) orders for any Restricted Products or Restricted Services from any Customer;
17.1.5 at any time after the Termination Date (either alone or jointly with any other person and whether on his own account or in partnership with others or as an officer employee agent of or consultant to any other person) interfere or seek to interfere or take such steps as may interfere with the continuance of supplies to the Company and/or any Group Comp...
Obligations after employment. 16.1 You shall not, during the Restricted Period, directly or indirectly:
16.1.1 hold any Material Interest in any business which is or shall be wholly or partly in competition with the Businesses in the Restricted Area including (to the extent that the same carry on a business in the Restricted Area which is competitive with the Businesses) those organisations listed in Schedule 2 and their respective parent undertakings, subsidiary undertakings, subsidiaries, holding and associated companies (as defined in sections 258, 736 and 736A of the Companies Xxx 0000 and section 52 of the Companies Act 1989);
16.1.2 hold any Material Interest in any organisation, which requires you to disclose or make use of any Confidential Information.
16.2 You shall not, directly or indirectly, whether as a principal, employee, partner, director, consultant, sub-contractor, shareholder or otherwise howsoever on your own behalf or on behalf of any other person during the Restricted Period in competition with the Company and/or any Group Company:
16.2.1 solicit any business, orders or custom for any Products or Services from any Customer;
16.2.2 solicit any business, orders or custom for any Products or Services from any Potential Customer;
16.2.3 accept any business orders or custom for any Products or Services from any Customer;
16.2.4 accept any business orders or custom for any Products or Services from any Potential Customer;
16.2.5 take such steps as may interfere with the continuance of supplies to the Company and/or any Group Company by any supplier;
16.2.6 solicit or entice away or seek to solicit or entice away from the Company or any Group Company (or knowingly assist or procure any other person to do so) any Employee or Contractor and whether or not such person would breach his or her contract of employment or engagement by reason of leaving the service of the Company or a Group Company as the case may be; or
16.2.7 engage (or knowingly assist or procure any other person to engage) any Employee or Contractor.
16.3 You shall not directly or indirectly whether as principal, employee, partner, director, consultant, sub-contractor, shareholder or otherwise howsoever on your own behalf or on behalf of any other person:
16.3.1 at any time after the Termination Date induce or seek to induce by any means involving the disclosure or use of Confidential Information any Customer or any other customer or any supplier to cease dealing with, reduce its business with or vary or res...
Obligations after employment. In order to protect the Group’s business interests, Intellectual Property (as defined in Schedule 1) business connections and Confidential Information (all of which the Executive shall have had access to as a result of his employment), the Executive shall not do the following for the duration of the Restricted Period:
Obligations after employment. 15.1 The Executive shall not within the Restricted Area directly or indirectly for the period of 12 months after the Termination Date, hold any Material Interest in any person which:
(a) is or shall be wholly or partly in competition with any of the Businesses; or
(b) requires or might reasonably be thought by the Company to require him to disclose or make use of any Confidential Information in order properly to discharge his duties to or to further his interest in that person.
15.2 The Executive shall not directly or indirectly, whether on his own behalf or on the behalf of another person:
(a) for the period of 12 months after the Termination Date:
(i) seek, canvass or solicit in any capacity whatsoever any business, orders or custom for any Restricted Products or Restricted Services from any Customer;
(ii) accept in any capacity whatsoever orders for any Restricted Products or Restricted Services from any Customer; or
(iii) solicit or entice away or seek to entice away from any Group Company any person who is and was at the Termination Date employed by any Group Company in any of the Businesses in a managerial, technical, supervisory, sales, marketing or senior financial capacity;
(b) at any time after the Termination Date:
(i) induce or seek to induce by any means involving the disclosure or use of Confidential Information any Customer to cease dealing with any Group Company or to restrict or vary the terms upon which it deals with any Group Company;
(ii) represent himself or permit himself to be held out by any person, as being in any way connected with or interested in any Group Company; and
(iii) disclose to any person, or make use of any Confidential Information.
Obligations after employment. Without prejudice to the other terms of this Agreement, you agree that following the termination of your Employment for any reason whatsoever, you will be bound by and you will comply with the terms and conditions set out in Schedule 1 to this Agreement. International HR\SVB Financial Group UK Svc Agreement_PCox Rev. July 13, 2009
Obligations after employment. The Employee warrants that for a period of 12 months immediately following the termination of this employment, he or she will not canvass, solicit or endeavour to entice away from the Company or Associated Company any Restricted Client of or supplier to the Company or Associated company or
(a) Solicit, interfere with or endeavour to entice away any employees of the Company or Associated Company; or
(b) Counsel, procure or otherwise assist any person or company to do any of the acts referred to in Obligations after Employment clause.
Obligations after employment. 19.1 In order to protect the Confidential Information and business connections of the Company and each Group Company to which he has access as a result of the Employment, the Executive covenants with the Company (for itself and as trustee and agent for each Group Company) that he shall not:
19.1.1 for 12 months after the Termination Date, solicit or endeavour to entice away from the Company or any Group Company the business or custom of a Restricted Customer with a view to providing goods or services to that Restricted Customer in competition with any Restricted Business;
19.1.2 for 12 months after the Termination Date in the course of any business concern which is in competition with any Restricted Business, offer to employ or engage or otherwise endeavour to entice away from the Company or any Group Company any Restricted Person;
19.1.3 for 12 months after the Termination Date in the course of any business concern which is in competition with any Restricted Business, employ or engage or otherwise facilitate the employment or engagement of any Restricted Person, whether or not such person would be in breach of contract as a result of such employment or engagement;
19.1.4 for 12 months after the Termination Date, be involved in any Capacity with any business concern which is (or intends to be) in competition with any Restricted Business;
19.1.5 for 12 months after the Termination Date, be involved with the provision of goods or services to (or otherwise have any business dealings with) any Restricted Customer in the course of any business concern which is in competition with any Restricted Business; or
19.1.6 at any time after the Termination Date, represent himself as connected with the Company or any Group Company in any Capacity, other than as a former employee, or use any registered names or trading names associated with the Company or any Group Company.
19.1.7 at any time after the Termination Date:
19.1.7.1 induce or seek to induce by any means involving the disclosure or use of Confidential Information any customer to cease dealing with the Company or to restrict or vary the terms upon which it deals with the Company; or
19.1.7.2 disclose, divulge or communicate to any person or persons whatsoever or make use of any Confidential Information.
19.2 Any period of Garden Leave served by the Executive pursuant to Clause 17.6 shall reduce the 12 month period referred to in Clause 19.1.1 by an equal period of time.
19.3 None of the restrictions in clause 1...
