Common use of Optionee Covenants Clause in Contracts

Optionee Covenants. The Optionee recognizes that over a period of many years the Company and Universal Corporation and its Affiliates (including any predecessors or entities from which they might have acquired goodwill) have developed, at considerable expense, relationships with customers and prospective customers which constitute a major part of the value of the goodwill of the Company, Universal Corporation and the Affiliates. During the course of his employment by the Company, the Optionee will have substantial contact with these customers and prospective customers. In order to protect the goodwill of the Company's, Universal Corporation's and the Affiliate's businesses, the Optionee covenants and agrees that, in the event of the termination of his employment, whether voluntary or involuntary, he shall forfeit the option if he directly or indirectly as an owner, shareholder, director, employee, partner, agent, broker, consultant or other participant, for the period during which the option is exercisable: (a) calls upon or causes to be called upon, or solicits or assists in the solicitation of any person, firm, association, or corporation, listed as a customer of the Company, Universal Corporation or any Affiliate on the date of termination of the Optionee's employment, for the purpose of selling, renting or supplying any product or service competitive with the products or services of the Company, Universal Corporation or any Affiliate; or (b) performs for a competitor of the Company the same or similar services he or she performed for the Company. Subparagraphs (a) and (b) are separate and divisible covenants; if for any reason any one covenant is held to be invalid or unenforceable, in whole or in part, the same shall not be held to affect the validity or enforceability of the others, or of any provision of this Agreement. The period and scope of the restrictions set forth in this paragraph shall be reduced to the maximum permitted by the law actually applied to determine the validity of each subparagraph.

Appears in 2 contracts

Samples: Non Qualified Stock Option Agreement (Universal Corp /Va/), Non Qualified Stock Option Agreement (Universal Corp /Va/)

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Optionee Covenants. The Optionee recognizes that over a period of many years the Company and Universal Corporation and its Affiliates (including any predecessors or entities from which they it might have acquired goodwill) have developed, at considerable expense, relationships with customers and prospective customers which constitute a major part of the value of the goodwill of the Company, Universal Corporation Company and the Affiliates. During the course of his or her employment by the Company, the Optionee will have substantial contact with these customers and prospective customers. In order to protect the goodwill of the Company's, Universal Corporation's and the Affiliate's Affiliates' businesses, the Optionee covenants and agrees that, in the event of the termination of his or her employment, whether voluntary or involuntary, he or she shall forfeit the option Options granted under this Agreement if he or she directly or indirectly as an owner, shareholder, director, employee, partner, agent, broker, consultant or other participant, for the period during which the option is such Options are exercisable: (a) calls upon or causes to be called upon, or solicits or assists in the solicitation of any person, firm, association, or corporation, listed as a customer of the Company, Universal Corporation Company or any Affiliate on the date of termination of the Optionee's employment, for the purpose of selling, renting or supplying any product or service competitive with the products or services of the Company, Universal Corporation Company or any Affiliate; or (b) performs or contracts to perform for a competitor of the Company or any Affiliate the same or similar services he or she performed for the CompanyCompany or such Affiliate. Subparagraphs (a) and (b) of this paragraph 7 are separate and divisible covenants; if for any reason any one covenant is held to be invalid or unenforceable, in whole or in part, the same shall not be held to affect the validity or enforceability of the others, or of any other provision of this Agreement. The period and scope of the restrictions set forth in this paragraph 7 shall be reduced to the maximum permitted by the law actually applied to determine the validity of each subparagraph.

Appears in 2 contracts

Samples: Stock Option and Equity Accumulation Agreement (Universal Corp /Va/), Stock Option and Equity Accumulation Agreement (Universal Corp /Va/)

Optionee Covenants. The Optionee recognizes that over a period of ------------------ many years the Company and Universal Corporation and its Affiliates (including any predecessors or entities from which they it might have acquired goodwill) have developed, at considerable expense, relationships with customers and prospective customers which constitute a major part of the value of the goodwill of the Company, Universal Corporation Company and the Affiliates. During the course of his or her employment by the Company, the Optionee will have substantial contact with these customers and prospective customers. In order to protect the goodwill of the Company's, Universal Corporation's and the Affiliate's Affiliates' businesses, the Optionee covenants and agrees that, in the event of the termination of his or her employment, whether voluntary or involuntary, he or she shall forfeit the option Options granted under this Agreement if he or she directly or indirectly as an owner, shareholder, director, employee, partner, agent, broker, consultant or other participant, for the period during which the option is such Options are exercisable: (a) calls upon or causes to be called upon, or solicits or assists in the solicitation of any person, firm, association, or corporation, listed as a customer of the Company, Universal Corporation Company or any Affiliate on the date of termination of the Optionee's employment, for the purpose of selling, renting or supplying any product or service competitive with the products or services of the Company, Universal Corporation Company or any Affiliate; or (b) performs or contracts to perform for a competitor of the Company or any Affiliate the same or similar services he or she performed for the CompanyCompany or such Affiliate. Subparagraphs (a) and (b) of this paragraph 7 are separate and divisible covenants; if for any reason any one covenant is held to be invalid or unenforceable, in whole or in part, the same shall not be held to affect the validity or enforceability of the others, or of any other provision of this Agreement. The period and scope of the restrictions set forth in this paragraph 7 shall be reduced to the maximum permitted by the law actually applied to determine the validity of each subparagraph.

Appears in 1 contract

Samples: Stock Option Agreement (Universal Corp /Va/)

Optionee Covenants. The Optionee recognizes that over a period of many years the Company and Universal Corporation and its Affiliates (including any predecessors or entities from which they might have acquired goodwill) have developed, at considerable expense, relationships with customers and prospective customers which constitute a major part of the value of the goodwill of the Company, Universal Corporation Company and the its Affiliates. During the course of his or her employment by the Company, the Optionee will have substantial contact with these customers and prospective customers. In order to protect the goodwill of the Company's, Universal Corporation's ’s and the Affiliate's ’s businesses, the Optionee covenants and agrees that, in the event of the termination of his employment, whether voluntary or involuntary, that he shall forfeit the option if he directly or indirectly as an owner, shareholder, director, employee, partner, agent, broker, consultant or other participant, for the period during which the option is exercisable: (a) calls upon or causes to be called upon, or solicits or assists in the solicitation of any person, firm, association, or corporation, listed as a customer of the Company, Universal Corporation Company or any Affiliate of its Affiliates on the date of termination of the Optionee's ’s employment, for the purpose of selling, renting or supplying any product or service competitive with the products or services of the Company, Universal Corporation Company or any Affiliateof its Affiliates; or (b) performs for a competitor of the Company the same or similar services he or she performed for the Company. Subparagraphs (a) and (b) are separate and divisible covenants; if for any reason any one covenant is held to be invalid or unenforceable, in whole or in part, the same shall not be held to affect the validity or enforceability of the others, or of any provision of this Agreement. The period and scope of the restrictions set forth in this paragraph shall be reduced to the maximum permitted by the law actually applied to determine the validity of each subparagraph.

Appears in 1 contract

Samples: Non Qualified Stock Option Agreement (Universal Corp /Va/)

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Optionee Covenants. The Optionee recognizes that over a period of many years the Company and Universal Corporation and its Affiliates (including any predecessors or entities from which they might have acquired goodwill) have developed, at considerable expense, relationships with customers and prospective customers which constitute a major part of the value of the goodwill of the Company, Universal Corporation Company and the its Affiliates. During the course of his employment by the Company, the Optionee will have substantial contact with these customers and prospective customers. In order to protect the goodwill of the Company's, Universal Corporation's ’s and the Affiliate's ’s businesses, the Optionee covenants and agrees that, in the event of the termination of his employment, whether voluntary or involuntary, he shall forfeit the option if he directly or indirectly as an owner, shareholder, director, employee, partner, agent, broker, consultant or other participant, for the period during which the option is exercisable: (a) calls upon or causes to be called upon, or solicits or assists in the solicitation of any person, firm, association, or corporation, listed as a customer of the Company, Universal Corporation Company or any Affiliate of its Affiliates on the date of termination of the Optionee's ’s employment, for the purpose of selling, renting or supplying any product or service competitive with the products or services of the Company, Universal Corporation Company or any Affiliateof its Affiliates; or (b) performs for a competitor of the Company the same or similar services he or she performed for the Company. Subparagraphs (a) and (b) are separate and divisible covenants; if for any reason any one covenant is held to be invalid or unenforceable, in whole or in part, the same shall not be held to affect the validity or enforceability of the others, or of any provision of this Agreement. The period and scope of the restrictions set forth in this paragraph shall be reduced to the maximum permitted by the law actually applied to determine the validity of each subparagraph.

Appears in 1 contract

Samples: Non Qualified Stock Option Agreement (Universal Corp /Va/)

Optionee Covenants. The Optionee recognizes that over a period of many years the Company and Universal Corporation and its Affiliates (including any predecessors or entities from which they might have acquired goodwill) have developed, at considerable expense, relationships with customers and prospective customers which constitute a major part of the value of the goodwill of the Company, Universal Corporation Company and the its Affiliates. During the course of his or her employment by the Company, the Optionee will have substantial contact with these customers and prospective customers. In order to protect the goodwill of the Company's, Universal Corporation's and the Affiliate's businesses, the Optionee covenants and agrees that, in the event of the termination of his or her employment, whether voluntary or involuntary, he shall forfeit the option if he directly or indirectly as an owner, shareholder, director, employee, partner, agent, broker, consultant or other participant, for the period during which the option is exercisable: (a) calls upon or causes to be called upon, or solicits or assists in the solicitation of any person, firm, association, or corporation, listed as a customer of the Company, Universal Corporation Company or any Affiliate of its Affiliates on the date of termination of the Optionee's employment, for the purpose of selling, renting or supplying any product or service competitive with the products or services of the Company, Universal Corporation Company or any Affiliateof its Affiliates; or (b) performs for a competitor of the Company the same or similar services he or she performed for the Company. Subparagraphs (a) and (b) are separate and divisible covenants; if for any reason any one covenant is held to be invalid or unenforceable, in whole or in part, the same shall not be held to affect the validity or enforceability of the others, or of any provision of this Agreement. The period and scope of the restrictions set forth in this paragraph shall be reduced to the maximum permitted by the law actually applied to determine the validity of each subparagraph.

Appears in 1 contract

Samples: Non Qualified Stock Option Agreement (Universal Corp /Va/)

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