Common use of Periods of Noncompliance and Reasonableness of Periods Clause in Contracts

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 and 16 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 and 16 following Termination of the Executive’s Employment. The Company and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 and 16 are reasonable in view of the nature of the Company’s Business and the Executive’s advantageous knowledge of and familiarity with the Company’s Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 and 16 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 7 contracts

Samples: Employment Agreement (Old National Bancorp /In/), Employment Agreement (Old National Bancorp /In/), Employment Agreement (Old National Bancorp /In/)

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Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 and 16 shall be deemed not to run during all any periods of noncompliancenoncompliance by the Participant, the intention of the parties being to have such restrictions and covenants apply for the full periods contemplated by this Appendix B (including those specified in Sections 15 and 16 following the Participant’s Termination of employment with the Executive’s EmploymentCompany). The Company and the Executive Participant acknowledge and agree that the restrictions and covenants contained in Sections 15 and 16 Restrictive Covenants are reasonable in view of the nature of the Company’s 's Business and the Executive’s Participant's advantageous knowledge of and familiarity with the Company’s 's Business, operations, affairs, Customers and Prospective Customers. The Restrictive Covenants are essential terms and conditions to the Company entering into this Award Agreement, and they shall be construed as independent of any other provision in this Award Agreement or of any other agreement between the Participant and the Company. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 and 16 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extentas written, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties Participant and the Company hereby acknowledge the same and agree that a authorize any such court to strike or modify any such provision or part thereof, to permit enforcement of competent jurisdiction shall invoke the Restrictive Covenants and exercise the blue pencil doctrine this Award Agreement to the fullest extent permitted by law to enforce this Agreementlaw.

Appears in 3 contracts

Samples: Award Agreement (Old National Bancorp /In/), Old National Bancorp (Old National Bancorp /In/), Award Agreement (Old National Bancorp /In/)

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 13 and 16 14 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 13 and 16 14 following Termination of the Executive’s Employment. The Company and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 13 and 16 14 are reasonable in view of the nature of the Company’s Business and the Executive’s advantageous knowledge of and familiarity with the Company’s Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 and 16 Section 13 or 14 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 2 contracts

Samples: Change of Control Agreement (Old National Bancorp /In/), Agreement and Plan of Merger (Old National Bancorp /In/)

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 and 16 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 and 16 following Termination of the Executive’s 's Employment. The Company and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 and 16 are reasonable in view of the nature of the Company’s 's Business and the Executive’s 's advantageous knowledge of and familiarity with the Company’s 's Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 and 16 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 2 contracts

Samples: Employment Agreement (Old National Bancorp /In/), Employment Agreement (Old National Bancorp /In/)

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 13 and 16 14 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 13 and 16 14 following Termination of the Executive’s 's Employment. The Company and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 13 and 16 14 are reasonable in view of the nature of the Company’s 's Business and the Executive’s 's advantageous knowledge of and familiarity with the Company’s 's Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 and 16 Section 13 or 14 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 2 contracts

Samples: Control Agreement (Old National Bancorp /In/), Agreement and Plan of Merger (Monroe Bancorp)

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants restrictions and covenants described in Sections 15 5 and 16 6 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 5 and 16 6 following Termination of the Executive’s Termination of Employment. The Company Old National Bank and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 5 and 16 6 are reasonable in view of the nature of the Company’s Business and the Executive’s advantageous knowledge of and familiarity with the Company’s Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction restrictions or covenant covenants contained in Sections 15 5 and 16 6 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction restrictions or covenant covenants to its full extent, then such restriction restrictions or covenant covenants shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce the restrictions and covenants contained in Sections 5 and 6 of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Old National Bancorp /In/), Defined Terms (LSB Financial Corp)

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 10 and 16 11 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 10 and 16 11 following Termination of the Executive’s 's Employment. The Company and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 10 and 16 11 are reasonable in view of the nature of the Company’s 's Business and the Executive’s 's advantageous knowledge of and familiarity with the Company’s 's Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 10 and 16 11 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Indiana Community Bancorp)

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Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 and 16 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 and 16 following the Termination of the Executive’s EmploymentDate. The Company and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 and 16 are reasonable in view of the nature of the Company’s 's Business and the Executive’s 's advantageous knowledge of and familiarity with the Company’s 's Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 and 16 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 1 contract

Samples: Employment Agreement (Old National Bancorp /In/)

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 13 and 16 14 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 13 and 16 14 following the Executive's Termination of the Executive’s Employment. The Company Bank and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 13 and 16 14 are reasonable in view of the nature of the Company’s Employer's Business and the Executive’s 's advantageous knowledge of and familiarity with the Company’s Employer's Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 and 16 Section 13 or 14 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 1 contract

Samples: Employment Agreement (Bear State Financial, Inc.)

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 15 10 and 16 11 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 15 10 and 16 11 following Termination of the Executive’s Employment. The Company and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 15 10 and 16 11 are reasonable in view of the nature of the Company’s Business and the Executive’s advantageous knowledge of and familiarity with the Company’s Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 15 10 and 16 11 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 1 contract

Samples: Plan of Merger (Old National Bancorp /In/)

Periods of Noncompliance and Reasonableness of Periods. The Restrictive Covenants described in Sections 14 and 15 and 16 shall be deemed not to run during all periods of noncompliance, the intention of the parties being to have such restrictions and covenants apply for the full periods specified in Sections 14 and 15 and 16 following Termination of the Executive’s Employment. The Company and the Executive acknowledge and agree that the restrictions and covenants contained in Sections 14 and 15 and 16 are reasonable in view of the nature of the Company’s Business and the Executive’s advantageous knowledge of and familiarity with the Company’s Business, operations, affairs, and Customers. Notwithstanding anything contained herein to the contrary, if the scope of any restriction or covenant contained in Sections 14 and 15 and 16 is found by a court of competent jurisdiction to be too broad to permit enforcement of such restriction or covenant to its full extent, then such restriction or covenant shall be enforced to the maximum extent permitted by law. The parties hereby acknowledge and agree that a court of competent jurisdiction shall invoke and exercise the blue pencil doctrine to the fullest extent permitted by law to enforce this Agreement.

Appears in 1 contract

Samples: Employment Agreement (New York Community Bancorp Inc)

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