POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the Association, he shall not, without the written consent of the Association, either directly or indirectly: (i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association or the Company has business operations or has filed an application for regulatory approval to establish an office; (ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreement; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereof; or (b) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary in the ordinary course of performing the Executive’s duties to the Association.
Appears in 6 contracts
Samples: Employment Agreement (Oconee Federal Financial Corp.), Employment Agreement (Oconee Federal Financial Corp.), Employment Agreement (Oconee Federal Financial Corp.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or of any holding company of the CompanyBank, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or of any holding company of the CompanyBank, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association or Bank of any holding company of the Company Bank has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if Executive’s 's employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank to terminate an existing business or commercial relationship with the Bank.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such Bank as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association Bank or any of its subsidiaries or affiliates.
(c) All payments and benefits to Executive under this Agreement shall be subject to Executive's compliance with respect this Section 11. The parties hereto, recognizing that irreparable injury will result to all Confidential Information. At all timesthe Bank, both during its business and property in the event of Executive’s employment with 's breach of this Section 11, agree that, in the Association and after its terminationevent of any such breach by Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive will keep and all persons acting for or with Executive. Executive represents and admits that Executive's experience and capabilities are such that Executive can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank or disclose any such Confidential Information without the written consent holding company of the AssociationBank from pursuing any other remedies available to them for such breach or threatened breach, except as may be necessary in including the ordinary course recovery of performing the damages from Executive’s duties to the Association.
Appears in 5 contracts
Samples: Employment Agreement (Beacon Federal Bancorp, Inc.), Employment Agreement (Beacon Federal Bancorp, Inc.), Employment Agreement (Beacon Federal Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Bank or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Bank or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or its affiliates to terminate an existing business or commercial relationship with the Bank or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Bank and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary property in the ordinary course event of performing the Executive’s duties breach of this Section, agree that, in the event of any such breach by the Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the Associationviolation hereof by the Executive and all persons acting for or with the Executive. The Executive represents and admits that the Executive’s experience and capabilities are such that the Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank from pursuing any other remedies for such breach or threatened breach, including the recovery of damages from the Executive.
Appears in 5 contracts
Samples: Employment Agreement (ESSA Bancorp, Inc.), Employment Agreement (ESSA Bancorp, Inc.), Employment Agreement (ESSA Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 fifty (50) miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five fifty (2550) miles of any office of the Association as of the date of this AgreementWest Bend, Wisconsin; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 4 contracts
Samples: Employment Agreement (Westbury Bancorp, Inc.), Employment Agreement (Westbury Bancorp, Inc.), Employment Agreement (Westbury Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the Association, he shall not, without the written consent of the Association, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 twenty-five (25) miles of the locations in which the Association or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bankAssociation, savings and loan association, savings and loan holding company, credit union, bank Association or bank Association holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association Company’s or Association’s offices as of the date of this Agreement; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary in the ordinary course of performing the Executive’s duties to the Association.
Appears in 4 contracts
Samples: Employment Agreement (Poage Bankshares, Inc.), Employment Agreement (Poage Bankshares, Inc.), Employment Agreement (Poage Bankshares, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this AgreementCompany’s or Bank’s offices; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 3 contracts
Samples: Employment Agreement (West End Indiana Bancshares, Inc.), Employment Agreement (West End Indiana Bancshares, Inc.), Employment Agreement (West End Indiana Bancshares, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his her termination of employment with the AssociationBank, he she shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this AgreementVersailles, Ohio; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 3 contracts
Samples: Employment Agreement (Versailles Financial Corp), Employment Agreement (Versailles Financial Corp), Employment Agreement (Versailles Financial Corp)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this AgreementVersailles, Ohio; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 3 contracts
Samples: Employment Agreement (Versailles Financial Corp), Employment Agreement (Versailles Financial Corp), Employment Agreement (Versailles Financial Corp)
POST-TERMINATION OBLIGATIONS. (a) During the term of this Agreement and for the one (1) year period after the expiration or termination hereof, Executive hereby covenants shall, upon reasonable notice, furnish such information and agrees thatassistance to the Company as may reasonably be required by the Company in connection with any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party.
(b) Except in the course of his employment and in the pursuit of the business of the Company or its affiliates, Executive shall not, during the course of his employment, or following termination of his employment for any reason, directly or indirectly, disclose, publish, communicate or use on his behalf or another’s behalf, any Confidential Information that he has learned or developed while in the employ of the Company or its affiliates, proprietary information or other data of the Company or its affiliates. Executive acknowledges that unauthorized disclosure or use of such Confidential Information, other than in discharge of Executive’s duties, will cause the Company or its affiliates irreparable harm. For purposes of this Section, Confidential Information means trade secrets (such as technical and non-technical data, a program, method, technique, process) and other confidential or proprietary information concerning the products, processes, services, or customers of the Company or its affiliates, including but not limited to: computer programs; marketing, or organizational research and development; business or strategic plans; financial forecasts; personnel information, including the identity of other employees of the Company or its affiliates, their responsibilities, competence, abilities, and compensation; pricing and financial information; current and prospective customer lists and information on customers or their employees; information concerning planned or pending acquisitions or divestitures; and information concerning purchases of major equipment or property, which information: (a) has not been made generally available to the public; and (b) is useful or of value to the current or anticipated business, or research or development activities of the Company or its affiliates; or (c) has been identified to Executive as confidential by the Company or its affiliates, either orally or in writing.
(c) During the term of this Agreement and for one (1) year after a Date of Termination under circumstances described in Section 4(a) or Section 5(b) hereunder (which period shall be tolled during a period of one year following his termination the continuance of employment with the Associationany actual breach or violation of this Section 10(c)), he shall Executive will not, without except in the written consent performance of the Associationhis duties, either directly or indirectly:
indirectly solicit, induce or encourage (i) solicit, offer employment toany customer of the Company or its affiliates to terminate such customer’s relationship with the Company or its affiliates, or take (ii) any other action intended (or that a reasonable person acting in like circumstances would expect) to have individual who, as of the effect date immediately preceding the Date of causing any officer or Termination, is an employee of the Association or the Company, or Company any of their respective subsidiaries or its affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes relationship with the business Company or its affiliates. For purposes of this paragraph (c), “customer” means any business, entity or person which is or at any time during the six months prior to Executive’s Date of Termination, was a customer of the Association or the Company, Company or any affiliate and with which Executive had contact prior to the Date of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles Termination.
(d) Executive acknowledges that the restraints and agreements herein provided are fair and reasonable, that enforcement of the locations in which provisions of this Section 10 will not cause him undue hardship and that said provisions are reasonably necessary and commensurate with the Association or need to protect the Company has and its affiliates and their legitimate and proprietary business operations or has filed an application for regulatory approval interests and property from irreparable harm. Therefore, Executive agrees that, in addition to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity remedies at law or business that competes with in equity available to the business of the Association Company or its affiliates for Executive’s breach or has headquarters threatened breach of this Section 10, the Company or offices within twenty-five (25) miles its affiliates is entitled to specific performance or injunctive relief, without bond, against Executive to prevent such damage or breach, and the existence of any office claim or cause of the Association as of the date of this Agreement; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information to which the action Executive may have access in connection with against the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association and after Company or its termination, the Executive will keep in confidence and trust all such Confidential Information, and affiliates will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary in the ordinary course of performing the Executive’s duties to the Associationconstitute a defense thereto.
Appears in 3 contracts
Samples: Employment Agreement (Maf Bancorp Inc), Employment Agreement (Maf Bancorp Inc), Employment Agreement (Maf Bancorp Inc)
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationEmployer, he shall not, without the written consent of the AssociationEmployer, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Employer or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Employer or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Employer or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Employer or its affiliates in the same geographic locations where the Employer or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Employer or its affiliates to terminate an existing business or commercial relationship with the Employer or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Employer and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationEmployer and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Employer, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Association Employer, its business and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary property in the ordinary course event of performing the Executive’s duties breach of this Section, agree that, in the event of any such breach by the Executive, the Employer will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the Associationviolation hereof by the Executive and all persons acting for or with the Executive. The Executive represents and admits that the Executive’s experience and capabilities are such that the Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Employer, and that the enforcement of a remedy by way of injunction will not prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Employer from pursuing any other remedies for such breach or threatened breach, including the recovery of damages from the Executive.
Appears in 3 contracts
Samples: Employment Agreement (ESSA Bancorp, Inc.), Employment Agreement (ESSA Bancorp, Inc.), Employment Agreement (ESSA Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or of any holding company of the CompanyBank, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or of any holding company of the CompanyBank, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association or Bank of any holding company of the Company Bank has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank to terminate an existing business or commercial relationship with the Bank.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such Bank as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to Executive’s employment compliance with this Section 11. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its terminationproperty in the event of Executive’s breach of this Section 11, agree that, in the event of any such breach by Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive will keep and all persons acting for or with Executive. Executive represents and admits that Executive’s experience and capabilities are such that Executive can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank or disclose any such Confidential Information without the written consent holding company of the AssociationBank from pursuing any other remedies available to them for such breach or threatened breach, except as may be necessary in including the ordinary course recovery of performing the damages from Executive’s duties to the Association.
Appears in 3 contracts
Samples: Employment Agreement (Beacon Federal Bancorp, Inc.), Employment Agreement (Beacon Federal Bancorp, Inc.), Employment Agreement (Beacon Federal Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his her termination of employment with the Association, he shall not, without the written consent of the Association, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, or any of their respective subsidiaries or affiliates, to terminate his her or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 fifteen (15) miles of the locations in which the Association or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bankassociation, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association or its affiliates or has headquarters or offices within twenty-five fifteen (2515) miles of any office of the locations in which the Association as of or the date of this AgreementCompany has business operations or has filed an application for regulatory approval to establish an office; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary in the ordinary course of performing the Executive’s duties to the Association.
Appears in 2 contracts
Samples: Employment Agreement (Sunnyside Bancorp, Inc.), Employment Agreement (Sunnyside Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, 11 or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 fifty (50) miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five fifty (2550) miles of any office of the Association as of the date of this AgreementWest Bend, Wisconsin; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 2 contracts
Samples: Employment Agreement (Westbury Bancorp, Inc.), Employment Agreement (Westbury Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the Association, he shall not, without the written consent of the Association, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 fifteen (15) miles of the locations in which the Association or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bankassociation, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association or its affiliates or has headquarters or offices within twenty-five fifteen (2515) miles of any office of the locations in which the Association as of or the date of this AgreementCompany has business operations or has filed an application for regulatory approval to establish an office; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary in the ordinary course of performing the Executive’s duties to the Association.
Appears in 2 contracts
Samples: Employment Agreement (Sunnyside Bancorp, Inc.), Employment Agreement (Sunnyside Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 25 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bankassociation, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) 25 miles of any office of the Association as of the date of this AgreementSt. Xxxxxx, Michigan; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 2 contracts
Samples: Employment Agreement (Edgewater Bancorp, Inc.), Employment Agreement (Edgewater Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank to terminate an existing business or commercial relationship with the Bank.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such Bank as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to Executive’s employment compliance with this Section 11. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its terminationproperty in the event of Executive’s breach of this Section 11, agree that, in the event of any such breach by Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive will keep and all persons acting for or with Executive. Executive represents and admits that Executive’s experience and capabilities are such that Executive can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank or disclose the Company from pursuing any other remedies available to them for such Confidential Information without breach or threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing the damages from Executive’s duties to the Association.
Appears in 2 contracts
Samples: Employment Agreement (LaPorte Bancorp, Inc.), Employment Agreement (LaPorte Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his her termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this AgreementCompany's or Bank's offices; provided, however, that this restriction shall not apply if Executive’s 's employment is terminated following in connection with a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “"Confidential Information” " means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s 's employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s 's employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s 's employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s 's employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s 's duties to the AssociationBank.
Appears in 2 contracts
Samples: Employment Agreement (West End Indiana Bancshares, Inc.), Employment Agreement (West End Indiana Bancshares, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his her termination of employment with the AssociationBank, he she shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank to terminate an existing business or commercial relationship with the Bank.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such Bank as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to Executive’s employment compliance with this Section 10. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its terminationproperty in the event of Executive’s breach of this Section 10, agree that, in the event of any such breach by Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive will keep and all persons acting for or with Executive. Executive represents and admits that Executive’s experience and capabilities are such that Executive can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank or disclose the Company from pursuing any other remedies available to them for such Confidential Information without breach or threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing the damages from Executive’s duties to the Association.
Appears in 2 contracts
Samples: Employment Agreement (LaPorte Bancorp, Inc.), Employment Agreement (LaPorte Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year two years following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this AgreementVersailles, Ohio; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; orand
(iii) Executive hereby covenants and agrees that he shall not at any time, either before or after his termination of employment, make or cause to be made any derogatory, disparaging, negative or uncomplimentary statements, whether public or private, to anyone regarding the Bank or any of its affiliates, its or their products or services, its or their financial condition or proposals, or about any of the directors, officers or employees of the Bank or its affiliates. Executive represents to the Bank that he has not made or caused to be made any such statement prior to entering into this Bank. The provisions of this Section 11(a)(iii) shall not be construed to affect the obligations of the Executive to testify truthfully in any legal proceeding or to provide truthful information in any government investigation.
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 2 contracts
Samples: Employment Agreement (Versailles Financial Corp), Employment Agreement (Versailles Financial Corp)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees thatthat (except following a change in control as defined in the Company's 2005 Stock Option Plan), for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters material business interests; or
(iii) solicit, provide any information, advice or offices within twenty-five recommendation or take any other action intended (25or that a reasonable person acting in like circumstances would expect) miles to have the effect of causing any office customer of the Association Bank to terminate an existing business or commercial relationship with the Bank.
(b) Executive shall, upon reasonable notice, furnish such information and assistance to the Bank as may reasonably be required by the Bank, in connection with any litigation in which it or any of the date of this Agreementits subsidiaries or affiliates is, or may become, a party; provided, however, that this restriction Executive shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right be required to or waives (or returns to the Association) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales provide information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information assistance with respect to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust any litigation between the Executive and the Association Bank or any of its subsidiaries or affiliates.
(c) All payments and benefits to Executive under this Agreement shall be subject to Executive's compliance with respect this Section 11. The parties hereto, recognizing that irreparable injury will result to all Confidential Information. At all timesthe Bank, both during its business and property in the event of Executive’s employment with 's breach of this Section 11, agree that, in the Association and after its terminationevent of any such breach by Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive will keep and all persons acting for or with Executive. Executive represents and admits that Executive's experience and capabilities are such that Executive can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank or disclose the Company from pursuing any other remedies available to them for such Confidential Information without breach or threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing the damages from Executive’s duties to the Association.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this AgreementCompany's or Bank's offices; provided, however, that this restriction shall not apply if Executive’s 's employment is terminated following in connection with a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “"Confidential Information” " means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s 's employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s 's employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s 's employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s 's employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s 's duties to the AssociationBank.
Appears in 1 contract
Samples: Employment Agreement (West End Indiana Bancshares, Inc.)
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his her termination of employment with the AssociationBank, he she shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Bank or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Bank or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or its affiliates to terminate an existing business or commercial relationship with the Bank or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Bank and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary property in the ordinary course event of performing the Executive’s duties breach of this Section, agree that, in the event of any such breach by the Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the Associationviolation hereof by the Executive and all persons acting for or with the Executive. The Executive represents and admits that the Executive’s experience and capabilities are such that the Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank from pursuing any other remedies for such breach or threatened breach, including the recovery of damages from the Executive.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationEmployer, he shall not, without the written consent of the AssociationEmployer, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or Bank, the Company, Company or any of their respective subsidiaries or affiliates, affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, Company or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Employer or its affiliates in the same geographic locations where the Employer or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or the Company to terminate an existing business or commercial relationship with the Bank or the Company.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to Bank and/or the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesCompany, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of Bank and/or the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationCompany, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, the Company or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Association Employer, its business and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary property in the ordinary course event of performing the Executive’s duties breach of this Section, agree that, in the event of any such breach by the Executive, the Employer will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the Associationviolation hereof by the Executive and all persons acting for or with the Executive. The Executive represents and admits that the Executive’s experience and capabilities are such that the Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Employer, and that the enforcement of a remedy by way of injunction will not prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Employer and the Company from pursuing any other remedies available to them for such breach or threatened breach, including the recovery of damages from the Executive.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees thatthat (except following a change in control as defined in the Company’s 2005 Stock Option Plan), for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters material business interests; or
(iii) solicit, provide any information, advice or offices within twenty-five recommendation or take any other action intended (25or that a reasonable person acting in like circumstances would expect) miles to have the effect of causing any office customer of the Association Bank to terminate an existing business or commercial relationship with the Bank.
(b) Executive shall, upon reasonable notice, furnish such information and assistance to the Bank as may reasonably be required by the Bank, in connection with any litigation in which it or any of the date of this Agreementits subsidiaries or affiliates is, or may become, a party; provided, however, that this restriction Executive shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right be required to or waives (or returns to the Association) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales provide information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information assistance with respect to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust any litigation between the Executive and the Association with respect Bank or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to Executive’s employment compliance with this Section 11. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its terminationproperty in the event of Executive’s breach of this Section 11, agree that, in the event of any such breach by Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive will keep and all persons acting for or with Executive. Executive represents and admits that Executive’s experience and capabilities are such that Executive can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank or disclose the Company from pursuing any other remedies available to them for such Confidential Information without breach or threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing the damages from Executive’s duties to the Association.
Appears in 1 contract
Samples: Employment Agreement (Atlantic Coast Financial CORP)
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his her termination of employment with the AssociationBank, he she shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Bank or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Bank or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s 's employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or its affiliates to terminate an existing business or commercial relationship with the Bank or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Bank and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment 's compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Bank, its business and property in the event of the Executive's breach of this Section, agree that, in the event of any such breach by the Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by the Executive and all persons acting for or with the Association Executive. The Executive represents and after its termination, admits that the Executive's experience and capabilities are such that the Executive will keep can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank from pursuing any other remedies for such breach or disclose any such Confidential Information without threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing damages from the Executive’s duties to the Association.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationEmployer, he shall not, without the written consent of the AssociationEmployer, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Employer or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Employer or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Employer or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Employer or its affiliates in the same geographic locations where the Employer or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s 's employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Employer or its affiliates to terminate an existing business or commercial relationship with the Employer or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Employer and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationEmployer and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Employer, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment 's compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Employer, its business and property in the event of the Executive's breach of this Section, agree that, in the event of any such breach by the Executive, the Employer will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by the Executive and all persons acting for or with the Association Executive. The Executive represents and after its termination, admits that the Executive's experience and capabilities are such that the Executive will keep can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Employer, and that the enforcement of a remedy by way of injunction will not use prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Employer from pursuing any other remedies for such breach or disclose any such Confidential Information without threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing damages from the Executive’s duties to the Association.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 sixty (60) miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;; or
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five sixty (2560) miles of any office of the Association as of the date of this AgreementCheviot, Ohio; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or.
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 miles of the locations in which the Association or the Company has business operations or has filed an application for regulatory approval to establish an officeDane County, Wisconsin;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bankassociation, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this AgreementDane County, Wisconsin; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 1 contract
Samples: Employment Agreement (Home Bancorp Wisconsin, Inc.)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his Executive's termination of employment with the AssociationBank, he Executive shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her Executive's employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bankassociation, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) 50 miles of any office of the Association as of the date of this AgreementSt. Jxxxxx, Michigan; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if either (a) Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereof; oror Section 5 hereof (unless such termination is by the Bank for Cause in which case this restriction shall apply), or (b) Executive waives all rights to any payments under Section 4 or Section 5 hereof and executes and does not revoke a Release.
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bankassociation, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five (25) 50 miles of any office of the Association as of the date of this AgreementSt. Jxxxxx, Michigan; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if either (a) Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereof; oror Section 5 hereof (unless such termination is by the Bank for Cause in which case this restriction shall apply), or (b) Executive waives all rights to any payments under Section 4 or Section 5 hereof and executes and does not revoke a Release.
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he Executive shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or of any holding company of the CompanyBank, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or of any holding company of the CompanyBank, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association or Bank of any holding company of the Company Bank has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank to terminate an existing business or commercial relationship with the Bank.
(iv) make any written or verbal statements which may defame, disparage or cast in a negative light the Bank or injure the Bank’s reputation, goodwill, or standing in the community or which may defame, disparage or cast in a negative light or injure the reputation, goodwill or standing in the community of any of the Bank’s current or former officers or employees.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such Bank as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to Executive’s employment compliance with this Section 11. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its terminationproperty in the event of Executive’s breach of this Section 11, agree that, in the event of any such breach by Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive will keep and all persons acting for or with Executive. Executive represents and admits that Executive’s experience and capabilities are such that Executive can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank or disclose any such Confidential Information without the written consent holding company of the AssociationBank from pursuing any other remedies available to them for such breach or threatened breach, except as may be necessary in including the ordinary course recovery of performing the damages from Executive’s duties to the Association.
Appears in 1 contract
Samples: Employment Agreement (Beacon Federal Bancorp, Inc.)
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or Bank, the Company, Company or any of their respective subsidiaries or affiliates, affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, Company or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or the Company to terminate an existing business or commercial relationship with the Bank or the Company.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to Bank and/or the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesCompany, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of Bank and/or the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationCompany, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, the Company or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary property in the ordinary course event of performing the Executive’s duties breach of this Section, agree that, in the event of any such breach by the Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the Associationviolation hereof by the Executive and all persons acting for or with the Executive. The Executive represents and admits that the Executive’s experience and capabilities are such that the Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank and the Company from pursuing any other remedies available to them for such breach or threatened breach, including the recovery of damages from the Executive.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees thatthat (except following a change in control as defined in the Company’s 2005 Stock Option Plan), for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters material business interests; or
(iii) solicit, provide any information, advice or offices within twenty-five recommendation or take any other action intended (25or that a reasonable person acting in like circumstances would expect) miles to have the effect of causing any office customer of the Association Bank to terminate an existing business or commercial relationship with the Bank.
(b) Executive shall, upon reasonable notice, furnish such information and assistance to the Bank as may reasonably be required by the Bank, in connection with any litigation in which it or any of the date of this Agreementits subsidiaries or affiliates is, or may become, a party; provided, however, that this restriction Executive shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right be required to or waives (or returns to the Association) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association which is of value to the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales provide information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the Association, as well as other information assistance with respect to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust any litigation between the Executive and the Association with respect Bank or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to Executive’s employment compliance with this Section 11. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its terminationproperty in the event of Executive’s breach of this Section 10, agree that, in the event of any such breach by Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive will keep and all persons acting for or with Executive. Executive represents and admits that Executive’s experience and capabilities are such that Executive can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank or disclose the Company from pursuing any other remedies available to them for such Confidential Information without breach or threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing the damages from Executive’s duties to the Association.
Appears in 1 contract
Samples: Employment Agreement (Atlantic Coast Financial CORP)
POST-TERMINATION OBLIGATIONS. (a) Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association Bank or the Company, or any of their respective subsidiaries or affiliates, to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 thirty (30) miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes with the business of the Association Bank or its affiliates or has headquarters or offices within twenty-five thirty (2530) miles of any office of the Association as of the date of this AgreementWest Bend, Wisconsin; provided, however, that this restriction shall not apply if Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the AssociationBank) any payments under Section 4 hereof; or
(b) As used in this Agreement, “Confidential Information” means information belonging to the Association Bank which is of value to the Association Bank in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the AssociationBank. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the AssociationBank. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential information of others with which the Association Bank has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust between the Executive and the Association Bank with respect to all Confidential Information. At all times, both during the Executive’s employment with the Association Bank and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the AssociationBank, except as may be necessary in the ordinary course of performing the Executive’s duties to the AssociationBank.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his her termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Bank or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Bank or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s 's employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or its affiliates to terminate an existing business or commercial relationship with the Bank or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Bank and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment 's compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Bank, its business and property in the event of the Executive's breach of this Section, agree that, in the event of any such breach by the Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by the Executive and all persons acting for or with the Association Executive. The Executive represents and after its termination, admits that the Executive's experience and capabilities are such that the Executive will keep can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank from pursuing any other remedies for such breach or disclose any such Confidential Information without threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing damages from the Executive’s duties to the Association.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his her termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Bank or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Bank or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or its affiliates to terminate an existing business or commercial relationship with the Bank or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Bank and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Association Bank, its business and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary property in the ordinary course event of performing the Executive’s duties breach of this Section, agree that, in the event of any such breach by the Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the Associationviolation hereof by the Executive and all persons acting for or with the Executive. The Executive represents and admits that the Executive’s experience and capabilities are such that the Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank from pursuing any other remedies for such breach or threatened breach, including the recovery of damages from the Executive.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationBank, he shall not, without the written consent of the AssociationBank, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Bank or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Bank or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Bank or its affiliates in the same geographic locations where the Bank or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s 's employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or its affiliates to terminate an existing business or commercial relationship with the Bank or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Bank and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationBank and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment 's compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Bank, its business and property in the event of the Executive's breach of this Section, agree that, in the event of any such breach by the Executive, the Bank will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by the Executive and all persons acting for or with the Association Executive. The Executive represents and after its termination, admits that the Executive's experience and capabilities are such that the Executive will keep can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Bank, and that the enforcement of a remedy by way of injunction will not use prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Bank from pursuing any other remedies for such breach or disclose any such Confidential Information without threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing damages from the Executive’s duties to the Association.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationEmployer, he shall not, without the written consent of the AssociationEmployer, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or Bank, the Company, Company or any of their respective subsidiaries or affiliates, affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association Bank or the Company, Company or any of their direct or indirect subsidiaries or affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Bank or the Company has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Employer or its affiliates in the same geographic locations where the Employer or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s 's employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Bank or the Company to terminate an existing business or commercial relationship with the Bank or the Company.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to Bank and/or the Association in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesCompany, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of Bank and/or the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationCompany, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Bank, the Company or any of its subsidiaries or affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment 's compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Employer, its business and property in the event of the Executive's breach of this Section 11, agree that, in the event of any such breach by the Executive, the Employer will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by the Executive and all persons acting for or with the Association Executive. The Executive represents and after its termination, admits that the Executive's experience and capabilities are such that the Executive will keep can obtain employment in confidence and trust all such Confidential Informationa business engaged in other lines and/or of a different nature than the Employer, and that the enforcement of a remedy by way of injunction will not use prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Employer and the Company from pursuing any other remedies available to them for such breach or disclose any such Confidential Information without threatened breach, including the written consent recovery of the Association, except as may be necessary in the ordinary course of performing damages from the Executive’s duties to the Association.
Appears in 1 contract
POST-TERMINATION OBLIGATIONS. (a) The Executive hereby covenants and agrees that, for a period of one year following his termination of employment with the AssociationEmployer, he shall not, without the written consent of the AssociationEmployer, either directly or indirectly:
(i) solicit, offer employment to, or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any officer or employee of the Association or the Company, Employer or any of their respective subsidiaries or affiliates, its affiliates to terminate his or her employment and accept employment or become affiliated with, or provide services for compensation in any capacity whatsoever to, any business whatsoever that competes with the business of the Association or the Company, Employee or any of their direct or indirect subsidiaries or its affiliates or has headquarters or offices within 20 50 miles of the locations in which the Association Employer or the Company its affiliates has business operations or has filed an application for regulatory approval to establish an office;
(ii) become an officer, employee, consultant, director, independent contractor, agent, sole proprietor, joint venturer, greater than 5% equity equity-owner or stockholder, partner or trustee of any savings bank, savings and loan association, savings and loan holding company, credit union, bank or bank holding company, insurance company or agency, any mortgage or loan broker or any other financial services entity or business that competes competing with the business of the Association Employer or its affiliates in the same geographic locations where the Employer or its affiliates has headquarters or offices within twenty-five (25) miles of any office of the Association as of the date of this Agreementmaterial business interests; provided, however, that this restriction shall not apply if the Executive’s employment is terminated following a Change in Control or if Executive does not have any right to or waives (or returns to the Association) any payments under Section 4 hereofControl; or
(iii) solicit, provide any information, advice or recommendation or take any other action intended (or that a reasonable person acting in like circumstances would expect) to have the effect of causing any customer of the Employer or its affiliates to terminate an existing business or commercial relationship with the Employer or its affiliates.
(b) As used in this AgreementExecutive shall, “Confidential Information” means upon reasonable notice, furnish such information belonging and assistance to the Association which is of value to the Association in the course of conducting Employer and/or its business and the disclosure of which could result in a competitive or other disadvantage to the Association. Confidential Information includesaffiliates, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered may reasonably be required by the management of the Association. Confidential Information includes information developed by the Executive in the course of the Executive’s employment by the AssociationEmployer and/or its affiliates, as well as other information to which the Executive may have access in connection with the Executive’s employment. Confidential Information also includes the confidential any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information of others or assistance with which the Association has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain. The Executive understands and agrees that the Executive’s employment creates a relationship of confidence and trust respect to any litigation between the Executive and the Association with respect Employer, or any of its affiliates.
(c) All payments and benefits to all Confidential Information. At all times, both during the Executive under this Agreement shall be subject to the Executive’s employment compliance with this Section. The parties hereto, recognizing that irreparable injury will result to the Association Employer, its business and after its termination, the Executive will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Association, except as may be necessary property in the ordinary course event of performing the Executive’s duties breach of this Section, agree that, in the event of any such breach by the Executive, the Employer will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the Associationviolation hereof by the Executive and all persons acting for or with the Executive. The Executive represents and admits that the Executive’s experience and capabilities are such that the Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Employer, and that the enforcement of a remedy by way of injunction will not prevent the Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Employer and the Company from pursuing any other remedies available to them for such breach or threatened breach, including the recovery of damages from the Executive.
Appears in 1 contract