Common use of Protection of Business Clause in Contracts

Protection of Business. Notwithstanding anything to the contrary contained elsewhere in this Agreement: Executive will not at any time (during or after employment with Company) divulge, disclose, reveal or communicate to any person, firm corporation, partnership, joint venture or other entity, directly or indirectly, any trade secrets or other information which Executive may have obtained during the course of his employment by Company in respect of any matters affecting or relating to the banking business of Company including, without limitation, any of its plan, policies, business practices, finances, methods of operation or other information known to Executive to be historically considered by Company to be confidential information. In addition to any action for damages, the restrictions on competition and other restrictions imposed upon Executive under this Section 7 of this Agreement may be enforced by Company by an action for an injunction, it being agreed that (in view of the general practical difficulty of determining by computation or legal proof the exact amount of damages, if any, resulting to Company from a violation by Executive of the provisions of this Section 7) that there would be no adequate remedy at law for any breach by Executive of any such restriction.] The obligations imposed upon Executive by the Section 7 shall survive the termination of this Agreement pursuant to Section 2 hereof. Section 8 - Arbitration. The parties hereto agree to arbitrate any issue, misunderstanding, disagreement or dispute in connection with the terms in effect in this Agreement in accordance with the Rules of the American Arbitration Association, before one arbitrator mutually agreeable to the parties hereto. If after two weeks Executive determines that Company and Executive have been unable to agree upon one arbitrator, then Executive may appoint one arbitrator and require Company to appoint a second arbitrator. Whereupon, the two appointed arbitrators shall appoint a third arbitrator mutually agreeable to them. Company and Executive shall be mutually and equally responsible for the costs and expenses associated with arbitration. The arbitration shall occur in Wooster, Ohio, or such other place as mutually agreed upon. Section 9 - Notices and Payments All payments required or permitted to be made under the provisions of this Agreement, and all notices and other communications required or permitted to be given or delivered under this Agreement to Company or to Executive, which notices or communications must be in writing, shall be deemed to have been given if delivered by hand, or mailed by first-class mail, addressed as follows: If to Company: Xxxxx Bancorp, Inc.

Protection of Business. Notwithstanding anything to the contrary contained elsewhere in this Agreement: Executive will not at any time (during or after employment with Company) divulge, disclose, reveal or communicate to any person, firm corporation, partnership, joint venture or other entity, directly or indirectly, any trade secrets or other information which Executive may have obtained during the course of his employment by Company in respect of any matters affecting or relating to the banking business of Company including, without limitation, any of its plan, policies, business practices, finances, methods of operation or other information known to Executive to be historically considered by Company to be confidential information. In addition to any action for damages, the restrictions on competition and other restrictions imposed upon Executive under this Section 7 of this Agreement may be enforced by Company by an action for an injunction, it being agreed that (in view of the general practical difficulty of determining by computation or legal proof the exact amount of damages, if any, resulting to Company from a violation by Executive of the provisions of this Section 7) that there would be no adequate remedy at law for any breach by Executive of any such restriction.] The obligations imposed upon Executive by the Section 7 shall survive the termination of this Agreement pursuant to Section 2 hereof. Section 8 - Arbitration. The parties hereto agree to arbitrate any issue, misunderstanding, disagreement or dispute in connection with the terms in effect in this Agreement in accordance with the Rules of the American Arbitration Association, before one arbitrator mutually agreeable to the parties hereto. If after two weeks Executive determines that Company and Executive have been unable to agree upon one arbitrator, then Executive may appoint one arbitrator and require Company to appoint a second arbitrator. Whereupon, the two appointed arbitrators shall appoint a third arbitrator mutually agreeable to them. Company and Executive shall be mutually and equally responsible for the costs and expenses associated with arbitration. The arbitration shall occur in Wooster, Ohio, or such other place as mutually agreed upon. Section 9 - Notices and Payments All payments required or permitted to be made under the provisions of this Agreement, and all notices and other communications required or permitted to be given or delivered under this Agreement to Company or to Executive, which notices or communications must be in writing, shall be deemed to have been given if delivered by hand, or mailed by first-class mail, addressed as follows: If to Company: Xxxxx Bancorp, Inc.Inc. 000 Xxxx Xxxxxxx Xxxxxx Xxxxxxx, Xxxx 00000 Attention: Chairman of the Board of Directors If to Executive: Xxxxx X. Xxxxxx 000 X. Xxxxxxxx Road Wooster, Ohio 44691 Company or Executive may, by notice given to the other from time to time and at any time, designate a different address for making payments required to be made, and for the giving of notices or other communications required or permitted to be given, to the party designating such new address. Section 10 - Payroll Taxes. Any payment required or permitted to be made or given to Executive under this Agreement shall be subject to the withholding and other requirements of applicable laws, and to the deduction requirements of any benefit plan maintained by Company in which Executive is a participant, and to all reporting, filing and other requirements in respect of such payments, and Company shall use it best efforts promptly to satisfy all such requirements. Section 11 -