Restricted Covenant. (a) You are aware that the services you perform for the Company are of a special, unique character. You also acknowledge your possession and future possession of Proprietary Information and the highly competitive nature of the business of the Company. Accordingly, you agree that, for the consideration set forth in this Agreement, you will not, without the written permission of the Company pursuant to Board of Directors authorization, during your employment under this Agreement and, if your employment ends as a result of your voluntary termination of employment pursuant to paragraph 4(e), for a period of one (1) year thereafter (six (6) months, in the event of any such termination after the occurrence of a Change of Control): (i) directly or indirectly engage or become interested or involved in any Competitive Business (as defined in subparagraph (b) below), whether such engagement, interest, or involvement shall be as an employer, officer, director, owner shareholder, employee, partner, consultant, or in any other capacity or relationship; provided, however, that this shall not preclude a passive investment of less than one (1%) of the stock of any publicly traded company; or (ii) materially assist others in engaging in any Competitive Business in the manner described in the foregoing clause (i); provided, further, that this shall not preclude you from providing investment banking services to or on behalf of an entity after your termination of employment that might otherwise be a Competitive Business so long as such services are to arrange a purchase, sale or other business combination for or with such entity or to arrange financing for such entity (including, without limitation, obtaining a bank loan for such entity or participating in the sale of the debt or equity securities of such entity). You understand that this provision is not meant to prevent you from earning a living or fostering your career. It does intend, however, to prevent Competitive Businesses from gaining any unfair advantage from your knowledge of Proprietary Information. You understand that by making any other employer aware of this provision, that employer can take such action as to avoid your breach of this provision and to indemnify you in the event of a breach.
Restricted Covenant. The employee shall agree not to embark on medical practice within 7 (seven) miles of either office for at least one (1) year after this Employer-Employee relationship has ended. The employee shall reimburse the corporation $40,000 if these terms are breached. Prior to his resignation, Xx. Xxxxxxx worked almost exclusively for the Greater Yale Medical Clinic in Yale, Michigan; but he also worked approximately six hours during the 20- month employment period at the Xxxxxxxx Medical Center in Port Huron, Michigan. When Xx. Xxxxxxx resigned he gave notice of his intent to work for Physician’s Health Care Network in Fort Gratiot, which was located within seven miles of the Xxxxxxxx Medical Center and part of the restricted area. The employer, St. Clair Medical, P.C., filed suit to enforce the restrictive covenant and sought payment of the $40,000 liquidated damage amount. Xx. Xxxxxxx counter-claimed that the restriction was not enforceable. The trial court enforced the restrictive covenant and awarded his former employer the $40,000 in liquidated damages. On appeal, the Michigan Court of Appeals rejected St. Clair Medical’s argument that its expenditure of substantial resources in training Xx. Xxxxxxx to be a successful practitioner was a protected business interest. Citing the Michigan Supreme Court Xxxxxxx decision, the Court felt that there were disputed issues of fact that this was merely general knowledge, skill, or facility acquired through training or experience, which St. Clair Medical needed to prove that Xx. Xxxxxxx benefited from and which he could then use to unfairly compete with the practice. Nonetheless, the Court of Appeals ruled that the seven mile restriction reasonably protected the practice’s competitive business interest in retaining patients, in that it provided plaintiff with time to regain goodwill with its patients, and that it prevented the defendant physician from using patient contacts gained during the course of his employment to unfair advantage in competition—a protectable business interest. The Court of Appeals also addressed Xx. Xxxxxxx’x argument that the restrictive covenant was unreasonable in light of the Principles of Medical Ethics issued by the American Medical Association, which provide: Covenants-not-to-compete restrict competition, disrupt continuity of care, and potentially deprive the public of medical services. The Council on Ethical and Judicial Affairs discourages any agreement which restricts the right of a physi...
Restricted Covenant. If an employee leaves the company of his or her own accord and establishes his or her own electrical contracting business, the employee concerned agrees not to compete or solicit work from Advanced Electrical Pty Ltd’s existing client/customer base for a period of twenty four (24) months.
Restricted Covenant. For a period of three (3) years after the termination or expiration of this Agreement, except for a termination under Paragraph 12.2 the Employee shall not within Berks County or Union County, Pennsylvania, directly or indirectly, own, manage, operate, control, be employed by, participate in, or be connected in any manner with the ownership, management, operation or control of any business similar and competitive to the type of business conducted by the Employer at the time this Agreement terminates. In the event of the Employee's actual or threatened breach of this paragraph, the Employer shall be entitled to a preliminary restraining order and injunction restraining the Employee from violating its provisions. Nothing in this Agreement shall be construed to prohibit the Employer from pursuing any other available remedies for such breach or threatened breach, including the recovery of damages from the Employee.
Restricted Covenant. (a) You are aware that the services you perform for the Company are of a special, unique character. You also acknowledge your possession and future possession of Proprietary Information and the highly competitive nature of the business of the
Restricted Covenant. In consideration for the grant of the Performance Shares pursuant to this Award Agreement, Employee agrees to the covenants set forth below.
Restricted Covenant. In consideration for the grant of the Stock Units pursuant to this Award Agreement, Employee agrees to the covenants set forth below.
Restricted Covenant. A. Bank Alfalah Limited shall ensure that Merchant Establishment do not perform functions of Banking, Electronic Money Institutions (EMIs), Branchless Banking Agents, or any other activity for which specific and separate permission is required from SBP under the relevant laws and regulations.
