Common use of Scope of Restriction Clause in Contracts

Scope of Restriction. (i) This Section shall apply in the Standard Metropolitan Statistical Area where the Company is located. (ii) In the event that any other provision of this Section 5.3 or the application of any such provision shall be held to be prohibited or unenforceable in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability. The remaining provisions of this covenant to refrain from competition shall remain in full force and effect, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties shall use their best efforts to replace the provision that is contrary to law with a legal one approximating to the extent possible the original intent of the parties. (iii) In the event that a Principal Shareholder, who also is a New Employee, is terminated from employment by Parent without cause at any time within three (3) years of the Closing Date, then the term of the restrictions imposed by this Section 5.3 shall be reduced to six (6) months and that terminated Principal Shareholder/New Employee shall receive severance benefits from Parent equal to six (6) months' salary and employee benefits. For the purposes solely of this Agreement, "cause" for a Principal Shareholder's ----- termination shall exist at any time upon the occurrence of any of the following events: (A) acts of dishonesty by the Principal Shareholder related to the Company, the Surviving Corporation or the Parent; (B) gross negligence or willful malfeasance by the Principal Shareholder in the performance of his duties; (C) willful disregard of, or failure to follow written instructions from, Parent's officers or board of directors to do any legal act related to the Company's business; (D) the Principal Shareholder's conviction of a crime relating to his employment, or of any felony; (E) physical or mental disability of the Principal Shareholder which prevents performance of his duties for a consecutive period of at least 120 days, or at least 150 days in a period of 200 days; or (F) death of the Principal Shareholder.

Scope of Restriction. (i) This Section shall apply in the Standard Metropolitan Statistical Area where the Company is located. (ii) In the event that any other provision of this Section 5.3 or the application of any such provision shall be held to be prohibited or unenforceable in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability. The remaining provisions of this covenant to refrain from competition shall remain in full force and effect, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties shall use their best efforts to replace the provision that is contrary to law with a legal one approximating to the extent possible the original intent of the parties. (iii) In the event that a Principal Shareholder, who also is a New Employee, is terminated from employment by Parent without cause at any time within three (3) years of the Closing Date, then the term of the restrictions imposed by this Section 5.3 shall be reduced to six (6) months and that terminated Principal Shareholder/New Employee shall receive severance benefits from Parent equal to six (6) months' salary and employee benefits. For the purposes solely of this Agreement, "cause" for a Principal Shareholder's ----- termination shall exist at any time upon the occurrence of any of the following events: (A) acts of dishonesty by the Principal Shareholder related to the Company, the Surviving Corporation or the ParentShareholder; (B) gross negligence or willful malfeasance by the Principal Shareholder in the performance of his duties; (C) willful disregard of, or failure to follow written instructions from, Parent's officers or board of directors to do any legal act related to the Company's business; (D) the Principal Shareholder's conviction of a crime relating to his employment, or of any felony; (E) physical or mental disability of the Principal Shareholder which prevents performance of his duties for a consecutive period of at least 120 days, or at least 150 days in a period of 200 days; or (F) death of the Principal Shareholder.

Scope of Restriction. (i) This Section shall apply in the Standard Metropolitan Statistical Area SMSA where the Company is located. (ii) In the event that any other provision of this Section 5.3 or the application of any such provision shall be held to be prohibited or unenforceable in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability. The remaining provisions of this covenant to refrain from competition shall remain in full force and effect, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties shall use their best efforts to replace the provision that is contrary to law with a legal one approximating to the extent possible the original intent of the parties. (iii) In the event that a Principal Shareholder, who also is a New Employee, is terminated from employment by Parent without cause at any time within three (3) years of the Closing Date, then the term of the restrictions imposed by this Section 5.3 shall be reduced to six (6) months from the date of termination and that terminated Principal Shareholder/New Employee shall receive severance benefits from Parent equal to six (6) months' months salary and all other employee benefitsbenefits as calculated from the date of termination; provided, that -------- neither the term of such restrictions on such Principal Shareholder/New Employee nor the Parent's obligations to pay such severance benefits shall extend beyond the third anniversary date of the Closing Date. For the purposes solely of this Agreement, "cause" for a Principal Shareholder's ----- termination shall exist at any ----- time upon the occurrence of any of the following events: (A) acts of dishonesty by the Principal Shareholder related to the Company, the Surviving Corporation or the Parent; (B) gross negligence or willful malfeasance by the Principal Shareholder in the performance of his duties; (C) willful disregard of, or failure to follow written instructions from, Parent's officers or board of directors to do any legal act related to the Company's business; (D) the Principal Shareholder's conviction of a crime relating to his employment, or of any felony; (E) physical or mental disability of the Principal Shareholder which prevents performance of his duties for a consecutive period of at least 120 days, or at least 150 days in a period of 200 days; or (F) death of the Principal Shareholder.

Scope of Restriction. (i) This Section shall apply in the Standard Metropolitan Statistical Area (as defined by the U.S. Census Bureau) where the Company is located. (ii) In the event that any other provision of this Section 5.3 or the application of any such provision shall be held to be prohibited or unenforceable in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability. The remaining provisions of this covenant to refrain from competition shall remain in full force and effect, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties shall use their best efforts to replace the provision that is contrary to law with a legal one approximating to the extent possible the original intent of the parties. (iii) In the event that a Principal Shareholder, who also is a New Employee, is terminated from employment by Parent without cause at any time within three (3) years of the Closing Date, then the term of the restrictions imposed by this Section 5.3 shall be reduced to six (6) months and that terminated Principal Shareholder/New Employee shall receive severance benefits from Parent equal to six (6) months' salary and employee benefits. For the purposes solely of this Agreement, "cause" for a Principal Shareholder's ----- termination shall exist at any time upon the occurrence of any of the following events: (A) acts of dishonesty by the Principal Shareholder related to the Company, the Surviving Corporation or the ParentShareholder; (B) gross negligence or willful malfeasance by the Principal Shareholder in the performance of his duties; (C) willful disregard of, or failure to follow written instructions from, Parent's officers or board of directors to do any legal act related to the Company's business; (D) the Principal Shareholder's conviction of a crime relating to his employment, or of any felony; (E) physical or mental disability of the Principal Shareholder which prevents performance of his duties for a consecutive period of at least 120 days, or at least 150 days in a period of 200 days; or (F) death of the Principal Shareholder.

Scope of Restriction. (i) This Section shall apply in the Standard Metropolitan Statistical Area where the Company is located. (ii) In the event that any other provision of this Section 5.3 or the application of any such provision shall be held to be prohibited or unenforceable in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability. The remaining provisions of this covenant to refrain from competition shall remain in full force and effect, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties shall use their best efforts to replace the provision that is contrary to law with a legal one approximating to the extent possible the original intent of the parties. (iii) In the event that a Principal Shareholder, who also is a New Employee, is terminated from employment by Parent without cause at any time within three (3) years of the Closing Date, then the term of the restrictions imposed by this Section 5.3 shall be reduced to six (6) months and that terminated Principal Shareholder/New Employee shall receive severance benefits from Parent equal to six (6) months' months salary and employee benefits; provided, that -------- neither the term of such restrictions on such Principal Shareholder/New Employee nor the Parent's obligations to pay such severance benefits shall extend beyond the third anniversary date of the Closing Date. For the purposes solely of this Agreement, "cause" for a Principal Shareholder's ----- termination shall exist at any ----- time upon the occurrence of any of the following events: (A) : 1. acts of dishonesty by the Principal Shareholder related to the Company, the Surviving Corporation or the Parent; (B) Shareholder; 2. gross negligence or willful malfeasance by the Principal Shareholder in the performance of his duties; (C) willful disregard of, or failure to follow written instructions from, Parent's officers or board of directors to do any legal act related to the Company's business; (D) ; 3. the Principal Shareholder's conviction of a crime relating to his employment, character or of any felonyemployment by Parent; (E) physical or mental disability of the Principal Shareholder which prevents performance of his duties for a consecutive period of at least 120 days, or at least 150 days in a period of 200 days; or (F) death of the Principal Shareholder.

Scope of Restriction. (i) This Section shall apply in the Standard Metropolitan Statistical Area SMSA where the Company is located. (ii) In the event that any other provision of this Section 5.3 or the application of any such provision shall be held to be prohibited or unenforceable in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability. The remaining provisions of this covenant to refrain from competition shall remain in full force and effect, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. The parties shall use their best efforts to replace the provision that is contrary to law with a legal one approximating to the extent possible the original intent of the parties. (iii) In the event that a Principal Shareholder, who also is a New Employee, is terminated from employment by Parent without cause at any time within three (3) years of the Closing Date, then the term of the restrictions imposed by this Section 5.3 shall be reduced to six (6) months and that terminated Principal Shareholder/New Employee shall receive severance benefits from Parent equal to six (6) months' months salary and employee benefits. For the purposes solely of this Agreement, "cause" for a Principal Shareholder's ----- termination shall exist at any time upon the occurrence of any of the following events: (A) 1. acts of dishonesty by the Principal Shareholder related to the Company, the Surviving Corporation or the Parent; (B) Shareholder; 2. gross negligence or willful malfeasance by the Principal Shareholder in the performance of his duties; (C) willful disregard of, or failure to follow written instructions from, Parent's officers or board of directors to do any legal act related to the Company's business; (D) ; 3. the Principal Shareholder's conviction of a crime relating to his employment, character or of any felony; (E) employment by Parent; 4. physical or mental disability of the Principal Shareholder which prevents performance of his duties for a consecutive period of at least 120 days, or at least 150 days in a period of 200 days; or (F) or 5. death of the Principal Shareholder.