NONCOMPETITION AGREEMENT
Exhibit 10.4
NONCOMPETITION AGREEMENT
This Non-Competition Agreement (the “Agreement”) is made as of January 31, 2007, by and
between Haights Cross Communications, Inc. (the “Company”) and Xxxx X. Xxxxxx (“Xxxxxx”).
“Restricted Territory” means the 00 xxxxxx xx xxx Xxxxxx Xxxxxx of America.
confidential information and established employee, customer and supplier relationships and
goodwill, and agrees that such restrictions are reasonable and appropriate for this purpose. For
purposes of this Agreement, the term “Competing Business” shall mean a business conducted in all or
any portion of the Restricted Territory which is competitive with any business which the Company or
any of its direct or indirect subsidiaries conducts as of and subsequent to the date of this
Agreement. Notwithstanding the foregoing, Xxxxxx may own up to one percent (1%) of the outstanding
stock of a publicly held corporation which constitutes or is affiliated with a Competing Business.
(a) This Agreement shall be binding upon and shall inure to the benefit of the Company and its
successors and assigns, and the term the “Company” as used herein shall include its successors and
assigns. The term “successors and assigns” as used herein shall include but not be limited to a
corporation or other entity acquiring all or substantially all of the stock, assets, or business of
the Company whether by operation of law or otherwise.
(b) Neither this Agreement nor any right or interest hereunder shall be assignable or
transferable by Crecca, his heirs, beneficiaries or legal representatives except by will or by the
laws of descent and distribution. This Agreement shall be binding upon and inure to the benefit of
Crecca, his heirs, beneficiaries and legal representatives.
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8. Governing Law. This Agreement shall be governed by and in accordance with the law
of the State of New York, without giving effect to the principles governing conflicts of law.
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HAIGHTS CROSS COMMUNICATIONS, INC. |
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By: | /s/ Xxxxxxxxxxx X. Xxxxxxx | |||
Name: | Xxxxxxxxxxx X. Xxxxxxx | |||
Title: | Director | |||
XXXX X. XXXXXX | ||||
Xxxx X. Xxxxxx | ||||
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