Non-Compete Agreement Associated With Award Agreement Under The Norfolk Southern Corporation Long-Term Incentive PlanNon-Compete Agreement • October 26th, 2016 • Norfolk Southern Corp • Railroads, line-haul operating • Virginia
THIS AGREEMENT (the “Agreement”) is executed by and between Employee and Norfolk Southern Corporation (“NS” or “Company”). The term “Employee” means the employee who has received this document in conjunction with an award agreement under the Norfolk Southern Corporation Long-Term Incentive Plan (“LTIP” or “Plan”). The term NS or Company includes NS’ affiliated companies including, but not limited to, Norfolk Southern Railway Company and its rail subsidiaries.
September 9, 2016 Each of the 2010 - 2016 LTIP Award Agreements and their associated Non-Compete Agreements are clarified and amended as follows:Norfolk Southern Corp • October 26th, 2016 • Railroads, line-haul operating
Nothing in this Agreement (1) prohibits or impedes Employee from reporting possible violations of federal law or regulation to any governmental agency or entity (including but not limited to the Department of Justice, the Securities and Exchange Commission (SEC), the Congress, and any agency Inspector General), from making other disclosures that are protected under the whistleblower provisions of federal law or regulation, or from receiving a monetary award from the SEC related to participation in an SEC investigation or proceeding, or (2) requires Employee to obtain prior authorization of Norfolk Southern Corporation to make any such reports or disclosures or to notify Norfolk Southern Corporation of such reports or disclosures.
