Noncompetition Agreement Sample Contracts

RECITALS
Noncompetition Agreement • March 6th, 2007 • Sibling Entertainment Group, Inc. • Services-miscellaneous amusement & recreation • Nevada
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NONCOMPETITION AGREEMENT
Noncompetition Agreement • November 14th, 2003 • New York Community Bancorp Inc • Savings institutions, not federally chartered • New York

NONCOMPETITION AGREEMENT (the “Agreement”) dated as of this 27th day of June, 2003, between New York Community Bancorp, Inc. a corporation organized under the laws of Delaware, with its principal administrative office at 615 Merrick Avenue, Westbury, New York, 11590 (the “Holding Company”); The Roslyn Savings Bank, a New York State chartered savings bank (“Roslyn Bank”); Roslyn Bancorp, Inc., a corporation organized under the laws of Delaware and the principal holding company for Roslyn Bank (“Roslyn”), both Roslyn Bank and Roslyn having their principal administrative offices at One Jericho Plaza, Jericho, New York 11753, and Mary Ellen McKinley (the “Covenantor”).

AMENDED AND RESTATED NONCOMPETITION AGREEMENT
Noncompetition Agreement • January 27th, 2011 • U-Store-It Trust • Real estate investment trusts • Maryland

THIS AMENDED AND RESTATED NONCOMPETITION AGREEMENT (this “Agreement”) is entered into as of January 24, 2011 by and between U-STORE-IT TRUST, a Maryland real estate investment trust (the “Company”), and Christopher P. Marr (the “Executive”).

STANLEY, INC. CHANGE IN CONTROL SEVERANCE AGREEMENT
Noncompetition Agreement • August 5th, 2008 • Stanley, Inc. • Services-engineering services • Virginia

This CHANGE IN CONTROL SEVERANCE AGREEMENT (the “Agreement”) is entered into on June 26, 2008, by and between Stanley, Inc. (the “Company”), a Delaware corporation, and Philip O. Nolan (the “Executive”).

NONCOMPETITION AGREEMENT
Noncompetition Agreement • July 7th, 2016 • California

THIS NONCOMPETITION AGREEMENT ("Noncompetition Agreement") is being executed and delivered as of June 24, 2005, byROBERT K. BURGESS ("Stockholder"), in favor of, and for the benefit of: ADOBE SYSTEMS INCORPORATED, a Delaware corporation ("Parent"); MACROMEDIA, INC. (the "Company"); and the other Beneficiaries (as defined in Section 19). Certain capitalized terms used but not otherwise defined in this Noncompetition Agreement have the meanings set forth in Section 19.

BY AND AMONG
Noncompetition Agreement • October 15th, 2003 • Emulex Corp /De/ • Computer communications equipment • Delaware
NONCOMPETITION AGREEMENT
Noncompetition Agreement • September 20th, 2005 • Uici • Accident & health insurance • Delaware

This Noncompetition Agreement (the “Agreement”) is made as of this 15th day of September, 2005, between UICI, a Delaware corporation (“UICI”), and Gladys M. Jensen, an individual (“Shareholder”).

EMPLOYEE CONFIDENTIAL INFORMATION AND NONCOMPETITION AGREEMENT
Noncompetition Agreement • April 15th, 2011 • Heartland Payment Systems Inc • Services-business services, nec • New Jersey

This Employee Confidential Information and Noncompetition Agreement is made and entered into on this 11 day of April, 2011, by and between Maria Rueda, hereinafter “Employee,” and Heartland Payment Systems, Inc., a Delaware corporation (collectively with any and all current and future subsidiary and/or affiliate companies, the “Company”).

NONCOMPETITION AGREEMENT
Noncompetition Agreement • February 28th, 2023 • International Business Machines Corp • Computer & office equipment • New York

In recognition of your critical role as a senior executive with International Business Machines Corporation (“IBM”) and your access to IBM Confidential Information and/or IBM customer goodwill by virtue of your position, your membership on the Acceleration Team, and/or your appointment as an IBM Fellow; and/or as mutually agreed upon consideration for your promotion or hiring as a senior executive, including your eligibility for awards to be granted to you under an IBM Long-Term Performance Plan (which constitutes independent consideration for Paragraph 1(e) herein); and/or for other good and valuable consideration, you (“Employee” or “you”) agree to the terms and conditions herein of this Noncompetition Agreement (the “Agreement”). Capitalized terms not otherwise defined shall have the meaning ascribed to them in Paragraph 2.

RECITALS
Noncompetition Agreement • May 14th, 2002 • Ixys Corp /De/ • Semiconductors & related devices • Delaware
EX-99.(D)(5) 15 dex99d5.htm NONCOMPETITION AGREEMENT Exhibit (d)(5) EXECUTION COPY NONCOMPETITION AGREEMENT
Noncompetition Agreement • May 5th, 2020 • Georgia

THIS NONCOMPETITION AGREEMENT (this “Agreement”), is made and entered into this 11th day of July 2011, by and between Alon Goren, an individual resident of the State of Georgia (“Shareholder”), Radiant Systems, Inc., a Georgia corporation, (“Company”), and NCR Corporation, a Maryland corporation (“Buyer”).

NONCOMPETITION AGREEMENT
Noncompetition Agreement • July 12th, 2001 • Launch Media Inc • Communications services, nec • California

THIS NONCOMPETITION AGREEMENT (this "Agreement") is entered into as of June 27, 2001, by and between Yahoo! Inc., a Delaware corporation ("Yahoo!") and David B. Goldberg ("Employee"), an employee of Launch Media, Inc. ("Launch").

NONCOMPETITION AGREEMENT
Noncompetition Agreement • April 30th, 2014 • Guaranty Bancorp • State commercial banks • Colorado

This NONCOMPETITION AGREEMENT (this “Agreement”) is dated effective as of March 28, 2014, by and between Guaranty Bancorp, a Delaware Corporation (“Guaranty”), and Cathy P. Goss (the “Executive”). Guaranty and the tax-controlled group of which it is a member are collectively referred to herein as the “Company”.

NONCOMPETITION AGREEMENT
Noncompetition Agreement • April 11th, 2016 • Midland States Bancorp, Inc. • State commercial banks • Missouri

THIS NONCOMPETITION AGREEMENT (this “Agreement”) is made and entered into as of April 7, 2014 (the “Agreement Date”), by and between MIDLAND STATES BANCORP, INC., an Illinois corporation (“Acquiror”), and ANDREW S. LOVE, an individual resident of the State of Missouri (the “Restricted Person,” and together with Acquiror, the “Parties”); provided, however, that this Agreement shall become effective only upon the date of consummation of the Merger (the “Effective Date”), and if the Merger Agreement is terminated prior to the Merger being consummated, this Agreement shall be null and void and the Parties shall have no further obligations hereunder.

NONCOMPETITION AGREEMENT
Noncompetition Agreement • November 6th, 2006 • Apria Healthcare Group Inc • Services-home health care services • California

This Noncompetition Agreement (this “Agreement”) is entered into on November 1, 2006, to be effective as of the 13th day of November, 2006 (the “Effective Date”) by and between Chris A. Karkenny (the “Executive”) and Apria Healthcare Group Inc. (the “Company”).

RECITALS
Noncompetition Agreement • November 13th, 1995 • Richey Electronics Inc • Wholesale-electronic parts & equipment, nec • California
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NONCOMPETITION AGREEMENT
Noncompetition Agreement • July 31st, 2007 • Website Pros Inc • Services-prepackaged software • Florida

This NONCOMPETITION AGREEMENT is being executed and delivered as of June 26, 2007 by VIKAS RIJSINGHANI (the “Stockholder”) in favor of, and for the benefit of: WEBSITE PROS, INC., a Delaware corporation (the “Purchaser”) and the other “Indemnitees” (as hereinafter defined). Certain capitalized terms used in this Noncompetition Agreement are defined in Section 18.

AMENDED AND RESTATED NONCOMPETITION AGREEMENT
Noncompetition Agreement • July 16th, 2010 • Ahny-Iv LLC • Services-home health care services • California

This Amended and Restated Noncompetition Agreement (this “Agreement”) is dated as of the 7th day of March, 2007 (the “Effective Date”) by and between Chris A. Karkenny (the “Executive”) and Apria Healthcare Group Inc. (the “Company”).

EX-10.21 46 dex1021.htm FORM OF NONCOMPETITION AGREEMENT FORM OF NONCOMPETITION AGREEMENT
Noncompetition Agreement • May 5th, 2020 • Illinois

This Noncompetition Agreement (this “Agreement”) is entered into as of , 20 between CDW LLC, an Illinois limited liability company (together with its successors and assigns, the “Company”), and (the “Employee”).

WITNESSETH:
Noncompetition Agreement • September 14th, 2000 • 3dfx Interactive Inc • Services-prepackaged software • California
NONCOMPETITION AGREEMENT
Noncompetition Agreement • September 27th, 2005 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • Washington

Danaher Corporation, an “at will” employer, believes that recruiting and retaining the very best people to work in its highly competitive businesses means treating them fairly, rewarding their contributions, and thereby establishing a strong partnership for our collective well-being and continued success. Employment at Danaher and its divisions typically provides associates with specialized and unique knowledge and confidential information, which, if used in competition with Danaher, would cause harm to Danaher. As such, it is reasonable to expect a commitment from our associates that protects Danaher’s interests and therefore their own interests. You are encouraged to read and sign this Agreement in the spirit intended: our collective long-term growth and success.

EX-10.5 5 d369113dex105.htm NONCOMPETITION AGREEMENT NONCOMPETITION AGREEMENT
Noncompetition Agreement • May 5th, 2020 • Pennsylvania

THIS NONCOMPETITION AGREEMENT (the “Noncompetition Agreement”) is entered into as of the Effective Date (as defined below) by and among Fintan Keegan, an individual (“Employee”), in favor of, and for the benefit of: Azur Pharma Limited, a limited company formed under the laws of Ireland (registered number 399192) (which as a result of the Transactions shall become Jazz Pharmaceuticals plc, a public limited company incorporated in Ireland) whose principal place of business is at 45 Fitzwilliam Square, Dublin 2, Ireland (“New Jazz”), together with its subsidiaries Jazz Pharmaceuticals, Inc. (“Jazz”) and Azur Pharma Inc. Certain capitalized terms used in this Noncompetition Agreement are defined in Section 17.

Tektronix, Inc. 14200 S.W. Karl Braun Drive Beaverton, OR 97077-0001
Noncompetition Agreement • October 15th, 2007 • Tektronix Inc • Instruments for meas & testing of electricity & elec signals • District of Columbia

Tektronix, Inc., an Oregon corporation (the “Company”), considers the establishment and maintenance of a sound and vital management to be essential to protecting and enhancing the best interests of the Company and its shareholders. In this connection, the Company recognizes that, as is the case with many publicly held corporations, the possibility of a change in control may exist and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company and its shareholders. Accordingly, the Board of Directors of the Company (the “Board”) has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company’s management to their assigned duties without distraction in circumstances arising from the possibility of a change in control of the Company.

RECITALS
Noncompetition Agreement • March 30th, 2000 • Tech Sym Corp • Search, detection, navagation, guidance, aeronautical sys
NONCOMPETITION AGREEMENT
Noncompetition Agreement • October 7th, 2004 • U-Store-It Trust • Real estate investment trusts • Ohio

THIS NONCOMPETITION AGREEMENT (this “Agreement”) is entered into as of October , 2004 by and between U-STORE-IT TRUST, a Maryland real estate investment trust (the “Company”), and Robert J. Amsdell (the “Executive”).

REORGANIZATION AGREEMENT
Noncompetition Agreement • February 16th, 1999 • Pacific Coast Apparel Co Inc • Wholesale-apparel, piece goods & notions • California
NONCOMPETITION AGREEMENT
Noncompetition Agreement • February 17th, 2004 • Radiant Systems Inc • Services-computer integrated systems design • Georgia

THIS NONCOMPETITION AGREEMENT (this “Agreement”), is made and entered into this 31st day of January, 2004, by and between EREZ GOREN, an individual resident of the State of Georgia (“Shareholder”) and RADIANT SYSTEMS, INC., a Georgia corporation (“Radiant”).

NONCOMPETITION AGREEMENT
Noncompetition Agreement • December 3rd, 2004 • Nassda Corp • Services-prepackaged software • California

This NONCOMPETITION AGREEMENT is being executed and delivered as of November 30, 2004 by (the “Stockholder”) in favor of, and for the benefit of: NASSDA CORPORATION, a Delaware corporation (the “Company”); SYNOPSYS, INC.¸ a Delaware corporation (“Parent”); and the other “Indemnitees” (as defined in Section 21). Certain capitalized terms used in this Noncompetition Agreement are defined in Section 21. Certain other capitalized terms used but not otherwise defined in this Noncompetition Agreement have the meanings assigned to them in the Merger Agreement (as defined in Recital B).

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