Common use of Noncompete Agreements Clause in Contracts

Noncompete Agreements. (a) For a period of two years following the date of Closing neither Seller nor Member shall directly or indirectly (i) act or serve as an employee (except in a capacity which does not involve management, executive, policy-making, sales, marketing, product development, finance, or accounting activities or advice to management, sales, marketing, development or accounting personnel), officer, director, manager, trustee, agent, operator, advisor, or consultant for any Competing Business (as defined below) operating within the Area; (ii) have any beneficial ownership or equity interest (except for an ownership interest of less than one percent in any company subject to the reporting requirements of the Exchange Act) in any Competing Business operating within the Area, whether such interest is derived as a sole proprietor, partner, Member, beneficiary, or otherwise, or have any right, option, agreement, understanding, or arrangement to acquire any such interest; (iii) solicit, divert, or appropriate, or attempt to solicit, divert, or appropriate to or for a Competing Business the business of any person or entity located within the Area which was a customer of the Seller on or within one year prior to the Closing Date (or later termination of employment) or the business of which the Seller had solicited within one year prior to the Closing Date (or later termination of employment). (b) For the purposes of this Section 5.5, "Competing Business" means any business which is engaged in the marketing of investment securities, in the manner being conducted on the date hereof at the offices of Seller in Houston, Texas or in any business which solicits any customer or client of Parent and its subsidiaries. "Area" shall mean the state of Texas.

Noncompete Agreements. (a) For a period of two years following the date of Closing neither Seller nor Member Owner shall directly or indirectly (i) act or serve as an employee (except in a capacity which does not involve management, executive, policy-making, sales, marketing, product development, finance, or accounting activities or advice to management, sales, marketing, development or accounting personnel), officer, director, manager, trustee, agent, operator, advisor, or consultant for any Competing Business (as defined below) operating within the Area; (ii) have any beneficial ownership or equity interest (except for an ownership interest of less than one percent in any company subject to the reporting requirements of the Exchange Act) in any Competing Business operating within the Area, whether such interest is derived as a sole proprietor, partner, MemberOwner, beneficiary, or otherwise, or have any right, option, agreement, understanding, or arrangement to acquire any such interest; (iii) solicit, divert, or appropriate, or attempt to solicit, divert, or appropriate to or for a Competing Business the business of any person or entity located within the Area which was a customer of the Seller on or within one year prior to the Closing Date (or later termination of employment) or the business of which the Seller had solicited within one year prior to the Closing Date (or later termination of employment). (b) For the purposes of this Section 5.5, "Competing Business" means any business which is engaged in the marketing of investment securities, in the manner being conducted on the date hereof at the offices of Seller in HoustonDallas, Texas or in any business which solicits any customer or client of Parent and its subsidiaries. "Area" shall mean the state of Texas.