Common use of Noncompetition and Confidentiality Clause in Contracts

Noncompetition and Confidentiality. Except with the prior written consent of HEC duly authorized by its Board of Directors after the date of a Change of Control, during the period commencing on the date of this Agreement and ending on the date that is 36 months after the date of Executive's termination of employment with HEC or an affiliate (the "Restricted Period"), Executive agrees not to compete with HEC or its affiliates for any acquisition, prospect or project that HEC, at any time during the three-year period prior to Executive's termination, was pursuing (other than any acquisition, prospect or project pertaining to properties sold by HEC during the three-year period prior to the date hereof), as evidenced by (i) HEC's or an affiliate's expenditure of funds, (ii) a recommendation by HEC's or an affiliate's personnel for an expenditure of funds (other than nominal administrative expenditures), or (iii) inclusion or proposal for inclusion in HEC's or an affiliate's capital expenditure budget, and Executive shall hold in strict confidence and shall not, directly or indirectly, disclose or reveal to any person, or use for his own personal benefit or for the benefit of anyone else, any trade secrets, confidential dealings, or other confidential or proprietary information of any kind, nature, or description (whether or not acquired, learned, obtained, or developed by Executive alone or in conjunction with others) belonging to or concerning HEC or any of its affiliates, except (i) with the prior written consent of HEC duly authorized by its Board of Directors after the date of a Change of Control, (ii) for information (x) that becomes generally available to the public other than as a result of unauthorized disclosure by Executive or his affiliates or (y) that becomes available to Executive on a nonconfidential basis from a source other than HEC or its affiliates who is not bound by a duty of confidentiality, or other contractual, legal, or fiduciary obligation, to HEC, or (iii) as required by applicable law or legal process. HEC agrees that after the date of Executive's termination of employment with HEC or an affiliate, Executive may engage directly or indirectly in the oil and gas business and may apply Executive's knowledge, experience and opinions to those activities.

Noncompetition and Confidentiality. Except with the prior written consent of HEC duly authorized by its Board of Directors after the date of a Change of Control, during the period commencing on the date of this Agreement and ending on the date that is 36 12 months after the date of Executive's termination of employment with HEC or an affiliate (the "Restricted Period"), Executive agrees not to compete with HEC or its affiliates for any acquisition, prospect or project that HEC, at any time during the three-year period prior to Executive's termination, was pursuing (other than any acquisition, prospect or project pertaining to properties sold by HEC during the three-year period prior to the date hereof), as evidenced by (i) HEC's or an affiliate's expenditure of funds, (ii) a recommendation by HEC's or an affiliate's personnel for an expenditure of funds (other than nominal administrative expenditures), or (iii) inclusion or proposal for inclusion in HEC's or an affiliate's capital expenditure budget, and Executive shall hold in strict confidence and shall not, directly or indirectly, disclose or reveal to any person, or use for his own personal benefit or for the benefit of anyone else, any trade secrets, confidential dealings, or other confidential or proprietary information of any kind, nature, or description (whether or not acquired, learned, obtained, or developed by Executive alone or in conjunction with others) belonging to or concerning HEC or any of its affiliates, except (i) with the prior written consent of HEC duly authorized by its Board of Directors after the date of a Change of Control, (ii) for information (x) that becomes generally available to the public other than as a result of unauthorized disclosure by Executive or his affiliates or (y) that becomes available to Executive on a nonconfidential basis from a source other than HEC or its affiliates who is not bound by a duty of confidentiality, or other contractual, legal, or fiduciary obligation, to HEC, or (iii) as required by applicable law or legal process. HEC agrees that after the date of Executive's termination of employment with HEC or an affiliate, Executive may engage directly or indirectly in the oil and gas business and may apply Executive's knowledge, experience and opinions to those activities.

Noncompetition and Confidentiality. Except with the prior written consent of HEC duly authorized by its Board of Directors after the date of a Change of Control, during the period commencing on the date of this Agreement and ending on the date that is 36 24 months after the date of Executive's termination of employment with HEC or an affiliate (the "Restricted Period"), Executive agrees not to compete with HEC or its affiliates for any acquisition, prospect or project that HEC, at any time during the three-year period prior to Executive's termination, was pursuing (other than any acquisition, prospect or project pertaining to properties sold by HEC during the three-year period prior to the date hereof), as evidenced by (i) HEC's or an affiliate's expenditure of funds, (ii) a recommendation by HEC's or an affiliate's personnel for an expenditure of funds (other than nominal administrative expenditures), or (iii) inclusion or proposal for inclusion in HEC's or an affiliate's capital expenditure budget, and Executive shall hold in strict confidence and shall not, directly or indirectly, disclose or reveal to any person, or use for his own personal benefit or for the benefit of anyone else, any trade secrets, confidential dealings, or other confidential or proprietary information of any kind, nature, or description (whether or not acquired, learned, obtained, or developed by Executive alone or in conjunction with others) belonging to or concerning HEC or any of its affiliates, except (i) with the prior written consent of HEC duly authorized by its Board of Directors after the date of a Change of Control, (ii) for information (x) that becomes generally available to the public other than as a result of unauthorized disclosure by Executive or his affiliates or (y) that becomes available to Executive on a nonconfidential basis from a source other than HEC or its affiliates who is not bound by a duty of confidentiality, or other contractual, legal, or fiduciary obligation, to HEC, or (iii) as required by applicable law or legal process. HEC agrees that after the date of Executive's termination of employment with HEC or an affiliate, Executive may engage directly or indirectly in the oil and gas business and may apply Executive's knowledge, experience and opinions to those activities.