Prohibited Competition. We have discussed, and you recognize and acknowledge the competitive and proprietary nature of the Company's business operations.
Prohibited Competition. Considering offers of employment from, seeking or accepting employment with, directly or indirectly providing professional services to, becoming a director of, or being an investor (representing more than a five (5) percent equity interest) in, (i) Fxxxxx Mxx (ii) all Federal Home Loan Banks (including the Office of Finance); and (iii) such other entities to which the Executive and the Company may agree in writing from time-to-time.
Prohibited Competition. Employee recognize and acknowledge the competitive and proprietary nature of the Company's business operations. Employee acknowledges and agrees that a business will be deemed competitive with the Company if it performs any of the services, manufactures or sells any of the products provided or offered by the Company or is involved in the research, or development of processes, products or techniques in the Company's Field of Interest (such business to be referred to as a "competitive business"). The term Company's "Field of Interest" currently means the development of products or processes as anti-infective therapeutics or diagnostics and commercial use of fungi, yeast, and bacteria in drug screening, production, development or Employee further acknowledges and agrees that during the course of performing services for the Company as an employee, the Company will furnish, disclose or make available to Employee confidential and proprietary information related to the Company's business and that the Company may provide Employee with unique and specialized training. Employee also acknowledges that such confidential information and the training to be provided by the Company have been developed and will be developed by the Company and others with whom the Company has a relationship through expenditure by the Company and others of substantial time, effort and money and that all such confidential information and training could be used by Employee to compete with the Company. Accordingly, Employee hereby agrees in consideration of the Company's agreement to engage Employee as an employee and Employee's compensation thereof, and in view of the confidential position to be held by Employee, the unique and specialized training which the Company may provide Employee and the confidential nature and proprietary value of the information which the Company may share with Employee, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, as follows:
Prohibited Competition a. Consultant will not (i) directly or indirectly engage in or provide investment advisory or other personal services to any other private equity sponsor or any operating company competing directly with a Portfolio Company which Consultant is advising, or has advised, at any time during the term of the engagement, or (ii) engage in any Prohibited Competition (as defined below in Section 9(b), at any time during the term of his engagement or during the 12-month period following the expiration of his engagement, in each case, without the prior written consent of the Company; provided, however, Consultant shall be permitted to (X) make any personal investments permissible under applicable law and securities regulations unless such investment would be in a partnership or similar vehicle competing with a Carlyle partnership or vehicle attempting to secure the same investment (other than those investments made before the Commencement Date), and (Y) serve on any board of directors of a company unless the company is a competitor to Carlyle or any company in which Carlyle owns a significant minority or controlling position.
Prohibited Competition. In consideration of the grant of options by the Company to Executive agreed to in this Agreement, Executive agrees to be bound by this Section 3.3. Executive recognizes and acknowledges the competitive and proprietary nature of the Company’s business operations. Accordingly, Executive agrees that, during the term of his employment and for a period of twelve (12) months following termination of his employment for any reason including, but not limited, to termination for cause, without cause, voluntary termination, involuntary termination, or as a result of change of control, Executive shall not, without the prior written consent of the Company, for himself or on behalf of any other person or entity, directly or indirectly, either as principal, agent, stockholder, Executive, Executive representative or in any other capacity: (i) own, manage, operate or control, or be concerned, connected or employed by, or otherwise associate in any manner with, or engage in or have a financial interest in, any of the following companies or in the subsidiaries of any of the following companies: Intuitive Surgical, Stryker Endoscopy, Xxxx Xxxxx Imaging, Inc., ACMI, Olympus Medical, Medtronic Sofamor Xxxxx, Boston Scientific Endoscopy, Aesculap and Linvatec. Nothing contained herein shall preclude Executive from purchasing or owning stock in any such competitive business if such stock is publicly traded, and provided that Executive’s holdings do not exceed one percent (1%) of the issued and outstanding capital stock of such business. If any part of this section should be determined by a court of competent jurisdiction to be unreasonable in duration, geographic area, or scope, then this section is intended to and shall extend only for such period of time, in such geographic area and with respect to such activity as is determined by such court to be reasonable.
Prohibited Competition. You agree and covenant that, with respect to the business of the Company, until your termination of employment, whether or not such termination is voluntary or involuntary, and for a period of one (1) year following such termination, you shall not, without the prior written consent of the Company, for yourself or on behalf of any other, directly or indirectly, either as principal, agent, stockholder, employee, consultant, representative or in any other capacity, own, manage, operate or control, or be concerned, connected or employed by, or otherwise associate in any manner with, engage in or have a financial interest in any business which is directly or indirectly competitive with the business of the Company, including, without limiting the generality of the foregoing, any business engaged in manufacturing, marketing or sale of SIMOX wafers or the design and development of associated manufacturing equipment and processing techniques; PROVIDED, HOWEVER, that nothing contained herein shall preclude you from purchasing or owning stock in any such business if such stock is publicly traded, and provided that your holdings do not exceed three percent (3%) of the issued and outstanding capital stock of such business. You further agree that during such time, you will not attempt to or hire, or assist in the hiring of any director, officer or employee or agent of the Company, or encourage any person to terminate his or her employment or business relationship with the Company, encourage any customer or supplier of the Company to terminate its relationship with the Company, or obtain or assist in obtaining, for the benefit of any person or entity other than the Company or a Subsidiary, any customer or supplier of the Company.
Prohibited Competition. For purposes of this Section 6, the term, “Company”, shall include all of the Company’s direct or indirect subsidiaries, if any.
Prohibited Competition. (a) We have discussed, and you recognize and acknowledge the competitive and proprietary nature of the Company’s business operations. You further acknowledge and agree that a business will be deemed competitive with the Company if it conducts planning or operations or otherwise engages in the Company’s Field of Interest. You further acknowledge and agree that, during the course of your consultancy as well as having previously performed services for the Company as an employee, the Company has already and will furnish, disclose or make available to you confidential and proprietary information related to the Company’s business. You also acknowledge that such confidential information has been developed and will be developed by the Company through the expenditure by the Company of substantial time, effort and money and that all such confidential information could be used by you to compete with the Company.
Prohibited Competition. We have discussed, and you recognize and acknowledge, the competitive and sometimes proprietary aspects of the business of the Company. We acknowledge your unique contributions to the Company's business and its dependence on the research and technology which you have developed at your respective academic institutions in the Company's Field of Interest. You acknowledge that a business will be deemed competitive with the Company if from time to time it performs any of the services or manufactures or sells any of the products provided or to be offered by the Company which are based upon or utilize your research and technology in the Company's Field of Interest or any portion thereof (such business to be referred to as a "Competitive Business"). Accordingly, you hereby agree in consideration of the Company's agreement to (a) engage you as a consultant to perform Services and (b) in view of the confidential position held by you, as an officer and director of the Company and a member of its SAB, the confidential nature and proprietary value of the information which the Company may share with you, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, as follows: During the period you serve as an officer of the Company, a member of its Board of Directors or its SAB, or perform consulting Services for the Company (the "Term") and for a period of two years following the expiration or termination of the Term (the "Restricted Term"), whether such termination is voluntary or involuntary, you shall not, without the prior written consent of the Company:
Prohibited Competition. (a) For a period of 1 year after the termination of the employment contract, you may not, without the Company’s prior written consent, engage in any activities that in any way whatsoever directly or indirectly compete with the Company in the nucleic acid handling separation and/or purification industry or a company affiliated with it, and you may not establish, conduct (alone or with others) or cause the conduct of any competing business or take any interest in or be employed in any way whatsoever by such business, whether or not for consideration.
