Solicitation and Confidentiality Agreement Sample Contracts

Non-Competition, Non-Solicitation and Confidentiality Agreement
Solicitation and Confidentiality Agreement • May 1st, 2019 • Hasbro Inc • Games, toys & children's vehicles (no dolls & bicycles) • Rhode Island

You have been granted a Contingent Stock Performance Award and a Non-Qualified Stock Option Grant, (collectively, the “Award”) subject to the terms of the Company’s Restated 2003 Stock Incentive Performance Plan (the “Plan”) and Contingent Stock Performance Award Agreement and Stock Option Agreement for Employees between you and the Company. As the Award states, to be entitled to any payment under the Award, you must accept the Award and agree to comply with the terms and conditions of this Agreement.

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NON-COMPETITION, NON-SOLICITATION, AND CONFIDENTIALITY AGREEMENT BY AND BETWEEN CONECTIV AND JOHN C. VAN RODEN, JR.
Solicitation, and Confidentiality Agreement • August 14th, 2002 • Conectiv • Electric & other services combined • Delaware

THIS NON-COMPETITION, NON-SOLICITATION, AND CONFIDENTIALITY AGREEMENT (the “ Agreement ”), is made on this 18th day of June, 2002 by and between Conectiv, with its principal place of business at 800 King Street, P.O. Box 231, Wilmington, Delaware, 19899, including, unless the context clearly otherwise requires, its subsidiaries and affiliates (together, “Conectiv”),and John C. van Roden, Jr. (the “Executive”).

WALGREENS BOOTS ALLIANCE, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT
Solicitation and Confidentiality Agreement • October 12th, 2023 • Walgreens Boots Alliance, Inc. • Retail-drug stores and proprietary stores • Illinois

These materials, which may include descriptions of company stock plans, prospectuses and other information and documents, and the information they contain, are provided by Walgreens Boots Alliance, Inc., not by Fidelity, and are not an offer or solicitation by Fidelity for the purchase of any securities or financial instruments. These materials were prepared by Walgreens Boots Alliance, Inc., which is solely responsible for their contents and for compliance with legal and regulatory requirements. Fidelity is not connected with any offering or acting as an underwriter in connection with any offering of securities or financial instruments of Walgreens Boots Alliance, Inc. Fidelity does not review, approve or endorse the contents of these materials and is not responsible for their content.

TCF FINANCIAL 2015 OMNIBUS INCENTIVE PLAN
Solicitation and Confidentiality Agreement • May 3rd, 2019 • TCF Financial Corp • National commercial banks • Delaware

Shares of Restricted Stock (“Restricted Stock”) are hereby granted effective on the Award Date set forth above by TCF Financial Corporation (“TCF Financial” or the “Company”) to [Name] (the “Grantee”) (the “Award”).

WALGREENS BOOTS ALLIANCE, INC. STOCK OPTION AWARD AGREEMENT
Solicitation and Confidentiality Agreement • January 6th, 2022 • Walgreens Boots Alliance, Inc. • Retail-drug stores and proprietary stores • Illinois

These materials, which may include descriptions of company stock plans, prospectuses and other information and documents, and the information they contain, are provided by Walgreens Boots Alliance, Inc., not by Fidelity, and are not an offer or solicitation by Fidelity for the purchase of any securities or financial instruments. These materials were prepared by Walgreens Boots Alliance, Inc., which is solely responsible for their contents and for compliance with legal and regulatory requirements. Fidelity is not connected with any offering or acting as an underwriter in connection with any offering of your company's securities or financial instruments. Fidelity does not review, approve or endorse the contents of these materials and is not responsible for their content.

Contract
Solicitation, and Confidentiality Agreement • April 18th, 2023 • Delaware

NON-COMPETITION, NON -SOLICITATION, AND CONFIDENTIALITY AGREEMENT THIS NON-COMPETITION, NON-SOLICITATION, AND CONFIDENTIALITYAGREEMENT (the "Agreement"), is made on this 27th day of March, 2006, by and between Pepco Holdings, Inc., with its principal place of business at 701 Ninth Street, N. W. Washington, D. C. 20068, including, unless the context clearly otherwise requires, its subsidiaries and affiliates (together, "PHI"), and Eddie R. Mayberry (the "Executive"). WHEREAS, the Executive is employed by PHI as Senior Vice President, PHI and President, Pepco Energy Services and in such capacity, had, has, and will continue to have access to PHI's employees, customers, vendors, trade secrets, and proprietary information; and WHEREAS, by virtue of the years of valuable service the Executive has provided to PHI in a position in which the Executive has made significant policy decisions and contributed to the establishment of the strategic direction and compensation policies of PHI, the Exec

SUNLIGHT FINANCIAL HOLDINGS INC. INVENTIONS ASSIGNMENT, NON-COMPETITION, NON- SOLICITATION AND CONFIDENTIALITY AGREEMENT
Solicitation and Confidentiality Agreement • May 12th, 2021 • Spartan Acquisition Corp. II • Finance services

This Inventions Assignment, Non-Competition, Non-Solicitation and Confidentiality Agreement (this “Agreement”) is made and entered into by and between Sunlight Financial Holdings Inc., a Delaware corporation (the “Parent”), and [EXECUTIVE] (the “Executive”), and is effective as of [DATE] (the “Effective Date”). This Agreement is Exhibit C to the Employment Agreement by and among the Executive, the Parent, and Sunlight Financial LLC (the “Employment Agreement”), and is to be read in conjunction with the Employment Agreement.

WALGREEN CO. LONG-TERM PERFORMANCE INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Solicitation and Confidentiality Agreement • October 26th, 2010 • Walgreen Co • Retail-drug stores and proprietary stores • Illinois

This document (referred to below as the “Agreement” or the “Award Agreement”) spells out the terms and conditions of the Restricted Stock Unit Award provided by Walgreen Co., an Illinois corporation (the “Company”), to the individual employee designated above (the “Employee”) pursuant to the Walgreen Co. Long-Term Performance Incentive Plan and related plan documents (the “Plan”) on and as of the Award Date designated above. Except as otherwise defined herein, capitalized terms used in this Agreement have the respective meanings set forth in the Plan.

NON-COMPETITION, NON-SOLICITATION, AND CONFIDENTIALITY AGREEMENT
Solicitation, and Confidentiality Agreement • April 14th, 2017 • Baxter International Inc • Surgical & medical instruments & apparatus • Delaware

This Non-Competition, Non-Solicitation, and Confidentiality Agreement (“Agreement”) is entered into between me, [EMPLOYEE NAME], and Baxter International Inc., a Delaware corporation with its principal place of business in Illinois.

The CIT Group Inc. 2016 Omnibus Incentive Plan Performance Share Unit Award Agreement 2019 PSU-ROTCE Award
Solicitation and Confidentiality Agreement • May 3rd, 2019 • Cit Group Inc • National commercial banks • New York
Form of Non–Competition, Non–Solicitation, and Confidentiality Agreement
Solicitation, and Confidentiality Agreement • July 2nd, 2021 • Glacier Bancorp, Inc. • State commercial banks • Utah

This Non–Competition, Non–Solicitation, and Confidentiality Agreement, dated as of May 18, 2021 (this “Agreement”), is made by and among Glacier Bancorp, Inc. (“GBCI”), Glacier Bank, a wholly owned subsidiary of GBCI (“Glacier Bank”), Altabancorp (“AB”), Altabank, a wholly owned subsidiary of AB (“Altabank”), and the undersigned, each of whom is a director of AB and Altabank (each, a “Director”).

Non–Competition, Non–Solicitation, and Confidentiality Agreement
Solicitation, and Confidentiality Agreement • May 6th, 2019 • Glacier Bancorp Inc • State commercial banks • Nevada

This Non–Competition, Non–Solicitation, and Confidentiality Agreement, dated as of , 2019 (this “Agreement”), is made by and among Glacier Bancorp, Inc. (“GBCI”), Glacier Bank, a wholly owned subsidiary of GBCI (“Glacier Bank”), Heritage Bancorp (“HB”), Heritage Bank of Nevada, a wholly owned subsidiary of HB (“Heritage Bank”), and the undersigned, each of whom is a director of HB and Heritage Bank (each, a “Director”).

NON-COMPETITION, NON-SOLICITATION AND CONFIDENTIALITY AGREEMENT
Solicitation and Confidentiality Agreement • July 19th, 2018 • RSP Permian, Inc. • Crude petroleum & natural gas

This Non-Competition, Non-Solicitation and Confidentiality Agreement (this “Agreement”) is made and entered into by and between RSP Permian, Inc. (the “Company”), Concho Resources Inc. and its affiliates (“Concho”) and Steven Gray (“Executive”) entered into as of July 18, 2018, (the “Effective Date”). Capitalized terms not defined in this Agreement have the meanings given to them in the Merger Agreement.

Non–Competition, Non–Solicitation, and Confidentiality Agreement
Solicitation, and Confidentiality Agreement • October 4th, 2019 • Glacier Bancorp, Inc. • State commercial banks • Montana

This Non–Competition, Non–Solicitation, and Confidentiality Agreement, dated as of September 30, 2019 (this “Agreement”), is made by and among Glacier Bancorp, Inc. (“GBCI”), Glacier Bank, a wholly owned subsidiary of GBCI (“Glacier Bank”), State Bank Corp. (“SBC”), State Bank of Arizona, a wholly owned subsidiary of SBC (“State Bank”), and the undersigned, each of whom is a director of SBC and State Bank (each, a “Director”).

Non–Competition, Non–Solicitation, and Confidentiality Agreement
Solicitation, and Confidentiality Agreement • February 27th, 2019 • Glacier Bancorp Inc • State commercial banks • Utah

This Non–Competition, Non–Solicitation, and Confidentiality Agreement, dated as of January 16, 2019 (this “Agreement”), is made by and among Glacier Bancorp, Inc. (“GBCI”), Glacier Bank, a wholly owned subsidiary of GBCI (“Glacier Bank”), FNB Bancorp (“FNB”), The First National Bank of Layton, a wholly owned subsidiary of FNB (“First National Bank”), and the undersigned, each of whom is a director of FNB and First National Bank (each, a “Director”).

NON-COMPETITION, NON-SOLICITATION, AND CONFIDENTIALITY AGREEMENT
Solicitation, and Confidentiality Agreement • February 29th, 2024 • Republic Services, Inc. • Refuse systems • Arizona

Republic Services, Inc. (“Company”), for the benefit of the Company and its Affiliates (defined below), and Timothy Stuart, Employee ID No. 551131159 (“Executive”) enter into this Non-Competition, Non-Solicitation, and Confidentiality Agreement (“Agreement”), effective August 20, 2021 (“Effective Date”). The Company and Executive are collectively referred to as the “Parties” in this Agreement. The use of the term “Executive” herein is a general reference only and shall not be construed to provide Executive any rights or status as an employee that the individual would not otherwise have absent this Agreement. The Parties agree as follows:

TCF FINANCIAL 2015 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AND NON-SOLICITATION AND CONFIDENTIALITY AGREEMENT
Solicitation and Confidentiality Agreement • February 26th, 2019 • TCF Financial Corp • National commercial banks • Delaware

Performance-Based Restricted Stock Units (“Performance Share Units” or “PSUs”) are hereby granted effective on the Award Date set forth above by TCF Financial Corporation (“TCF Financial” or the “Company”) to [[FIRSTNAME]] [[MIDDLENAME]] [[LASTNAME]] (the “Grantee”) (the “Award”).

Form of Non-Solicitation and Confidentiality Agreement
Solicitation and Confidentiality Agreement • March 12th, 2014 • North Valley Bancorp • State commercial banks • California

NON-SOLICITATION AND CONFIDENTIALITY AGREEMENT (this “Agreement”), dated as of January 21, 2014, by and among TriCo Bancshares, a California corporation (“TriCo”), Tri Counties Bank, a California state-chartered bank and wholly-owned subsidiary of TriCo (“Tri Counties Bank”), and the undersigned key employee or director (“Representative”) of North Valley Bancorp, a California corporation (“Bancorp”) and/or its wholly-owned subsidiary, North Valley Bank (“North Valley Bank” and, together with Bancorp, “North Valley”).

Non-Solicitation and Confidentiality Agreement
Solicitation and Confidentiality Agreement • May 9th, 2018 • Northwest Indiana Bancorp • Savings institution, federally chartered • Indiana

This Non-Solicitation and Confidentiality Agreement (“Agreement”) is made on this ___ day of ____, between _______ _______________ (the “Employee”) and Peoples Bank SB (the “Peoples” or “Bank”). In consideration of Employee’s employment and continued employment, the payment of remuneration and benefits by the Bank and the Bank’s promise to provide Employee with access to customers, Confidential Information and trade secrets, which the parties recognize to be good, valuable and sufficient consideration for the Agreement, Employee and the Bank agree as follows:

Number Holdings, Inc.
Solicitation and Confidentiality Agreement • October 12th, 2011 • 99 Cents Only Stores • Retail-variety stores • Delaware

Reference is made to the Agreement and Plan of Merger, dated as of the date hereof (as it may be amended from time to time, the “Merger Agreement”), among Number Holdings, Inc., a Delaware corporation (“Parent”), Number Merger Sub, Inc., a California corporation (“Merger Sub”) and 99 Cents Only Stores, a California corporation (the “Company”), pursuant to which Merger Sub, or its permitted assignees, will be merged with and into the Company (the “Merger”), with the Company being the surviving entity of such Merger and a wholly-owned subsidiary of Parent. This letter agreement (this “Agreement”) sets forth the commitment of the undersigned (the “Rollover Investors”), subject to the terms and conditions contained herein, to transfer, contribute and deliver the number of shares of Company Common Stock described in Section 1 below to Parent in exchange for the equity of Parent described in Section 1 below. Capitalized terms used but not defined herein have the meanings ascribed to them in

WALGREENS BOOTS ALLIANCE, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT
Solicitation and Confidentiality Agreement • January 4th, 2024 • Walgreens Boots Alliance, Inc. • Retail-drug stores and proprietary stores • Illinois

These materials, which may include descriptions of company stock plans, prospectuses and other information and documents, and the information they contain, are provided by Walgreens Boots Alliance, Inc., not by Fidelity, and are not an offer or solicitation by Fidelity for the purchase of any securities or financial instruments. These materials were prepared by Walgreens Boots Alliance, Inc., which is solely responsible for their contents and for compliance with legal and regulatory requirements. Fidelity is not connected with any offering or acting as an underwriter in connection with any offering of securities or financial instruments of Walgreens Boots Alliance, Inc. Fidelity does not review, approve or endorse the contents of these materials and is not responsible for their content.

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