Proscribed Conduct definition

Proscribed Conduct means a breach by a Participant of any restrictive covenants contained in any employment agreement between the Participant and the Company or any Subsidiary, or if there are no such covenants or any such covenants are inapplicable for any reason, then “Proscribed Conduct” means, during the one-year period following termination of Service, a Participant’s (a) unauthorized disclosure of confidential information relating to the Company or its Subsidiaries, (b) directly or indirectly engaging in, or owning or controlling any interest in, or acting as a director, officer or employer of, or consultant to or otherwise be employed by any business engaged in the operation of convenience stores, wholesale fuel distribution or any other business conducted by the Company or any Subsidiary or Affiliate in any county in which the Company operates on the date of such Participant’s termination of Service, (c) hiring, directly or indirectly, any individual who was an employee of the Company or its Subsidiaries within the 12 month period prior to the date the Participant employs or seeks to employ such individual, or soliciting or inducing, directly or indirectly, any such individual to terminate his or her Service with the Company or its Subsidiaries, or (d) causing, inducing or encouraging any actual or prospective client, customer, supplier, dealer or licensor of the Company or any other Person who has a business relationship with the Company or any Subsidiary or Affiliate to terminate or modify any such actual or prospective relationship.
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Proscribed Conduct means (A) during the one (1) year period following termination of Service, a Participant's (I) unauthorized disclosure of confidential information relating to the Company or its Subsidiaries, (II) directly or indirectly engaging in, or owning or controlling any interest in, or acting as a director, officer or employer of, or consultant to or otherwise being employed by any business engaged in the operation of convenience stores, wholesale fuel distribution or any other business conducted by the Company or any Subsidiary or affiliate in any county in which the Company operates on the date of the Participant's termination of Service, (III) hiring, directly or indirectly, any individual who was an employee of the Company or its Subsidiaries within the twelve (12) month period prior to the date the Participant hires such individual, or soliciting or inducing, directly or indirectly, any such individual to terminate his or her Service with the Company or its Subsidiaries, or (IV) causing, inducing or encouraging any actual or prospective client, customer, supplier, dealer or licensor of the Company or any other Person who has a business relationship with the Company or any Subsidiary or affiliate to terminate or modify any such actual or prospective relationship or (B) a breach by the Participant of any non-competition, non-solicitation, confidentiality or similar restrictive covenants contained in any employment, service or other similar agreement between the Participant and the Company or any Subsidiary.
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Proscribed Conduct means any behavior that is in violation of this Code.
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Examples of Proscribed Conduct in a sentence

  • Notwithstanding anything to the contrary set forth in the Plan or this Agreement, except as otherwise set forth in an employment agreement between Participant and the Company or any of its Subsidiaries, in the event a Participant engages in Proscribed Conduct after the termination of his Service for any reason, such Participant shall forfeit all shares of Restricted Stock, whether vested or unvested.

  • Notwithstanding anything to the contrary set forth in the Plan or this Agreement, in the event a Participant engages in Proscribed Conduct, such Participant shall forfeit all vested and unvested portions of the Option.

  • In addition, in the event that a Management Limited Partner (i) has a Termination of Services that is for Cause, or (ii) following any Termination of Services, engages in Proscribed Conduct during the two year period after Termination of Services, all Vested Units held by such Management Limited Partner (or his or her Permitted Transferee) shall be forfeited and cancelled.

  • Notwithstanding anything to the contrary set forth in the Plan or this Agreement, except as otherwise set forth in an employment agreement between the Service Provider and the Company or any of its subsidiaries, in the event a Service Provider who is also an employee of the Company or any subsidiary of affiliate, engages in Proscribed Conduct after the termination of his service for any reason, such Service Provider shall forfeit all Units the Service Provider acquired upon settlement of any Phantom Units.

  • Notwithstanding anything to the contrary set forth in the Plan or this Agreement, except as otherwise set forth in an employment agreement between Participant and the Company or any of its Subsidiaries, in the event a Participant engages in Proscribed Conduct after the termination of his Service for any reason, such Participant shall forfeit all Shares the Participant acquired upon settlement of any Restricted Stock Units.

  • The University shall provide written notice to students that the posting of FPU course content on social media platforms without the written authorization of the affected faculty member is prohibited and considered a violation of the Student Code of Conduct, Article III, (Proscribed Conduct), Section B (1), (9), (18) and (21).


More Definitions of Proscribed Conduct

Proscribed Conduct means, as to any Management Limited Partner who is a party to any agreement with the Partnership or any of its Subsidiaries or Affiliates that contains any post-employment restrictive covenants, a substantially uncured breach of any such covenants as determined under the terms of such agreement that has resulted in or may reasonably be expected to result in a material detriment to the business or reputation of the Company. As to any Management Limited Partner who not a party to an agreement with the Partnership or any of its Subsidiaries or Affiliates that contains any post-employment restrictive covenants, “Proscribed Conduct” means (i) the Management Limited Partner’s unauthorized disclosure of confidential information relating to the Partnership or its Affiliates, (ii) the Management Limited Partner’s engaging, directly or indirectly, as an employee, partner, consultant, director, stockholder, owner, or agent in any business that owns, operates, franchises and/or licenses a chain of quick service restaurants, casual dining restaurants, fast casual dining restaurants or restaurants that primarily provide delivery of meals or take-out meals, in each case in any state where the Company (directly or through its subsidiaries) owns, operates, franchises and/or licenses a restaurant, or anywhere in the United States, or (iii) the Management Limited Partner’s soliciting or inducing, directly or indirectly, any individual to terminate his or her employment with the Partnership or its Subsidiaries, in each case that has resulted in or may reasonably be expected to result in a material detriment to the business or reputation of the Company; provided that if the occurrence of an event described in (i) through (iii) above, is curable, such breach or event shall constitute Proscribed Conduct only if written notice specifying in reasonable detail the nature thereof shall be provided to such Management Limited Partner within ninety (90) days of the alleged breach or event and such Management Limited Partner shall have substantially failed to cure such breach or event within fourteen (14) days after receiving such notice.
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Proscribed Conduct means a breach by Participant of any restrictive covenants contained in any employment or similar agreement between the Participant and the Company or any Subsidiary, or if there are no such covenants or any such covenants are inapplicable for any reason, then “Proscribed Conduct” means, during Participant’s Service and the one-year period following termination of Participant’s Service, a Participant’s (a) unauthorized disclosure of confidential information relating to the Company or its Subsidiaries, (b) directly or indirectly engaging in, or owning or controlling any interest in, or acting as a director, officer or employer of, or consultant to or otherwise be employed by any business engaged in the operation of convenience stores, wholesale fuel distribution or any other business conducted by the Company or any Subsidiary or affiliate in any county in which the Company operates on the date of such Participant’s termination of Service, (c) hiring, directly or indirectly, any individual who was an employee of the Company or its Subsidiaries within the 12 month period prior to the date the Participant employs or seeks to employ such individual, or soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment with the Company or its Subsidiaries, or (d) causing, inducing or encouraging any actual or prospective client, customer, supplier, dealer or licensor of the Company or any other Person who has a business relationship with the Company or any Subsidiary or Affiliate to terminate or modify any such actual or prospective relationship.
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Proscribed Conduct means, as to any Management Limited Partner who is a party to any agreement with the Partnership or any of its Subsidiaries or Affiliates that contains any post-employment restrictive covenants, a substantially uncured breach of any such covenants as determined under the terms of such agreement that has resulted in or may reasonably be expected to result in a material detriment to the business or reputation of the Company. As to any Management Limited Partner who not a party to an agreement with the Partnership or any of its Subsidiaries or Affiliates that contains any post-employment restrictive covenants, “Proscribed Conduct” means (i) the Management Limited Partner’s unauthorized disclosure of confidential information relating to the Partnership or its Affiliates,
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Proscribed Conduct means dishonorable conduct or professional or ethical misconduct which transgresses the Code of ethics and such other acts of misconduct as may reasonably be determined by the appropriate national authority to be professional or ethical misconduct.
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Proscribed Conduct the following activities or circumstances:
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Related to Proscribed Conduct

  • Prohibited conduct means bullying or cyberbullying as defined in this policy or retaliation or reprisal for asserting, alleging, reporting, or providing information about such conduct or knowingly making a false report about bullying.

  • Improper Conduct means conduct which offers any obstruction to the deliberations of proper action of Council.

  • Competitive Activities means any business activities in which the Company or any other member of the Company Group engage (or have committed plans to engage) during the Term of Employment, or, following termination of Employee’s employment hereunder, was engaged in business (or had committed plans to engage) at the time of such termination of employment.