Specified Conduct definition
Specified Conduct means, if you are party to an employment agreement that contains post-termination restrictive covenants, a breach of any such covenant, or if you are not party to an employment agreement that contains post-termination restrictive covenants, your (i) unauthorized disclosure of confidential information relating to the Company or its Affiliates, (ii) engaging, directly or indirectly, as an employee, partner, consultant, director, stockholder (other than as a passive investor in not more than 5% of the shares of any publicly traded class of securities of any business), owner, or agent in any business that is competitive with the businesses conducted by the Company and its Affiliates at the time of termination of your employment, (iii) soliciting or inducing, directly or indirectly, any former, present or prospective customer or client of the Company or its Affiliates to purchase any services or products offered by the Company or its Affiliates from any Person other than the Company or its Affiliates, or (iv) hiring, directly or indirectly, any individual who was an employee of the Company or its Affiliates within the six month period prior to termination of your employment, or soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment with the Company or its Affiliates.
Specified Conduct means (i) unauthorized disclosure of confidential information in violation of the Secrecy Agreement; (ii) engagement, directly or indirectly, in any business that is competitive with the businesses of Company at the time of Mr. Wegman’s termination (other than less than 5% ownership of a public company); (iii) Mr. Wegman’s hiring, directly or indirectly, any individual who was an employee or consultant of the Company within the 6-month period prior to his termination of employment, or his soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment or consultancy with the Company, unless such person was previously terminated by the Company; or (iv) his solicitation, directly or indirectly, of any individual who was partner, customer, or vendor of the Company within the six-month period prior to Mr. Wegman’s termination of employment, to terminate or otherwise limit or reduce his or her relationship with the Company.
Specified Conduct means a Grantee's (i) unauthorized disclosure of confidential information relating to the Company or its Affiliates, (ii) engaging, directly or indirectly, as an employee, partner, consultant, director, stockholder, owner, or agent in any business that is competitive with the businesses conducted by the Company and its Affiliates at the time of termination of Grantee's employment, (iii) soliciting or inducing, directly or indirectly, any former, present or prospective customer or client of the Company or its Affiliates to purchase any services or products offered by the Company or its Affiliates from any Person other than the Company or its Affiliates, or (iv) hiring, directly or indirectly, any individual who was an employee of the Company or its Affiliates within the six month period prior to termination of Grantee's employment, or soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment with the Company or its Affiliates.
Examples of Specified Conduct in a sentence
The price per Share to be paid by the Company should it choose to exercise its repurchase right shall equal the fair market value per share, as determined by the Board in good faith; provided, however, if the Shares are to be repurchased following a termination for Cause, or if, prior to such repurchase the Grantee engages in Specified Conduct, then the price per Share to be paid by the Company shall not exceed the price per Share paid by the Grantee, less any distributions paid in respect of such Share.
Conduct If your employment is terminated for Cause (as defined in Exhibit A) or following any termination of your employment you engage in Specified Conduct (as defined in Exhibit A), the Option, whether or not vested, will immediately terminate.
Conduct If your employment is terminated for Cause, or following any termination of your employment you engage in Specified Conduct (as such terms are defined in Exhibit A), the Option, whether or not vested, will immediately terminate.
Specified Conduct If following your termination of employment you engage in Specified Conduct (as defined in Exhibit A), the RSUs, whether or not vested, will immediately terminate.
Notwithstanding the foregoing, if the Executive’s service as a consultant is terminated prior to December 31, 2014 (i) due to the Executive’s death or (ii) by the Company other than by reason of the Executive’s commission of the Specified Conduct, then the Executive or the Executive’s estate as applicable shall be entitled to receive the Earned Shares at the time that such shares are scheduled to be delivered pursuant to the terms of the award agreement.
More Definitions of Specified Conduct
Specified Conduct means, if you are party to an employment agreement that contains post- termination restrictive covenants, a breach of any such covenant, or if you are not party to an employment agreement that contains post-termination restrictive covenants, your (i) unauthorized disclosure of confidential information relating to the Company or its Affiliates, (ii) engaging, directly or indirectly, as an employee, partner, consultant, director, stockholder (other than as a passive investor in not more than 5% of the shares of any publicly traded class of securities of any business), owner, or agent in any business that is competitive with the businesses conducted by the Company and its Affiliates at the time of termination of your employment, (iii) soliciting or inducing, directly or indirectly, any former, present or prospective customer or client of the Company or its Affiliates to purchase any services or products offered by the Company or its Affiliates from any Person other than the Company or its Affiliates, or (iv) hiring, directly or indirectly, any individual who was an employee of the Company or its Affiliates within the six month period prior to termination of your employment, or soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment with the Company or its Affiliates.
Specified Conduct means (i) your unauthorized disclosure of confidential information relating to the Company or its Affiliates, (ii) your engaging, directly or indirectly, as an employee, partner, consultant, director, stockholder, owner, or agent in any business that is competitive with the businesses conducted by the Company and its Affiliates at the time of your termination of employment, (iii) your soliciting or inducing, directly or indirectly, any former, present or prospective customer or client of the Company or its Affiliates to purchase any services or products offered by the Company or its Affiliates from any Person other than the Company or its Affiliates, or (iv) your hiring, directly or indirectly, any individual who was an employee of the Company or its Affiliates within the six month period prior to your termination of employment, or your soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment with the Company or its Affiliates.
Specified Conduct. For these purposes "Specified Conduct" means (i) your unauthorized disclosure of confidential information relating to the Company or its Affiliates, (ii) your engaging, directly or indirectly, as an employee, partner, consultant, director, stockholder, owner, or agent in any business that is competitive with the businesses conducted by the Company and its Affiliates at the time of your termination of employment, (iii) your soliciting or inducing, directly or indirectly, any former, present or prospective customer or client of the Company or its Affiliates to purchase any services or products offered by the Company or its Affiliates from any Person other than the Company or its Affiliates, or (iv) your hiring, directly or indirectly, any individual who was an employee of the Company or its Affiliates within the six month period prior to your termination of employment, or your soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment with the Company or its Affiliates.
Specified Conduct means, with respect to a Grantee who is party to any employment or other agreement containing covenants applicable following a Grantee’s termination of employment, a breach of any of such covenants, and otherwise means (i) unauthorized disclosure of confidential information relating to the Company or its Affiliates, (ii) directly or indirectly, without the prior written consent of the Company, engaging in or investing as an owner, partner, stockholder, licensor, director, officer, agent, employee or consultant for any Person that is primarily engaged in a Competing Business; provided, however, that this provision shall not prevent the Grantee from passively investing as a less than two percent stockholder in the securities of any company listed on a national securities exchange or quoted on an automated quotation system, (iii) accepting employment with any Person that is directly or indirectly (including through an Affiliate) engaged in any manner in a Competing Business if such employment would result in the Grantee being involved in the
Specified Conduct means a Grantee’s (i) unauthorized disclosure of confidential information relating to the Company or its Affiliates, (ii) engaging, directly or indirectly, as an employee, partner, consultant, director, stockholder, owner, or agent in any retail business that derives 20% or more of its business from sales of jewelry, accessories and/or cosmetics targeted to girls and women (a “Competing Business”), (iii) inducing or attempting to induce any customer, vendor, supplier, licensor or other Person in a business relationship with the Company or any Affiliate, for or with which the Grantee or employees working under the Grantee’s supervision had any direct or indirect responsibility or contact during the Grantee’s employment with the Company or its Affiliates, (A) to do business with a Competing Business or (B) to cease, restrict, terminate or otherwise reduce business with the Company or its Affiliates for the benefit of a Competing Business, regardless of whether the Grantee initiates contact, or (iv) hiring, directly or indirectly, any individual who was an employee of the Company or its Affiliates within the six month period prior to termination of Grantee’s employment, or soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment with the Company or its Affiliates.
Specified Conduct means (i) unauthorized disclosure by Executive of confidential information relating to the Company in violation of the Secrecy Agreement; (ii) engagement by Executive, directly or indirectly, as an employee, partner, consultant, director, stockholder, owner, or agent in any business that is competitive with the businesses conducted by the Company at the time of Executive’s termination of employment; provided, that notwithstanding any provisions in this Section 8, this Section 8 shall not prohibit Employee from purchasing or owning up to five percent (5%) of the outstanding capital stock of a company which has a class of securities registered under Section 12 of the Securities Act of 1934, as amended or trading on any securities exchange or electronic quotation system; (iii) Executive’s hiring, directly or indirectly, any individual who was an employee or consultant of the Company within the six (6) month period prior to Executive’s termination of employment, or Executive’s soliciting or inducing, directly or indirectly, any such individual to terminate his or her employment or consultancy with the Company, in each case unless such person’s employment or consultancy shall have been previously terminated by the Company; or (iv) Executive’s solicitation, directly or indirectly, of any individual who was partner, customer, or vendor of the Company within the six (6) month period prior to Executive’s termination of employment, to terminate or otherwise limit or reduce his or her relationship with the Company.
Specified Conduct means (i) directing, accepting, or permitting payments to or for the benefit of a Releasee or Releasee's affiliate from position 1001 to 1014 located in the NHT Global (formerly Lexxus International) distributor tree during the period commencing on January 1, 2001 through the date of this Release; (ii) any and all related party transactions relating or pertaining to Releasees and previously disclosed in the Company's public filings as of the date hereof; or (iii) any disclosures made or omitted to be made, if any, relating or pertaining to any of the foregoing.