Certain Competitive Activities Sample Clauses

Certain Competitive Activities. (a) You shall not engage in any Competitive Activity (as defined below) during the Term and for a period of two years following the Termination Date. In the event of a Change of Control or a termination of your employment by the Company without Cause or by you for Good Reason, then the provisions of this Section 8 shall not be effective.
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Certain Competitive Activities. (a) You shall not engage in any Competitive Activity (as defined below) during the Term. In the event of a Change of Control or a termination of your employment by the Company without Cause or by you for Good Reason, then provisions of this Section 8 shall not be effective. The Board of Directors may, at its discretion, waive the provisions of this Section 8 by providing you with a notice in writing to that effect. The Company shall give you prior written notice of any perceived breach and 10 business days to cure prior to taking any action.
Sample 1Sample 2
Certain Competitive Activities. (a) The Consultant shall not engage in any Competitive Activity (as defined below) during the Term. In the event of a Change of Control or a termination of the Consultant’s engagement by the Company without Cause or by the Consultant for Good Reason, then provisions of these Sections 8 and 9 shall not be effective. The Board of Directors may, at its discretion, waive the provisions of these Sections 8 and 9 by providing you with a notice in writing to that effect. The Company shall give the Consultant prior written notice of any perceived breach and 10 business days to cure prior to taking any action.
Sample 1Sample 2
Certain Competitive Activities. (a) You shall not engage in any Competitive Activity (as defined below) while employed by the Company and for a period of two years thereafter provided that the provisions of this Section 8 shall be effective only during a period for which the Company pays you salary under Section 5(b) pursuant to the requirements of such section or otherwise. Notwithstanding the preceding sentence, the restriction against your engaging in Competitive Activity shall not be effective following a Change of Control or if you terminate your term of employment for Good Reason or the Company terminates your term of employment without Cause.
Sample 1
Certain Competitive Activities. (a) You shall not engage in any Competitive Activity (as defined below) during the Term and for a period of two years thereafter. In the event of a Change of Control or a termination of your employment by the Company without Cause or by you for Good Reason, then provisions of this Section 8 shall not be effective. If you engage in Competitive Activity in breach of this Section 8(a) following the Termination Date, then the Company shall be entitled, on a non-exclusive basis, and at the Company's sole election, to (i) seek money damages to the extent xxxx xxx xxxxxxxxxx xe determined; and (ii) seek injunctive and equitable relief on both a provisional and permanent basis in accordance with Section 9 hereof. The Company shall give you prior written notice of any perceived breach and 10 business days to cure prior to taking any action.
Sample 1
Certain Competitive Activities. (a) You shall not engage in any Competitive Activity (as defined below) during your service as a director of the Company and for a period of one (1) year thereafter. In the event of a Change of Control (as defined below), or a termination of your services hereunder prior to the Expiration Date because the Board of Directors or its Nominating and Corporate Governance Committee has declined to nominate you to serve as Chairman of the Board of Directors or the shareholders of the Company have declined to re-elect you to the Board of Directors, other than for cause, the provisions of this Section 9 shall not be effective. If you engage in any Competitive Activity in breach of this Section 9(a) following the Term, then the Company shall be entitled, on a non-exclusive basis, to (i) seek money damages to the extent they can reasonably be determined and (ii) injunctive and equitable relief on both a provisional and permanent basis in accordance with Section 10 hereof. The Company shall give you prior written notice of any perceived breach and ten (10) business days to cure prior to taking any action.
Sample 1
Certain Competitive Activities. The Shareholders agree and acknowledge that the Parent has participated in business activities that are competitive with the Business and that the Parent and its affiliates shall be permitted to continue to participate in such activities and to engage in other activities competitive with the Surviving Corporation, after the Effective Time.
Sample 1
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Related to Certain Competitive Activities

  • Competitive Activities For purposes of the Agreement, to which this Exhibit B is attached, “Competitive Activities” means any activities relating to products or services of the same or similar type as the products or services (1) which were or are sold (or, pursuant to an existing business plan, will be sold) to paying customers of the Company or any Related Company, and (2) for which you have any direct or indirect responsibility or any involvement to plan, develop, manage, market, sell, oversee, support, implement or perform, or had any such responsibility or involvement within your most recent 24 months of employment with the Company or any Related Company. Notwithstanding the previous sentence, an activity shall not be treated as a Competitive Activity if the geographic marketing area of such same or similar products or services does not overlap with the geographic marketing area for the applicable products and services of the Company or any Related Company.

  • Competitive Activity Executive shall be deemed to have engaged in "Competitive Activity" if, during the period commencing on the date hereof and ending on the second anniversary of the date Executive's employment with the Company or its subsidiaries terminates, (i) Executive, for himself or on behalf of any other person, firm, partnership, corporation, or other entity, engages, directly or indirectly, as an executive, agent, representative, consultant, partner, shareholder or holder of any other financial interest, in any business that competes with the Company or its subsidiaries in the line of business Executive is employed in by the Company or its subsidiaries (as applicable), as such business is described in any employment or severance agreement then in effect between Executive and the Company or one of its subsidiaries or, if no such agreement is then in effect, as described on Schedule II attached hereto (a "Competing Business"), it being understood and agreed that Executive's activities shall not satisfy this clause (i) where Executive is employed by a person, firm, partnership, corporation, or other entity engaged in a variety of activities, including the Competing Business, and Executive is not engaged in or responsible for the Competing Business of such entity. Executive may also, without satisfying clause (i) be a passive owner of not more than 2% of the outstanding publicly traded stock of any class of a Competing Business so long as Executive has no active participation in the business of such entity, except to the extent permitted above; or (ii) Executive (A) directly or indirectly through another entity, induces or attempts to induce any employee of the Company or its subsidiaries to leave the employ of the Company or its subsidiaries, or in any way interfere with the relationship between the Company or any of its subsidiaries and any employee thereof, (B) knowingly hires any person who was an employee of the Company or any of its subsidiaries within 180 days prior to the time such employee was hired by Executive, (C) induces or attempts to induce any customer, supplier, licensee or other business relation of the Company or any of its subsidiaries to cease doing business with the Company or its subsidiaries or in any way interfere with the relationship between any such customer, supplier, licensee or business relation and the Company or any subsidiary or (D) directly or indirectly acquires or attempt to acquire an interest in any business relating to the business of the Company or any of its subsidiaries and with which the Company or any of its subsidiaries has entertained discussions or has requested and received information relating to the acquisition of such business by the Company or its subsidiaries in the one-year period immediately preceding Executive's termination of employment with the Company.

  • Competitive Business Activities The term "Competitive Business Activities" as used herein shall be deemed to mean the Business.

  • Restricted Activities The Executive agrees that some restrictions on his activities during and after his employment are necessary to protect the goodwill, Confidential Information and other legitimate interests of the Company and its Affiliates:

  • Confidential Information and Restricted Activities Employee has entered into the Company’s Employee Proprietary Information Agreement (“EPIA”) and acknowledges his or her obligations thereunder. The EPIA is specifically incorporated into this Agreement.

  • Protected Activity Not Prohibited Nothing in this Agreement or in any other agreement between you and the Company, as applicable, will in any way limit or prohibit you from engaging for a lawful purpose in any Protected Activity. For purposes of this Agreement, “Protected Activity” means filing a charge, complaint, or report with, or otherwise communicating, cooperating, or participating in any investigation or proceeding that may be conducted by, any state, federal, or local governmental agency or commission, including the U.S. Securities and Exchange Commission, the Equal Employment Opportunity Commission, the Occupational Safety and Health Administration, and the National Labor Relations Board (the “Government Agencies”). You understand that in connection with such Protected Activity, you are permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, the Company. Notwithstanding the foregoing, you agree to take all reasonable precautions to prevent any unauthorized use or disclosure of any information that may constitute Company confidential information under the Confidentiality Agreement to any parties other than the Government Agencies. You further understand that “Protected Activity” does not include the disclosure of any Company attorney-client privileged communications. Any language in the Confidentiality Agreement regarding your right to engage in Protected Activity that conflicts with, or is contrary to, this paragraph is superseded by this Agreement. In addition, pursuant to the Defend Trade Secrets Act of 2016, you are notified that an individual will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made in confidence to a federal, state, or local government official (directly or indirectly) or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if (and only if) such filing is made under seal. In addition, an individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the individual’s attorney and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret, except pursuant to court order.

  • Competitive Business The term “Competitive Business” means any person or entity that engages in any business activity that competes with the Company’s or an Affiliate’s or Subsidiary’s business in any way, in any geographic area in which the Company or an Affiliate or Subsidiary engages in business, including, without limitation, any state in the United States in which the Company or an Affiliate or Subsidiary sells or offers to sell its products from time to time.

  • Permitted Activities The Executive shall devote his entire business time, attention and energies to the Business of the Employer and shall not during the Term be engaged (whether or not during normal business hours) in any other business or professional activity, whether or not such activity is pursued for gain, profit or other pecuniary advantage; but this shall not be construed as preventing the Executive from:

  • Outside Activities Subject to the Articles of Incorporation and any agreements entered into by the General Partner or its Affiliates with the Partnership or a Subsidiary, any officer, director, employee, agent, trustee, Affiliate or stockholder of the General Partner shall be entitled to and may have business interests and engage in business activities in addition to those relating to the Partnership, including business interests and activities substantially similar or identical to those of the Partnership. Neither the Partnership nor any of the Limited Partners shall have any rights by virtue of this Agreement in any such business ventures, interest or activities. None of the Limited Partners nor any other Person shall have any rights by virtue of this Agreement or the partnership relationship established hereby in any such business ventures, interests or activities, and the General Partner shall have no obligation pursuant to this Agreement to offer any interest in any such business ventures, interests and activities to the Partnership or any Limited Partner, even if such opportunity is of a character which, if presented to the Partnership or any Limited Partner, could be taken by such Person.

  • Prohibited Activities Except as set forth on Schedule 5.30, the COMPANY has not, between the Balance Sheet Date and the date hereof, taken any of the actions (Prohibited Activities) set forth in Section 7.3.

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