Common use of Non-Competition; Non-Solicitation; Confidentiality Clause in Contracts

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period of five (5) years from and after the Closing Date, Sellers shall not, and shall cause Sellers’ Affiliates not to, and shall not use any Confidential Information to, without the advance, express written consent of Buyer, directly or indirectly, own, establish, manage, engage in, operate, control, work for, consult with, render services for, do business with, maintain any interest in (proprietary, financial or otherwise) or participate in the ownership, establishment, management, operation or control of, any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in wealth management, insurance, or retirement planning services, record keeping and administration services related to retirement planning services, brokerage, or investment advisor activities or that otherwise competes with, or is likely to compete with, the business of each of the Company and the Subsidiaries or any of their respective Affiliates as conducted as of the Closing Date, and as it could reasonably be expected to be conducted in the future (a “Restricted Business”) anywhere in the United States of America; provided, that the restrictions contained in this Section 6.10(a) shall not restrict the acquisition by Sellers, directly or indirectly, of less than 2% of the outstanding capital stock of any publicly traded company engaged in a Restricted Business. Notwithstanding the foregoing, a Seller shall not be in violation of this Section 6.10(a): (i) simply by virtue of Seller’s status as a shareholder, partner, director, officer, employee or representative of Honkamp Xxxxxxx, so long as Honkamp Xxxxxxx does not participate in a Restricted Business or (ii) by engaging in any business that is not a Restricted Business.

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period from the Closing Date until the third anniversary of five (5) years from and after the Closing Date, Sellers the Shareholder shall not, and shall cause Sellers’ each of its Affiliates not to, and shall not use any Confidential Information to, without the advance, express written consent of Buyer, directly or indirectly, own, establishown any interest in, manage, engage in, operate, control, work for, consult with, render services for, do business with, maintain any interest in (proprietary, financial or otherwise) control or participate in the ownership, establishment, management, operation or control of, of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in wealth managementthe manufacture, insurancesale, rental, distribution or retirement planning services, record keeping and administration services related to retirement planning services, brokerage, or investment advisor activities or that otherwise competes with, or is likely to compete with, the business marketing of each of the Company and the Subsidiaries or any of their respective Affiliates as conducted as of the Closing Date, and as it could reasonably be expected to be conducted Competing Products in the future Territory or the provision of a Competing Service in the Territory (each, a “Restricted Business”) anywhere in the United States of America); provided, however, that the restrictions contained in this Section 6.10(a6.9(a) shall not restrict (i) the acquisition by Sellersthe Shareholder and its Affiliates, directly or indirectly, of less than 2% five percent (5%) in the aggregate of any class or series of the outstanding capital stock or other equity or economic interest of any publicly publicly-traded company entity engaged in a Restricted Business. Notwithstanding the foregoing, a Seller shall not be in violation of this Section 6.10(a): (i) simply by virtue of Seller’s status as a shareholder, partner, director, officer, employee or representative of Honkamp Xxxxxxx, so long as Honkamp Xxxxxxx does not participate in a Restricted Business or (ii) the acquisition and operation by engaging the Shareholder and its Affiliates of businesses engaged in a Restricted Business so long as (x) the revenues from such Restricted Business constitute less than twenty percent (20%) of the total revenues of any business acquired by the Shareholder and its Affiliates (measured for the four calendar quarters before the execution of the purchase agreement) and (y) the Shareholder and its Affiliates divest such Restricted Business within twelve (12) months of the closing of the acquisition. Notwithstanding the foregoing, and for the avoidance of doubt, the Parties hereby agree that is to the extent Shareholder or its Affiliates, as applicable, engages in the activities set forth on Schedule 6.9(a), it shall not be deemed a Restricted Businessviolation of this Section 6.9(a).

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period of five (5) years from and after the Closing Date, Sellers Seller shall not, and shall cause Sellers’ Seller’s Affiliates not to, and shall not use any Confidential Information to, without the advance, express written consent of BuyerPurchaser, directly or indirectly, own, establish, manage, engage in, operate, control, work for, consult with, render services for, do business with, provide financing for, maintain any interest in (proprietary, financial or otherwise) ), or participate in the ownership, establishment, management, operation operation, or control of, any businessbusiness (other than Purchaser or any of Purchaser’s Affiliates, including the Company), whether in corporate, proprietorship or partnership form or otherwise, engaged in wealth management, insurancein, or retirement planning services, record keeping and administration services related preparing to retirement planning services, brokerage, or investment advisor activities or that otherwise competes with, or is likely to compete withengage in, the business of each provision of the Company and the Subsidiaries or any of their respective Affiliates as conducted as of the Closing Date, and as it could reasonably be expected to be conducted in the future Business (a “Restricted Business”) anywhere in the United States of Americaworld; provided, that the restrictions contained in this Section 6.10(a6.1(a) shall not restrict (i) Seller’s compliance with the acquisition by Sellersterms of the License Agreement, subject to the terms thereof, or (ii) Seller from developing, marketing and/or selling products for video editing and streaming products that are not materially similar to the current Restricted Business or the ManyCam communications products, or (iii) Seller from directly or indirectlyindirectly acquiring or holding not more than two percent (2%) in the aggregate of securities in a Person directly or indirectly carrying on, of less than 2% of the outstanding capital stock of any publicly traded company engaged engaging in, participating in or having a financial or other interest in a Restricted Business. Notwithstanding , which shares are listed on a recognized national securities exchange, and which shares confer in the foregoing, aggregate not more than two percent (2%) of the votes which would normally be cast at a Seller shall not be in violation general meeting of this Section 6.10(a): (i) simply by virtue the securityholders of Seller’s status as a shareholder, partner, director, officer, employee or representative of Honkamp Xxxxxxx, so long as Honkamp Xxxxxxx does not participate in a Restricted Business or (ii) by engaging in any business that is not a Restricted Businesssuch Person.

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period from the Closing Date until the third (3rd) anniversary of five (5) years from and after the Closing Date, Sellers the Shareholder shall not, and shall cause Sellers’ each of its Affiliates not to, and shall not use any Confidential Information to, without the advance, express written consent of Buyer, directly or indirectly, own, establishown any interest in, manage, engage in, operate, control, work for, consult with, render services for, do business with, maintain any interest in (proprietary, financial or otherwise) control or participate in the ownership, establishment, management, operation or control of, of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in wealth managementthe manufacture, insurancesale, distribution or retirement planning services, record keeping and administration services related to retirement planning services, brokerage, or investment advisor activities or that otherwise competes with, or is likely to compete with, the business marketing of each of the Company and the Subsidiaries or any of their respective Affiliates as conducted as of the Closing Date, and as it could reasonably be expected to be conducted Competing Products in the future Territory or the provision of a Competing Service in the Territory (each, a “Restricted Business”) anywhere in the United States of America); provided, however, that the restrictions contained in this Section 6.10(a) 7.6 shall not restrict (i) the acquisition by Sellersthe Shareholder and its Affiliates, directly or indirectly, of less than 2% five (5%) of the outstanding capital stock of any publicly traded company engaged in a Restricted Business. Notwithstanding the foregoing, a Seller shall not be in violation of this Section 6.10(a): (i) simply by virtue of Seller’s status as a shareholder, partner, director, officer, employee or representative of Honkamp Xxxxxxx, so long as Honkamp Xxxxxxx does not participate in a Restricted Business or (ii) the acquisition and operation by engaging the Shareholder and its Affiliates of businesses engaged in a Restricted Business so long as (x) the revenues from such Restricted Business constitute less than ten (10) percent of the total revenues of any business that is not a acquired by the Shareholder and its Affiliates (measured for the four calendar quarters prior to the execution of the purchase agreement) and (y) the Shareholder and its Affiliates divest such Restricted BusinessBusiness within twelve (12) months of the closing of the acquisition.

Non-Competition; Non-Solicitation; Confidentiality. (a) (i) For a period of five (5) years from and after the Closing DateDate until the fifth anniversary of the Closing Date (the “Restricted Period”), Sellers Seller shall not, not and shall cause Sellers’ its Affiliates not to, and shall not use any Confidential Information to, without the advance, express written consent of Buyer, to directly or indirectly, own, establish, manage, engage in, operate, control, work for, consult with, render services for, do business with, maintain any interest in (proprietary, financial or otherwise) control or participate in the ownership, establishment, management, operation or control of, of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in wealth managementthe manufacture, insuranceproduction, distribution or retirement planning services, record keeping and administration services related to retirement planning services, brokerage, or investment advisor activities or that otherwise competes with, or is likely to compete with, the business sale of each of the Company and the Subsidiaries or any of their respective Affiliates as conducted as of the Closing Date, and as it could reasonably be expected to be conducted in the future fluff pulp (a “Restricted Business”) anywhere in the United States of America); provided, however, that the restrictions contained in this Section 6.10(a7.7(a) shall not restrict (A) the acquisition acquisition, in one or more transactions, by SellersSeller or its Affiliates, directly or indirectly, of less than 25% of the outstanding capital stock of any publicly traded company engaged in a Restricted Business. Notwithstanding the foregoing, a Seller shall not be in violation of this Section 6.10(a): (i) simply by virtue of Seller’s status as a shareholder, partner, director, officer, employee or representative of Honkamp Xxxxxxx, so long as Honkamp Xxxxxxx does not participate in a Restricted Business or (iiB) the acquisition, by engaging merger, stock or asset purchase or otherwise, by Seller or its Affiliates, directly or indirectly, of a business or businesses, in the aggregate, whether in corporate, proprietorship or partnership form or otherwise, engaged in the Restricted Business if such business (1) derives no more than 7% of its consolidated revenues or net income from such Restricted Business on an annual basis and (2) has a market share (as determined by Resource Information Systems, Inc.) of no more than 10% of the fluff pulp market. The parties hereto specifically acknowledge and agree that the remedy at law for any business breach of the foregoing will be inadequate and that is not a Restricted BusinessPurchaser, in addition to any other relief available to it, shall be entitled to temporary and permanent injunctive relief without the necessity of proving actual damage or posting any bond whatsoever.

Non-Competition; Non-Solicitation; Confidentiality. (a) For a period from the Closing Date until the third (3rd) anniversary of five (5) years from and after the Closing Date, the Sellers shall not, not and shall cause Sellers’ their Affiliates not to, and shall not use any Confidential Information to, without the advance, express written consent of Buyer, directly or indirectly, own, establish, manage, engage in, operate, control, work for, consult with, render services for, do business with, maintain any interest in (proprietary, financial or otherwise) control or participate in the ownership, establishment, management, operation or control of, Control of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in wealth managementactivities and operations involving the development, insuranceformulation, testing, technical service, production, manufacturing, marketing, selling or retirement planning servicestrading of polyethylene, record keeping polypropylene, ethylene, propylene, expandable polystyrene, and administration services related to retirement planning services, brokerage, or investment advisor activities cyclohexane in North America or that otherwise competes with, or is likely to compete with, with the business of each of the Company and the Subsidiaries or any of their respective Affiliates as conducted as of the Closing Date, and as it could reasonably be expected to be conducted in the future Business (a “Restricted Business”) anywhere in the United States of America); provided, however, that the restrictions contained in this Section 6.10(a6.17(a) shall not restrict (i) the acquisition by the Sellers, directly or indirectly, of less than two percent (2% %) of the outstanding capital stock of any publicly traded company engaged in a Restricted Business. Notwithstanding , (ii) the foregoing, a Seller shall not be acquisition by the Sellers of an interest in violation of this Section 6.10(a): another Person (ior its successor) simply by virtue of Seller’s status as a shareholder, partner, director, officer, employee or representative of Honkamp Xxxxxxx, so long as Honkamp Xxxxxxx does not participate engaged in a Restricted Business, if such Restricted Business generates less than 25% of such Person’s (or its successor’s) aggregate revenues, or to the extent such Restricted Business generates in excess of 25% of such Person’s (or its successor’s) aggregate revenues, if the Sellers cause the acquired Person (or its successor) to divest itself (i.e., sale to an unaffiliated third party) of the Restricted Business as soon as is reasonably practicable, but in any event not later than one (1) year, after such acquisition is consummated, (iii) activities necessary to permit the performance of any Commercial Agreement, or (iiiv) the continued operation by engaging in any business that is not a Restricted Businessthe Sellers of the Excluded Businesses.