(as the context permits) any person, firm, company, corporation, business or organisation which is a customer, of the Company or any Group Company.
PROVIDED THAT, such restrictions in this Section 21.3 shall not apply if the Executive is dismissed without Cause; and/or gives notice of resignation for Good Reason.
21.4 Each of the sub-clauses contained in clause 21 constitutes an entirely separate and independent covenant. If any restriction is held to be invalid or unenforceable by a court of competent jurisdiction, it is intended and understood by the parties that such invalidity or unenforceability will not affect the remaining restrictions or the validity of the rest of the agreement and that if any such restriction would be valid if some part thereof were deleted, such restrictions shall apply with such modification as may be necessary to make them effective.
21.5 You agree that if you receive an offer of employment, consultancy, directorship or other office or partnership during the continuance in force of any of the above, you will prior to acceptance of an offer, provide the party making the offer with copies of this clause and details of your notice period, the restrictions on your use and disclosure of confidential information and the clauses dealing with copyright and inventions.
21.6 You acknowledge that the Company is entering into this agreement not only for itself but also as the trustee of each Group Company and with the intention that the Company and/or any Group Company will be entitled to seek the protection of and enforce each of its restrictions directly against you. If requested to do so by the Company, you will at any time enter into like restrictions as those contained in this clause 21 (mutatis mutandis) with any other Group Company.
21.7 Nothing in this clause 21 shall prohibit you from holding passive investments in any companies in which you hold less than 5% of the voting rights and/or the fully diluted share capital thereof.
21.8 Following the date upon which your employment terminates, you will not:
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represent yourself as being in any way connected with the business of the Company or any Group Company (except to the extent agreed by such Company); or
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carry on, cause or permit to be carried on any business under or using any name, trade mark, service mark, style, logo, get-up or image which is or has been used by the Company or any Group Company, or which in the reasonable opinion of the Company, is calculated to cause confusion with such a name, trade mark, service mark, style, logo, get-up or image or infer a connection with the Company or any Group Company.
1.8.1 Two new sub-clauses will be inserted immediately after the current sub-clause 30.4 of the Employment Agreement as follows:
30.5 Cause shall mean: (a) (i) you have failed or refused to perform your assigned duties for the Company or any Group Company (other than in the circumstances of Clause 14) after notice and a fifteen (15) day opportunity to cure, or (ii),in the reasonable view of the Company, you are guilty of serious misconduct, wilful neglect of duty, dishonesty, gross incompetence or gross negligence, (b) you are convicted of or plead guilty or nolo contendere or equivalent to a criminal offence, other than minor road traffic offences or similar offences, which has a detrimental impact on your ability to perform your role and/or brings the Company or any Group Company into disrepute; (c) serious breach of a fiduciary duty including but not limited to you utilising an opportunity for yourself instead of offering such opportunity to the Company or any Group Company if it is within the scope of the business of the Company or any Group Company or (d) material breach of the Employment Agreement.