Restricted Activities Contract Clauses (190)

Grouped Into 5 Collections of Similar Clauses From Business Contracts

This page contains Restricted Activities clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Restricted Activities. (a) Without the prior written consent of the Committee, the Grantee shall not, while employed by the Company and for a period of one year following the termination of employment for any reason: (i) directly or indirectly engage or assist any person engaging in any Competitive Business, individually, or as an officer, director, employee, agent, consultant, owner, partner, lender, manager, member, principal, or in any other capacity, or render any services to any entity that is engaged in any Comp...etitive Business; provided, however, that the Grantee's ownership of 1% of any class of equity security of any entity engaged in any Competitive Business shall not be deemed a breach of this paragraph 3(a) provided such securities are listed on a national securities exchange or quotation system or have been registered under Section 12(g) of the Securities Exchange Act of 1934, as amended; (ii) directly or indirectly divert, take away, solicit, or assist others in soliciting any current or prospective customer, supplier, independent contractor or service provider of the Company or any affiliate or otherwise interfere with the relationship between the Company or any affiliate and any current or prospective customer, service provider, supplier, independent contractor or stockholder; (iii) directly or indirectly induce any person to leave employment with the Company, or solicit for employment other than on behalf of the Company, offer employment to, or employ, any person who was an employee of the Company, in each case within six months of such inducement, solicitation, or offer; or (iv) engage in conduct which constitutes Cause. (b) If the Grantee engages in any activity described in paragraph 3(a) above without the written consent of the Committee, the Company, as determined by the Committee in its sole discretion, may terminate the Agreement as of the date on which the Grantee engaged in such Restricted Activity, and (i) the Grantee shall pay to the Company in cash any Financial Gain the Grantee realized from the vesting of the Units, provided that such vesting occurred within one year from the date that the Grantee engaged in such Restricted Activity, and (ii) if the Restricted Activity occurs prior to the delivery of the Earned Units, the Grantee shall forfeit the Units and this Agreement shall terminate as of the date on which the Grantee first engaged in such Restricted Activity. View More
Restricted Activities. (a) Without the prior written consent of the Committee, the Grantee (a)The Participant shall not, while employed by the Company and for a period of one year following his/her Date of Termination: (i)without the termination prior written consent of employment for any reason: (i) the Committee, directly or indirectly engage or assist any person engaging in any Competitive Business, Business individually, or as an officer, director, employee, agent, consultant, owner, partner, lender, manager, memb...er, principal, principal or in any other capacity, or render any services to any entity that is engaged in any Competitive Business; provided, however, that the Grantee's Participant's ownership of 1% of any class of equity security of any entity engaged in any Competitive Business shall not be deemed a breach of this paragraph 3(a) 5(a) provided such securities are listed on a national securities 2 exchange or quotation system or have been registered under Section 12(g) of the Securities Exchange Act of 1934, as amended; (ii) directly or (ii)directly or indirectly divert, take away, solicit, or assist others in soliciting any current or prospective customer, supplier, independent contractor or service provider of the Company or any affiliate subsidiary or otherwise interfere with the relationship between the Company or any affiliate subsidiary and any current or prospective customer, service provider, supplier, independent contractor or stockholder; (iii) directly or (iii)directly or indirectly induce any person to leave employment with the Company, or solicit for employment other than on behalf of the Company, offer employment to, or employ, any person who was an employee of the Company, in each case within six months of such inducement, solicitation, solicitation or offer; or (iv) engage in conduct which constitutes Cause. (b) If offer. (b)If the Grantee Participant engages in any activity described in paragraph 3(a) above 5(a) without the written consent of the Committee, the Company, as determined by the Committee in its sole discretion, may terminate the this Agreement as and forfeit all of the date on which Performance Restricted Stock Units (whether vested or unvested), and the Grantee engaged in such Restricted Activity, and (i) the Grantee Participant shall immediately pay to the Company in cash the amount of any Financial Gain realized by the Grantee realized Participant from the vesting delivery of the Performance Restricted Stock Units, provided that such vesting delivery occurred within one year from the date that the Grantee engaged in such Restricted Activity, and (ii) if the Restricted Activity occurs prior to the delivery of the Earned Units, the Grantee shall forfeit the Units and this Agreement shall terminate as of the date on which the Grantee first Participant engaged in such Restricted Activity. The Committee may, in its sole discretion, recover any amount owed by the Participant by setting off such amount against any amount or award that would otherwise be granted or paid by the Company to the Participant, reducing any future compensation or benefit to the Participant or any combination thereof. View More
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Restricted Activities. 6.3 Corporate Opportunities. 6.4 Restriction on Investments.
Restricted Activities. 6.2 Restriction on Solicitation. 6.3 Corporate Opportunities. 6.4 Restriction on Investments.
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Restricted Activities. The Stockholder agrees that he, she or it shall (i) be bound by and subject to Sections 6.03 (No Claims Against the Trust Account), and 8.08(a) (Confidentiality; Publicity) of the BCA to the same extent as such provisions apply to the parties to the BCA, as if the Stockholder is directly party thereto, and (ii) not, directly or indirectly, take any action that the Company is prohibited from taking pursuant to Section 8.05(a) of the BCA.
Restricted Activities. The Stockholder agrees that he, she or it shall (i) be bound by and subject to Sections 6.03 (No Claims Against the Trust Account), and Section 8.08(a) (Confidentiality; Publicity) of the BCA to the same extent as such provisions apply to the parties to the BCA, as if the Stockholder is directly party thereto, and (ii) not, directly or indirectly, take any action that the Company SPAC is prohibited from taking pursuant to Section 8.05(a) 8.06 of the BCA.
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Restricted Activities. (a) During the Employment Period and the Consulting Period, and for a period of one (1) year from and after the date on which Executive ceases to be employed by the Company or provide services to the Company as a consultant (whichever is later) (the "Restricted Period"), unless Executive receives the Company's prior written approval, Executive will not, directly or indirectly, whether for his own benefit or that of any other individual, partnership, firm, corporation, or other business organizat...ion, engage in any of the following actions (the "Restricted Activities"): (i) induce, solicit, or attempt to induce or solicit any customer, supplier or other business relation of the Company to (i) cease doing business with the Company, or (ii) do business with any competitor of the Company; (ii) interfere with the relationship of the Company with any person who is employed by or otherwise engaged to perform services for the Company (including, but not limited to, any consultant or independent sales representatives or organizations), whether for Executive's own account or for the account of any other individual(s) or entity; or (iii) engage, own, have an interest, or participate in the financing, operation, management or control of any individual, partnership, firm, corporation, or other business organization whose primary business is the development, production, marketing and/or sale (whether through wholesale, direct-to-consumer or other channels) of wine varietals and brands that are primarily marketed to consumers as embodying a connection to health, wellness and/or an active lifestyle, including without limitation varietals that are marketed as low-calorie, low-carb, and/or low-sugar and that may meet the requirements of gluten-free, vegan and other diets, other than as a passive stockholder with less than three percent (3%) of the outstanding common stock of a publicly traded company. 5 The foregoing covenant shall cover Executive's activities in the United States and in any other country or U.S. territory in which the Company does business during the Employment Term. If Executive violates any of the restrictive covenants in this Section 9, the Restricted Period shall be extended for an additional period equal to the duration of the period of such violation. (b) Executive agrees not to make negative comments or otherwise disparage the Company or its affiliates or its or their officers, directors, employees, shareholders, agents or products. The foregoing shall not be violated by truthful statements in response to legal process, required governmental testimony or filings, or administrative or arbitral proceedings (including depositions in connection with such proceedings). View More
Restricted Activities. (a) During While employed by the Employment Period and the Consulting Period, Company and for a period of one (1) year from and after the date on which Executive ceases to be employed by Employee's employment with the Company or provide services to the Company as a consultant (whichever is later) terminated for any reason (the "Restricted Period"), unless Executive Employee receives the Company's prior written approval, Executive Employee will not, directly or indirectly, whether for his own ben...efit or that of any other individual, partnership, firm, corporation, or other business organization, engage in any of the following actions (the "Restricted Activities"): (i) induce, solicit, or attempt to induce or solicit any customer, supplier or other business relation of the Company to (i) cease doing business with the Company, or (ii) do business with any competitor of the Company; or (ii) interfere with the relationship of the Company with any person who is employed by or otherwise engaged to perform services for the Company (including, but not limited to, any consultant or independent sales representatives or organizations), whether for Executive's Employee's own account or for the account of any other individual(s) or entity; or (iii) engage, own, have an interest, or participate in the financing, operation, management or control of any individual, partnership, firm, corporation, or other business organization whose primary business is the development, production, marketing and/or sale (whether through wholesale, direct-to-consumer or other channels) of wine varietals and brands that are primarily marketed to consumers as embodying a connection to health, wellness and/or an active lifestyle, including without limitation varietals that are marketed as low-calorie, low-carb, and/or low-sugar and that may meet the requirements of gluten-free, vegan and other diets, other than as a passive stockholder with less than three percent (3%) of the outstanding common stock of a publicly traded company. 5 entity. The foregoing covenant shall cover Executive's Employee's activities in the United States and in any other country or U.S. territory in which the Company does business during the Employment Term. If Executive Employee violates any of the restrictive covenants in this Section 9, 8, the Restricted Period shall be extended for an additional period equal to the duration of the period of such violation. 8 (b) Executive Employee agrees not to make negative comments or otherwise disparage the Company or its affiliates or its or their officers, directors, employees, shareholders, agents or products. The foregoing shall not be violated by truthful statements in response to legal process, required governmental testimony or filings, or administrative or arbitral proceedings (including depositions in connection with such proceedings). View More
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Restricted Activities. During the Term and for a period of five (5) year thereafter, Consultant will not, directly or indirectly: (i) solicit or request any employee of or consultant to the Company to leave the employ of or cease consulting for the Company; (ii) solicit or request any employee of or consultant to the Company to join the employ of, or begin consulting for, any individual or entity that researches, develops, markets or sells products that compete with those of the Company; (iii) solicit or request any i...ndividual or entity that researches, develops, markets or sells products that compete with those of the Company, to employ or retain as a consultant any employee or consultant of the Company; or (iv) induce or attempt to induce any supplier or vendor of the Company to terminate or breach any written or oral agreement or understanding with the Company. View More
Restricted Activities. During the Term and for a period of five (5) year thereafter, Consultant will not, directly or indirectly: (i) solicit or request any employee of or consultant to the Company to leave the employ of or cease consulting for the Company; (ii) solicit or request any employee of or consultant to the Company to join the employ of, or begin consulting for, any individual or entity that researches, develops, markets or sells products that compete with those of the Company. However, Company is aware that... Consultant is consulting with TK Biotech, Inc., a development stage oncology company whose sole technology is currently focused on monoclonal antibodies to TK-1. Company agrees that Consultant's work with TK Biotech is not in conflict with that of the Company; (iii) solicit or request any individual or entity that researches, develops, markets or sells products that compete with those of the Company, to employ or retain as a consultant any employee or consultant of the Company; or (iv) induce or attempt to induce any supplier or vendor of the Company to terminate or breach any written or oral agreement or understanding with the Company. View More
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