Restrictive Covenants Clause Example with 4 Variations from Business Contracts

Restrictive Covenants. (a) Non-Compete. Except as the Company otherwise agrees, the Executive shall not during the Employment Period and, if the Executive terminates his employment under this agreement other than for Good Reason for 90 days thereafter, directly or indirectly provide services to, engage in, have any equity interest in, or manage or operate any Competitive Enterprise (as defined below); provided, however, that the Executive shall be permitted to acquire a passive equity interest in such a Competitive En...terprise provided (i) the Executive notifies the Company of any such investment in accordance with the Company's notification policies in effect from time to time and (ii) the interest acquired is not more than five percent (5%) of such Competitive Enterprise's outstanding equity interests. (b) Non-Solicit. During the Employment Period, except for the purpose of terminating or encouraging the resignation of underperforming or excess limited partners, employees, independent contractors, consultants, service providers or suppliers of the Company, Period and for a period of twelve months following immediately after the termination or expiration of the Employment Period, the Executive shall not, directly or indirectly, recruit or otherwise solicit, encourage or induce any limited partner, employee, independent contractor, consultant, service provider or supplier of the Company (i) to terminate his, her or its employment or arrangement with the Company, or (ii) to otherwise change his, her or its relationship with the Company. Company; provided that this Non-Solicit covenant shall not apply to Kristi Way or Kristin Young. (c) "Competitive Enterprise". "Competitive Enterprise" means any business enterprise that is engaged, or owns or controls a significant interest in any entity that is engaged, in either case, primarily or in 4 any substantial manner in any place in the world in (x) investment banking or securities activities or financial services, including, without limitation, private equity, hedge fund or other asset or investment management businesses, or (y) any business activities in which the Company and/or its affiliates are engaged primarily or in any substantial manner; in each case excluding Moelis Asset Management LP and its affiliates.. affiliates. (d) Non-Disparagement. Except pursuant to Section 5(c), the Executive agrees that, during the Employment Period and at all times thereafter, he will not disparage in any material respect the Company, any of its products or practices, or any of its directors, officers, agents, representatives, stockholders or affiliates, either orally or in writing. The Company agrees to instruct the members of the Company's most senior decision and policy making committee (currently, the Group LP 4 Management Committee) that, during the Employment Period and at all times thereafter, not to disparage the Executive in any material respect. Nothing in this Section 4(d) shall prevent any person from making truthful statements when required by law, regulation, subpoena, court order, or similar legal requirement. (e) Vesting Agreements. For avoidance of doubt, the provisions in the Vesting Agreements related to the Executive's equity interests in Group LP providing for forfeiture of vested equity interests shall continue to apply. Those provisions are copied in Attachment 1 hereto for convenience of reference. View More

Restrictive Covenants. (a) Non-Compete. Except as the Company otherwise agrees, the Executive shall not during the Employment Period and, if the Executive terminates his employment under this agreement Agreement other than for Good Reason while the Executive is a member of the Board of Directors of Moelis & Company or following his voluntarily resignation from the Board, for 90 days thereafter, after such termination, directly or indirectly provide services to, engage in, have any equity interest in, or manage or oper...ate any Competitive Enterprise (as defined below); provided, however, that the Executive shall be permitted to acquire a passive equity interest in such a Competitive Enterprise provided (i) the Executive notifies the Company of any such investment in accordance with the Company's notification policies in effect from time to time and (ii) the interest acquired is not more than five percent (5%) of such Competitive Enterprise's outstanding equity interests. (b) Non-Solicit. During the Employment Period, except for the purpose of terminating or encouraging the resignation of underperforming or excess limited partners, employees, independent contractors, consultants, service providers or suppliers of the Company, and for a period of twelve six months following immediately after the termination or expiration of the Employment Period, Period (or if the Executive terminates this Agreement other than for Good Reason while the Executive is a member of the Board of Directors of Moelis & Company or following his voluntarily resignation from the Board, for a period of 12 months following immediately after the termination of the Employment Period), the Executive shall not, directly or indirectly, recruit or otherwise solicit, encourage or induce any limited partner, employee, independent contractor, consultant, service provider or supplier of the Company 4 (i) to terminate his, her or its employment or arrangement with the Company, or (ii) to otherwise change his, her or its relationship with the Company. (c) "Competitive Enterprise". "Competitive Enterprise" means any business enterprise that is engaged, or owns or controls a significant interest in any entity that is engaged, in either case, primarily or in any substantial manner in any place in the world in (x) investment banking or securities activities or financial services, including, without limitation, private equity, hedge fund or other asset or investment management businesses, or (y) any business activities in which the Company and/or its affiliates are engaged primarily or in any substantial manner; in each case excluding Moelis Asset Management LP and its affiliates.. (d) Non-Disparagement. Except pursuant to Section 5(c), the Executive agrees that, during the Employment Period and at all times thereafter, he will not disparage in any material respect the Company, any of its products or practices, or any of its directors, officers, agents, representatives, stockholders or affiliates, either orally or in writing. The Company agrees to instruct the members of the Company's most senior decision and policy making committee (currently, the Group LP 4 Management Committee) that, during the Employment Period and at all times thereafter, not to disparage the Executive in any material respect. Nothing in this Section 4(d) shall prevent any person from making truthful statements when required by law, regulation, subpoena, court order, order or similar legal requirement. (e) Vesting Agreements. For avoidance of doubt, the provisions in the Vesting Agreements related to the Executive's equity interests in Group LP providing for forfeiture of vested equity interests shall continue to apply. Those provisions are copied in Attachment 1 hereto for convenience of reference. The Executive agrees that Section 1(c)(i) of the Executive's Vesting Agreement dated July 16, 2007 related to the Executive's equity interests in Group LP shall not apply following the initial public offering of Moelis & Company. View More

Restrictive Covenants. (a) Non-Compete. Except as the Company otherwise agrees, the Executive shall not during the Employment Period and, if the Executive terminates his employment under this agreement Agreement other than for Good Reason while the Executive is a member of the Board of Directors of Moelis & Company or following his voluntarily resignation from the Board, for 90 days thereafter, after such termination, directly or indirectly provide services to, engage in, have any equity interest in, or manage or oper...ate any Competitive Enterprise (as defined below); provided, however, that the Executive shall be permitted to acquire a passive equity interest in such a Competitive Enterprise provided (i) the Executive notifies the Company of any such investment in accordance with the Company's notification policies in effect from time to time and (ii) the interest acquired is not more than five percent (5%) of such Competitive Enterprise's outstanding equity interests. (b) Non-Solicit. During the Employment Period, except for the purpose of terminating or encouraging the resignation of underperforming or excess limited partners, employees, independent contractors, consultants, service providers or suppliers of the Company, and for a period of twelve six months following immediately after the termination or expiration of the Employment Period, Period (or if the Executive terminates this Agreement other than for Good Reason while the Executive is a member of the Board of Directors of Moelis & Company or following his voluntarily resignation from the Board, for a period of 12 months following immediately after the termination of the Employment Period), the Executive shall not, directly or indirectly, recruit or otherwise solicit, encourage or induce any limited partner, employee, independent contractor, consultant, service provider or supplier of the Company 4 (i) to terminate his, her or its employment or arrangement with the Company, or (ii) to otherwise change his, her or its relationship with the Company. (c) "Competitive Enterprise". "Competitive Enterprise" means any business enterprise that is engaged, or owns or controls a significant interest in any entity that is engaged, in either case, primarily or in any substantial manner in any place in the world in (x) investment banking or securities activities or financial services, including, without limitation, private equity, hedge fund or other asset or investment management businesses, or (y) any business activities in which the Company and/or its affiliates are engaged primarily or in any substantial manner; in each case excluding Moelis Asset Management LP and its affiliates.. (d) Non-Disparagement. Except pursuant to Section 5(c), the Executive agrees that, during the Employment Period and at all times thereafter, he will not disparage in any material respect the Company, any of its products or practices, or any of its directors, officers, agents, representatives, stockholders or affiliates, either orally or in writing. The Company agrees to instruct the members of the Company's most senior decision and policy making committee (currently, the Group LP 4 Management Committee) that, during the Employment Period and at all times thereafter, not to disparage the Executive in any material respect. Nothing in this Section 4(d) shall prevent any person from making truthful statements when required by law, regulation, subpoena, court order, order or similar legal requirement. (e) Vesting Agreements. For avoidance of doubt, the provisions in the Vesting Agreements related to the Executive's equity interests in Group LP providing for forfeiture of vested equity interests shall continue to apply. Those provisions are copied in Attachment 1 hereto for convenience of reference. The Executive agrees that the second sentence of Section 1 of the Executive's Vesting Agreement dated July 2, 2007 related to the Executive's equity interests in Group LP shall not apply following the initial public offering of Moelis & Company. View More

Restrictive Covenants. (a) Non-Compete. Except as the Company otherwise agrees, the Executive shall not during the Employment Period and, if the Executive terminates his employment under this agreement other than for Good Reason for 90 days thereafter, directly or indirectly provide services to, engage in, have any equity interest in, or manage or operate any Competitive Enterprise (as defined below); provided, however, that the Executive shall be permitted to acquire a passive equity interest in such a Competitive En...terprise provided (i) the Executive notifies the Company of any such investment in accordance with the 3 Company's notification policies in effect from time to time and (ii) the interest acquired is not more than five percent (5%) of such Competitive Enterprise's outstanding equity interests. (b) Non-Solicit. During the Employment Period, except for the purpose of terminating or encouraging the resignation of underperforming or excess limited partners, employees, independent contractors, consultants, service providers or suppliers of the Company, and for a period of twelve months following immediately after the termination or expiration of the Employment Period, the Executive shall not, directly or indirectly, recruit or otherwise solicit, encourage or induce any limited partner, employee, independent contractor, consultant, service provider or supplier of the Company (i) to terminate his, her or its employment or arrangement with the Company, or (ii) to otherwise change his, her or its relationship with the Company. (c) "Competitive Enterprise". "Competitive Enterprise" means any business enterprise that is engaged, or owns or controls a significant interest in any entity that is engaged, in either case, primarily or in any substantial manner in any place in the world in (x) investment banking or securities activities or financial services, including, without limitation, private equity, hedge fund or other asset or investment management businesses, or (y) any business activities in which the Company and/or its affiliates are engaged primarily or in any substantial manner; in each case excluding Moelis Asset Management LP and its affiliates.. (d) Non-Disparagement. Except pursuant to Section 5(c), the Executive agrees that, during the Employment Period and at all times thereafter, he will not disparage in any material respect the Company, any of its products or practices, or any of its directors, officers, agents, representatives, stockholders or affiliates, either orally or in writing. The Company agrees to instruct the members of the Company's most senior decision and policy making committee (currently, the Group LP 4 Management Committee) that, during the Employment Period and at all times thereafter, not to disparage the Executive in any material respect. Nothing in this Section 4(d) shall prevent any person from making truthful statements when required by law, regulation, subpoena, court order, or similar legal requirement. (e) Vesting Agreements. For avoidance of doubt, the provisions in the Vesting Agreements related to the Executive's equity interests in Group LP providing for forfeiture of vested equity interests shall continue to apply. Those provisions are copied in Attachment 1 hereto for convenience of reference. View More