Competitive Activity

Competitive Activity. Shall mean development, design, device-modelling, production, production line preparation or design, testing, technical marketing and/or product marketing of the Hi Rel Devices, Galliumarsenide Devices (as defined for purposes of the Vanessa Transferred Business) or processing of Galliumarsenide Wafers, provided, however, that none of the following shall be deemed to be Competitive Activities: 1.5.1 Resale of Third Party Products. The resale of Galliumarsenide Devices or Hi Rel Devices... bought by Infineon or its Affiliates from TriQuint, or from a third party where TriQuint cannot or will not provide such Galliumarsenide Devices or Galliumarsenide Wafers to Infineon at such terms and prices as agreed in or under the procedures of separate supply agreements with TriQuint, such as Exhibit 2.6.1(c) or such other agreements as may be negotiated from time to time. 1.5.2 Production for Interim Agreements. The production of Galliumarsenide Devices as is contemplated and required by the Interim Supply Agreement (Exhibit 2.6.1(b)) and the Process Transfer Plan ((Schedule 2.6.1(e)), during the periods there contemplated, or the production of Hi Rel Devices as is contemplated and required by the Hi Rel Agreement (Exhibit 2.6.1(f)), during the periods there contemplated. However, Infineon shall not maintain a production line for Galliumarsenide Devices or Hi Rel Devices after the respective periods there contemplated. 1.5.3 Combination Products. The development, design, device-modelling, manufacturing, testing, technical marketing, product marketing, distribution and/or sale of systems solution product by IFX that include Galliumarsenide Devices, where the included Galliumarsenide Devices are developed as application specific products that are specifically designed for use in products, e.g. multi chip modules, to be produced and sold by Infineon and/or its Affiliates and which include significant functionality beyond that of the Galliumarsenide Devices included therein (hereinafter referred to as Combination Products); including the joint development, design, device-modelling by Infineon and/or its Affiliates together with third parties of Combination Products to be sold by Infineon, its Affiliates or distributors; where TriQuint cannot or will not provide such Galliumarsenide Devices at market required perfomance performance and such terms and prices as defined in the System House Agreement (Exhibit 2.6.1(c).) 2.6.1(c)). 1.5.4 Spare Parts. The distribution and/or sale of Galliumarsenide Devices which are spare-parts to Combination Products. 1.5.5 Foundry Services by TriQuint. The design, device-modelling, sale, marketing, and/or distribution of Galliumarsenide Devices or Hi Rel Devices purchased from TriQuint or TriQuint's Affiliates under Foundry Services Agreements, if entered into. 1.5.6 Nontransferrable Obligations. The fulfillment of nontransferrable obligations by Infineon and its Affiliates under the contracts listed on Schedule 2.10.3. 1.5.7 Sales to Distributors. The sale of GalliumArsenide Devices or Hi Rel Devices to distributors listed in Schedule 1.5.7 under the procedures of Section 2.5.2. View More

Competitive Activity. Means an Eligible Employee's participation, without the prior written consent of the Board, in the management of any business enterprise if such enterprise engages in substantial and direct competition with the Company or any of its Subsidiaries or Affiliates and such enterprise's sales of any product or service competitive with any product or service of the Company or any of its Subsidiaries or Affiliates amounted to 10% of such enterprise's net sales for its most recently completed fiscal... year and the Company's and its Subsidiaries' and Affiliates' aggregate net sales of said product or service amounted to 10% of the Company's and its Subsidiaries' and Affiliates' aggregate net sales for the Company's most recently completed fiscal year; provided, however, that Competitive Activity will not include (A) the mere ownership of securities in any such enterprise or the exercise of rights appurtenant thereto or (B) participation in the management of any such enterprise other than in connection with the competitive operations of such enterprise. View More

Competitive Activity. Means, with respect to any Participant, any activity reasonably determined by the Committee to be competitive with the business of the Company Group. If a Participant is a party to an effective Participant Agreement that contains covenants relating to confidential information, restrictions on competition, interference, and/or solicitation, or other similar restrictions on the Participant's conduct, engaging in "Competitive Activity" with respect to such Participant shall mean the breach of such... restrictive covenants. View More

Competitive Activity. Shall mean an activity in which the Executive engages directly or indirectly (whether as a principal, agent, partner, employee, investor, owner, consultant, board member or otherwise) that is in material direct competition with the Company or any of its Subsidiaries in any of the States within the United States, or countries within the world, in which the Company or any of its Subsidiaries conducts business with respect to a business in which the Company or any of its Subsidiaries engaged... during the Term of Employment; provided, however, that an ownership interest of 4.9% or less in any publicly held company shall not constitute a Competitive Activity; and further provided, however, that the Executive may be employed by or otherwise associated with a business or entity of which a subsidiary, division, segment, unit, etc. is in material direct competition with the Company or any Subsidiary but as to which such subsidiary, division, segment, unit, etc. the Executive has no direct or indirect responsibilities or involvement so long as the Executive does not breach the covenant of confidentiality contained in Section 13 below. View More

Competitive Activity. Soliciting residential mortgage loans for purchase or resale.

Competitive Activity. At any time during the Option Period, and regardless of whether the Optionee is still a director of the Corporation: (i) the Optionee directly or indirectly engages in any activity in competition with any activity the Corporation is then conducting or is then actively planning to conduct, including, but not limited to, by functioning as an owner, investor1, director, officer, manager, employee, volunteer, consultant, creditor or advisor or in any other any other capacity to an entity that is... then engaging in, or plans to engage in, such competitive activity; (ii) the Optionee directly or indirectly engages in the recruitment or employment of any then current employee of the Corporation to engage in any activity in competition with any activity the Corporation is then conducting or is then actively planning to conduct; or (iii) the Optionee directly or indirectly participates in a hostile takeover attempt with respect to the Corporation. View More

Competitive Activity. The term "Competitive Activity" shall mean (i) the Participant's engaging in an activity, directly or indirectly, whether as an employee, consultant, partner, principal, agent, distributor, representative, stockholder (except as a less than one percent stockholder of a publicly traded company or a less than five percent stockholder of a privately held company) or otherwise, within the United States, Bermuda, or the Cayman Islands, if such activities involve insurance or reinsurance of United... States based entities or risks that are competitive with the financial guaranty insurance business then being conducted by the Company or any affiliate and which, during the period covered by the Participant's employment, were conducted by the Company or any affiliate; or (ii) the Participant's engaging in any activity, directly or indirectly, whether on behalf of himself or herself or any other person or entity (x) to solicit any client and/or customer of the Company or any affiliate or (y) to hire any employee or former employee of the Company or any present or former affiliate of the Company or encourage any employee of the Company or affiliate to leave the employ of the Company or affiliate; or (iii) the Participant's violation of Section 7.3 of the Severance Plan (relating to confidentiality). View More

Competitive Activity. Competitive Activity

Competitive Activity. Executive shall be deemed to have engaged in "Competitive Activity" if Executive engages in any business or business activity (other than as a Director, officer, or employee of the Company) that violates Section 7 hereof.

Competitive Activity. The Executive shall be deemed to have engaged in "Competitive Activity" if the Executive engages in any business or business activity (other than as a director, officer, or employee of Invacare) in which Invacare engages as of the time of the notice provided in Section 10.5(d).