Burger King 2009 Annual Report Download - page 171

case during the Employment Period, the Company shall pay to Executive (or, in the event of Executive’s death, to his estate) the Accrued
Obligations within thirty (30) days following the Date of Separation from Service. In addition, if Executive’s employment shall terminate upon
his death or be terminated by the Company as a result of Executive’s Disability during the Employment Period, the Company shall pay to
Executive (or, in the event of Executive’s death, to his estate) the Pro−Rata Bonus, if any, in one lump sum on the Bonus Payment Date for
the fiscal year of the Company that includes the Date of Separation from Service, but in no event later than two and a half (2 1/2) months
following the end of the applicable fiscal year in which such Annual Bonus was earned.
(iii) Except as specifically set forth in this Section 9(f), no termination benefits shall be payable to or in respect of Executive’s
employment with the Company or its Affiliates.
(g) Resignation upon Termination. Effective as of any Date of Separation from Service under this Section 9 or otherwise as of the date
of Executive’s termination of employment with the Company, Executive shall resign, in writing, from all Board and Board committee
memberships and other positions then held by him, or to which he has been appointed, designated or nominated, with the Company and its
Affiliates.
10. Restrictive Covenants. Each of the Company and Executive agrees that the Executive will have a prominent role in the
management of the business, and the development of the goodwill, of the Company and its Affiliates, and will establish and develop relations
and contacts with the principal franchisees, customers and suppliers of the Company and its Affiliates throughout the world, all of which
constitute valuable goodwill of, and could be used by Executive to compete unfairly with, the Company and its Affiliates. In addition, Executive
recognizes that he will have access to and become familiar with or exposed to Confidential Information (as such term is defined below), in
particular, trade secrets, proprietary information, customer lists, and other valuable business information of the Company pertaining or related
to the quick service restaurant business. Executive agrees that Executive could cause grave harm to the Company if he, among other things,
worked for the Company’s competitors, solicited the Company’s employees away from the Company or solicited the Company’s franchisees
upon the termination of Executive’s employment with the Company or misappropriated or divulged the Company’s Confidential Information,
and that as such, the Company has legitimate business interests in protecting its good will and Confidential Information, and, as such, these
legitimate business interests justify the following restrictive covenants:
(a) Confidentiality.
(i) Executive acknowledges and agrees that the terms of this Agreement, including all addendums and attachments hereto, are
confidential. Except as required by law or the requirements of any stock exchange, Executive agrees not to disclose any information
contained in this Agreement to anyone, other than to 9