Kraft 2014 Annual Report Download - page 117

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EXHIBIT A
NONCOMPETITION AND NONSOLICITATION AGREEMENT
By signing below, I, John T. Cahill , acknowledge and agree that the services to be rendered by me to Kraft Foods
Group, Inc. (the “Company”) will be of a special character having a unique value to the Company, and that, as a result o
f
my role and position within the Company, I will be provided with specialized training and given access to, or be
responsible for the development of (i) some of the Company’ s most sensitive and valuable Company Confidential
Information, (ii) the Company’ s business habits, needs, pricing policies, purchasing policies, profit structures, an
d
margins, (iii) the Company’ s relationship with its customers, their buying habits, special needs, and purchasing policies,
(iv) the Company’ s relationship with its suppliers, licensees, licensors, vendors, consultants, and independen
t
contractors, their pricing habits, and purchasing policies, (v) the skills, capabilities and other employment-relate
d
information relating to the Company employees, and (vi) and other matters of which you would not otherwise know an
that is not otherwise readily available.
Therefore, in consideration for, and as a condition to, the position being offered to me, the salary and benefits I will
receive, and the benefits and incentives described in the December 17, 2014 Offer Letter to me, each of which I agree is
sufficient consideration for my assent to these covenants, by signing below, I agree that, during my employment and fo
a period of 12 months following the termination of my employment with the Company for any reason, including
termination by the Company with or without cause, or, if longer, the period during which I am receiving severance
enefits, I will not, either as an employee, employer, consultant, agent, principal, partner, stockholder, corporate officer,
director, or in any other individual or representative capacity, directly or indirectly:
•
Engage in any business activities within the same line or lines of business for which I performed services fo
r
the Company during the five (5) years immediately preceding my termination and in a capacity that is simila
r
to the capacity in which I was employed by the Company with any person or entity that competes with the
Company in the consumer packaged food and beverage industry (“Competitive Business”) anywhere within
N
orth America (the “Restricted Territory”).
•
Solicit, assist in the solicitation of, or accept any business (other than on behalf of the Company) from any
customer who, during the two (2) years immediately preceding my termination, had been assigned to me by
the Company, or any customer with which I had contact on behalf of the Company while an employee of the
Company, or any customer about which I had access to confidential information by virtue of my employmen
t
with the Company; or disclose to any person, firm, association, corporation or business entity of any kind the
names or addresses of any such customer; or directly or indirectly in any way request, suggest or advise any
such customer or any suppliers, licensees, licensors, vendors, consultants, and independent contractors with
which I had contact on behalf of the Company to withdraw or cancel any of their business or refuse to
continue to do business with the Company. This paragraph shall apply only where the customer is solicited to
purchase a service or product that competes with the services or products offered by the Company.
•
Cause, solicit, induce, or encourage any individual who was an employee of the Company at the time of, o
r
within 6 months prior to, my termination, to terminate or reject their employment with the Company or to
seek or accept employment with any other entity, including but not limited to a competitor, supplier, or clien
t
of the Company, nor shall I cooperate with any others in doing or attempting to do so. As used herein, the
term “solicit, induce, or encourage” includes, but is not limited to, (i) initiating communications with
a
Company employee relating to possible