National Grid 2008 Annual Report Download - page 441

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 37753
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-4.C.8, Doc: 9, Page: 15
Description: EXH 4(C).8
0/3851.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/851/3*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 37753
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-4.C.8, Doc: 9, Page: 15 Description: EXH 4(C).8
0/3851.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/851/3*
14
“Prohibited Area” means the United States and any other country in the world in which the Company or any Group
Company has material business interests in the period of 12 months ending on the Relevant Date;
“Relevant Date” means the Termination Date or, if earlier, the date on which the Executive commences any Garden
Leave Period;
“Restricted Period” means the period of 12 months (less any Garden Leave Period) commencin
g
on the Termination
Date;
“Significant Customer” means any party with respect to whom the Company or any Group Company derives, or
expects to derive, revenue which represents 1% or more of the revenue of the Group for the applicable fiscal year; and
“Termination Date” means the Executive’s last date of em
p
lo
y
ment with the Grou
p
.
13.2 The Executive is likely to obtain trade secrets and confidential information and personal knowled
g
e of and influence
over customers, clients and employees of the Group durin
g
the course of the Employment. To protect these interests of
the Company, the Executive agrees with the Company that he will be bound by the following covenants:
13.2.1 durin
g
the Restricted Period and within the Prohibited Area he will not be employed in, or carry on for his own
account or for any other person, whether directly or indirectly, (or be a director of any company en
g
a
g
ed in)
any business which, by virtue of its location or otherwise, is or is about to be in competition with any business
of the Company or any other Group Company bein
g
carried on by such company at the Relevant Date
provided he was concerned or involved with that business to a material extent at any time durin
g
the
12 months
p
rior to the Relevant Date;
13.2.2 durin
g
the Restricted Period he will not (either on his own behalf or for or with any other person, whether
directly or indirectly) canvass or solicit in competition with the Company or any other Group Company or deal
with or otherwise accept in competition with the Company or any Group Company the business of any
customer which is or is about to become a Si
g
nificant Customer at the Relevant Date; and
13.2.3 durin
g
the Restricted Period he will not (either on his own behalf or for or with any other person, whether
directly or indirectly), entice or try to entice away from the Company or any other Group Company any person
who was senior employee, director, officer, a
g
ent, senior consultant or senior associate of such a company at
the Termination