The Hartford 2008 Annual Report Download - page 540

9. Noncompetition, Confidentiality and Other Covenants.
By and in consideration of the compensation and benefits to be provided by the Company hereunder, including the
severance arrangements set forth herein, Executive agrees to the following:
(a) Noncompetition. During the Employment Period and until the earlier of: (i) the last day of the one year period
following any Voluntary Termination of the Employment Period by Executive pursuant to Section 5 hereof, or
(ii) the date a Change of Control occurs (the “Restriction Period”), Executive shall not become associated with any
entity, whether as a principal, partner, employee, agent, consultant, shareholder (other than as a holder, or a
member of a group which is a holder, of not in excess of 1% of the outstanding voting shares of any publicly
traded company) or in any other relationship or capacity, paid or unpaid, that is actively engaged in any
geographic area in any business which is in competition with the business of the Company. The Company shall, in
its sole discretion, have the right to enforce or waive the terms of this provision in connection with the Restriction
Period. If the Company exercises its right to enforce this provision for the Restriction Period, the Company will
provide Executive with written notice of its intent to enforce and agrees to pay Executive one year of Executive’s
then current Base Salary and one year of Executive’s then current Target Bonus as compensation for the
Restriction Period. Executive agrees that the terms of the Restriction Period are reasonable and that this
compensation is above and beyond any amounts necessary to support the terms of the Restriction Period a set forth
herein. Notwithstanding anything herein to the contrary, the terms of this Section 9(a) shall not apply in the event
of any termination of employment following a Change of Control as provided for in Section 6 of this Agreement.
(b) Confidentiality. Without the prior written consent of the Company, except to the extent required by an order of a
court having competent jurisdiction or under subpoena from an appropriate government agency, Executive shall
not disclose to any third person, or permit the use of for the benefit of any person or any entity other than The
Company or its affiliates, any trade secrets, customer lists, information regarding product development, marketing
plans, sales plans, management organization information (including data and other information relating to
members of the Board and management), operating policies or manuals, business plans, financial records, or other
financial, organizational, commercial, business, sales, marketing, technical, product or employee information
relating to the Company or its affiliates or information designated as confidential, proprietary, and/or a trade
secret, or any other information relating to the Company or its affiliates that Executive knows from the
circumstances, in good faith and good conscience, should be treated as confidential, or any information that the
Company or its affiliates may receive belonging to customers, agents or others who do business with the Company
or its affiliates, except to the extent that any such information previously has been disclosed to the public by the
Company or is in the public domain (other than by reason of Executive’s violation of this Section 9(b)).
22
Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009