2009002 Informal Interpretation

Date:

Tags:

Rule:
Item 3(b)
Staff:
Anne Six
Response/Comments:

1. If the individual agreements have been executed, they should be provided.

2. We prefer to see each agreement provided as a separate attachment, so 3(b)-2 through 3(b)-15 for the 14 agreements you describe.

 

Question

From: [Redacted]


Sent: Monday, September 21, 2020 2:52:42 PM (UTC-05:00) Eastern Time (US & Canada)


To: [Redacted]


Cc: [Redacted]


Subject: FW: non-competes

1. If the individual agreements have been executed, they should be provided.

2. We prefer to see each agreement provided as a separate attachment, so 3(b)-2 through 3(b)-15 for the 14 agreements you describe.

Best,

Anne

From: [Redacted]


Sent: Wednesday, September 16, 2020 1:46:22 PM (UTC-05:00) Eastern Time (US & Canada)


To: [Redacted]


Subject: non-competes

Hi PNO Group. I have a question that I think I know the answer to but want to make sure. I am working on a deal where, when the definitive agreement is signed, there will also be non-competes signed by several individuals. These agreements take two forms: one document is called a non-compete and assume several people will sign individual versions so there may be 6 signed agreements. A different document has a different name but includes some noncompetition language and assume several other people will sign individual versions so there will be let’s say 8 of these documents.

Question 1: I assume you want copies of the actual signed agreements with the HSR filing and not just exemplars. Is that right?

Question 2: Are you okay if I make 3(b)-2 a group exhibit of the signed non-competes and 3(b)-3 a group exhibit of the signed agreements with the different name? Or is there a better way to provide these?

Thanks as always for your assistance.

About Informal Interpretations

Informal interpretations provide guidance from previous staff interpretations on the applicability of the HSR rules to specific fact situations. You should not rely on them as a substitute for reading the Act and the Rules themselves. These materials do not, and are not intended to, constitute legal advice.

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