Certain Covenants of the Executive. The Executive acknowledges that (i) the Company, Parent and Parent's affiliates (collectively, "Thomson") are engaged and in the future will be engaged in the businesses of developing, operating, offering for sale and selling news or other current information or software-based solutions pertaining thereto to corporations and other businesses, government agencies, universities and other academic institutions and professional services providers (e.g. law, accounting and consulting firms) (the foregoing, together with any other businesses or operations over which Executive has substantial responsibility from the date hereof to the date of termination of the Executive's employment with the Company (or an affiliate thereof), being hereinafter referred to as the "Restricted Activity"); (ii) his services to the Company and Thomson have been and will be special and unique; (iii) his work for the Company and Thomson will give him access to trade secrets of and confidential information concerning the Company, Thomson and their affiliated companies; (iv) the Restricted Activity is national and international in scope; (v) the Company would not have entered into this Agreement but for the agreements and covenants contained in this Section 5; (vi) he has the means to support himself and his dependents other than by engaging in the Restricted Activity and the provisions of this Section 5 will not impair such ability; and (vii) the agreements and covenants contained in this Section 5 are essential to protect the business and goodwill of the Company, Thomson and their affiliates. In order to induce the Company to enter into this Agreement, and in consideration for the benefits received by the Executive pursuant to this Agreement, and other good and valuable consideration the receipt of which is hereby acknowledged, the Executive covenants and agrees as follows:
Certain Covenants of the Executive. To induce the Company to enter into this Employment Agreement, the Executive covenants and agrees that:
Certain Covenants of the Executive. 8.1 At all times during the Term, and following termination of this Agreement for any reason, the Executive shall keep secret and retain in strictest confidence, and shall not use for the benefit of himself or others except in connection with the business and affairs of the Company, all confidential matters relating to the business of the Company or matters relating to this Agreement, learned by the Executive heretofore or hereafter, and shall not disclose them to anyone outside of the Company, except (i) as required in the course of performing his duties hereunder, (ii) with the Company's express written consent, or (iii) to the extent that the confidential matter (a) is in the public domain or is generally known in the industry through no unlawful act of the Executive or (b) must be disclosed by the Executive pursuant to law.
Certain Covenants of the Executive. (a) The Executive acknowledges that: (i) he is one of the limited number of persons who will assist with developing the Company’s business, which consists of his work for the Company will bring the Employee into close contact with many confidential affairs not readily available to the public and the covenants contained in this Section 7 will not involve a substantial hardship upon the Employee’s future livelihood (the “Company’s Business”); (ii) the Executive’s work for the Company will bring Executive into close contact with many confidential affairs not readily available to the public; and (iii) the covenants contained in this Section 7 will not involve a substantial hardship upon Executive’s future livelihood. In order to induce the Company to enter into this Employment Agreement, the Executive covenants and agrees that:
Certain Covenants of the Executive. Executive acknowledges that: (i) his work for the Company and its subsidiaries and affiliates, will bring him into close contact with many confidential affairs, documents, and information not readily available to the public; and (ii) the covenants contained in this Section 5 will not involve a substantial hardship upon his future livelihood. In order to induce the Company to enter into this Agreement, the Executive covenants and agrees that:
Certain Covenants of the Executive. The Executive acknowledges that: (i) he is one of the limited number of persons or entities who has developed, or is familiar with, the business of the Company (the "Business"); (ii) the Company conducts its business throughout the United States; (iii) his work for the Company has brought the Executive into close contact with many confidential affairs not readily available to the public; (iv) the Company would not agree to make the payments required pursuant to this Agreement but for the agreements and covenants of the Executive contained herein; and (v) the covenants contained in this Section 8 will not involve a substantial hardship upon the Executive's future livelihood. In order to induce the Company to enter into this Agreement, the Executive covenants and agrees that:
Certain Covenants of the Executive. (a) As used in this Section 7, "Company" shall include the Company and each corporation, partnership, and other entity that controls the Company, is controlled by the Company, or is under common control with the Company (in each case "control" meaning the direct or indirect ownership of 50 percent or more of all outstanding equity interests).
Certain Covenants of the Executive. 8.1. The Executive agrees that during his employment, he will not (i) directly or indirectly engage or invest in any business other than the Company's business without the prior approval of the [___________ or _________] or (ii) otherwise act as a director, officer, employee, agent, owner, partner or consultant to any such business. It is understood and agreed that the Executive shall not be deemed to be in default with respect to this Section 8 solely as a result of any investment he may make in not more than (a) five percent of the outstanding shares or other units of any security registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the "1934 Act"), (b) fifty percent (50%) of the outstanding shares or other units of any security not registered pursuant to Section 12 or the 1934 Act, provided (I) such unregistered shares or other units are not of an entity whose business is in competition with the business of the Company and (II) the Committee determines that Executive's holding of the investment is not detrimental to the Company or (c) any investments approved on the signing of this Agreement.
Certain Covenants of the Executive. (a) As used in this SECTION 8, "Company" shall include the Company and each corporation, partnership, and other entity which controls the Company, is controlled by the Company, or is under common control with the Company (in each case "control" meaning the direct or indirect ownership of 50 percent or more of all outstanding equity interests).
Certain Covenants of the Executive. (a) Except for the Permitted Activities, the Executive agrees that during the Term of Employment and for a period of one year thereafter (the "Prohibited Period") he will not (i) engage pr invest in any business in direct competition with the business of the Company, or (ii) otherwise act as a director, officer, employee, agent, owner, partner or consultant to any such business that is in direct competition with the Company. By way of example and without in any way limiting the Permitted Activities, it is understood and agreed that the Executive shall not be deemed to be in default with respect to this Section 9 as a result of any investment he may make in not more than one percent of the outstanding shares or other units of any security registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended. As used in this Section 9, "
