Company Protections Clause Samples

Company Protections. In consideration of the Company’s entering into this Agreement, the Executive agrees that at all times during the Term and thereafter for the time period described hereinbelow, the Executive shall not, directly or indirectly, for Executive or on behalf of or in conjunction with, any other person, company, partnership, corporation, business, group, or other entity (each, a “Person”):

Company Protections. (a) During the Consultant’s engagement as an independent contractor performing the Consulting Services for the Company, the Consultant Parties may have access to or otherwise become familiar with certain Confidential Information (as defined below) that is proprietary to the Company Parties and/or provides the Company Parties with a crucial competitive advantage. Consultant agrees that the Consultant and the Consultant Parties will not divulge, use, publish, or in any other manner reveal any Confidential Information except (x) during Consultant’s engagement with the Company as required for, and to the extent authorized by the Company, in furtherance of the proper performance of the Consulting Services, or (y) as discussed with, and approved in writing by the Company. For purposes of this Agreement, “Confidential Information” includes any and all non-public information, confidential information, proprietary information, trade secrets, or other information (whether oral or written, whether maintained in hard copy, electronically, or otherwise) regarding the business or affairs of the Company Parties, including, without limitation, (i) trade secrets, inventions, algorithms, mask works, ideas, processes, formulas, software in source or object code, data, programs, other works of authorship, know-how, improvements, discoveries, developments, designs and techniques and any other proprietary technology and all intellectual property rights, and genetic and protein biomarkers of any and all kinds used in or related to Company diagnostic tests, products, or research, even if not patented or patentable; (ii) information regarding research, development, new products, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, margins, discounts, credit terms, pricing and billing policies, quoting procedures, methods of obtaining business, forecasts, future plans and potential strategies, financial projections and business strategies, operational plans, financing and capital-raising plans, activities and agreements, internal services and operational manuals, methods of conducting Company business, suppliers and supplier information, and purchasing; (iii) information regarding customers and potential customers of Company, including customer lists, names, representatives, their needs or desires with respect to the types of products or services offered by Company, proposals, bids, contracts and their contents and parties...

Company Protections. In consideration of the Company’s entering into this Agreement including the Company’s promise to give Executive Confidential Information to which Executive did not previously have access and to enforce Executive’s promise not to disclose such Confidential Information, Executive agrees to the covenants set out in Section 5.2 through 5.7, which covenants are ancillary to the otherwise enforceable confidentiality agreement between the Company and Executive described in Section 5.1 above. Executive agrees that at all times during the Term and for twenty-four (24) months thereafter, the Executive shall not, directly or indirectly, for Executive or on behalf of or in conjunction with, any other person, company, partnership, corporation, business, group, or other entity (each, for all purposes of Sections 5.2 through 5.7, a “Person”):

Company Protections. In consideration of the Company’s entering into this Agreement, M▇▇▇▇▇ agrees that at all times during the Term and thereafter for the time period described herein below, M▇▇▇▇▇ shall not, directly or indirectly, for M▇▇▇▇▇ or on behalf of or in conjunction with, any other person, company, partnership, corporation, business, group, or other entity (each, a “Person”):

Company Protections. Except as may be permitted in connection with the transactions contemplated by the ELOC Agreement (and at all times in accordance with the terms of the ELOC Agreement), Buyer shall not engage in short sales or hedging transactions involving Company securities while any Note is outstanding..

Company Protections. In consideration of the Company’s entering into this Agreement including the Company’s promise to give Executive Confidential Information to which Executive did not previously have access and to enforce Executive’s promise not to disclose such Confidential Information, Executive agrees to the covenants set out in Section 5.2 through 5.7, which covenants are ancillary to the otherwise enforceable confidentiality agreement between the Company and Executive described in Section 5.1 above. Executive agrees that at all times during the Term and thereafter for thirty-six (36) months, in the event the Executive’s employment is terminated pursuant to Section 4.3.2 hereof, or for twenty-four (24) months, in the event the Executive’s employment terminates for any other reason, the Executive shall not, directly or indirectly, for Executive or on behalf of or in conjunction with, any other person, company, partnership, corporation, business, group, or other entity (each, a “Person”):

Company Protections. 4.1 The Guarantee Obligations shall not be discharged, diminished or in any way affected as a result of any of the following (whether or not known to the Guarantors or the Operator): (a) any time, consent or waiver given to, or composition made with, the Mine Owner or any other person; (b) the release of any co-surety or any other person; (c) any amendment to or replacement of, this Agreement or any other agreement, instrument or security (however fundamental); (d) the taking, variation, compromise, renewal, release of or refusal or neglect to perfect or enforce any rights against or security over assets of the Mine Owner or any other person; (e) any purported obligation of the Mine Owner or any other person to the Operator (or any security for that obligation) becoming wholly or in part void, invalid, illegal or unenforceable for any reason; (f) any incapacity, lack of power, authority or legal personality or any change in the constitution of, or any amalgamation or reconstruction of, the Mine Owner, the Operator or any other person; (g) any Guarantor or the Mine Owner becoming insolvent, going into receivership or liquidation or having an administrator appointed or becoming subject to any other procedure for the suspension of payments to or protection of creditors or similar proceedings; (h) any other act, omission, circumstance, matter or thing which, but for this provision, might operate to release or otherwise exonerate a Guarantor from any of its obligations under this guarantee; or (i) the failure of any Guarantor to execute this guarantee. 4.2 Each Guarantor waives any right it may have of first requiring the Operator to proceed against or enforce any rights or security or claim payment from any person before claiming from it under this guarantee.

Company Protections