Executive’s Promises Clause Samples
Executive’s Promises. In exchange for the Company’s promises listed above and all other consideration provided pursuant to this Agreement, to which these promises are ancillary, Executive promises as follows:
(i) Executive will not, during or after Executive’s employment with the Company, use, copy, remove, disclose or disseminate to any person or entity, the Company’s Confidential Information, except (i) as required in the course of performing Executive’s duties with the Company, for the benefit of the Company, or (ii) when required to do so by a court of law, by any governmental agency having supervisory authority over the business of the Company or by any administrative or legislative body (including a committee thereof) with apparent jurisdiction to order Executive to divulge, disclose or make accessible such information, it being understood that Executive will promptly notify the Company of such requirement so that the Company may seek to obtain a protective order.
(ii) Following employment termination, Executive will immediately return to the Company all materials created, received or utilized in any way in conjunction with Executive’s work performed with the Company that in any way incorporates, reflects or constitutes Company’s Confidential Information.
(iii) Executive acknowledges that the market for the Company’s products, services, and activities is global, and that the products, services and/or activities can be provided anywhere in the world. Executive recognizes that the Company draws its customers and/or clients from around the world because it will seek to file patents and run clinical trials in countries around the world, and sell its product to consumers around the world and/or pharmaceutical companies located around the world. Moreover, Executive recognizes that the Company’s customers may be contacted by telephone, in person, or in writing (including e-mail via the Internet). Executive further acknowledges that due to the international scope of the Company’s customer and client base, the following non-solicitation/non-competition restriction is necessary.
(iv) Executive agrees and acknowledges that Company will not be provided access to Confidential Information, as defined in Section 8, from or belonging to a third party that Executive was exposed to or received from said third party prior to the execution date of this Agreement and that is the subject of any confidentiality requirement of any kind between Executive and said third party. EXECUTIVE ALSO AGREE...
Executive’s Promises. In consideration for the promises and payments contained in the Employment Agreement, each party agrees as follows:
3.1 Executive hereby covenants not to s▇▇ and also waives, releases and forever discharges Company, its parent company, divisions, subsidiaries, officers, directors, agents, employees, stockholders, affiliates and successors from any and all claims, causes of action, damages or costs of any type Executive may have against Company or its current and former parent company, divisions, subsidiaries, officers, directors, employees, agents, stockholders, successors or affiliates (the “Released Parties”), and the Released Parties similarly covenant not to s▇▇ and also waive, release and forever discharge Executive from any and all claims, causes of action, damages or costs of any type that the Released Parties may have against Executive, including without limitation those arising out of or relating to Executive’s employment with Company, or Executive’s separation of employment. This waiver and release includes, but is not limited to, claims, causes of action, damages or costs arising under or in relation to Company’s employee handbook and personnel policies, or any oral or written representations or statements made by officers, directors, employees or agents of Company, or under any state or federal law regulating wages, hours, compensation or employment, or any claim for breach of contract or breach of the implied covenant of good faith and fair dealing, or any claim for stock, stock options, warrants, or phantom stock or equity of any kind or any claim for wrongful termination, or any discrimination claim on the basis of race, sex, sexual orientation, gender, age, religion, marital status, national origin, physical or mental disability, medical condition, or any claim arising under the federal Age Discrimination in Employment Act, the Equal Pay Act, the California Family Rights Act, the Pregnancy Discrimination Act, the Family Medical Leave Act, the California Labor Code, the California Wage Orders, Title VII of the Civil Rights Act, the Fair Employment and Housing Act, the California Labor Code Private Attorneys General Act of 2004, the California Wage Orders, and Business and Professions Code Section 17200, et seq. Notwithstanding the foregoing, with respect to Executive’s release, this Release does not release (a) claims that cannot be released as a matter of law, (b) claims arising after the effective date of this Release including those under...
Executive’s Promises. Expressly in consideration for the Company's promises made in this Agreement, Executive promises and agrees that:
Executive’s Promises a. Executive agrees that he will not in any way assist and/or participate in the pursuit of any claims or actions brought against any of the Released Parties except as set forth in paragraph 4.b of this General Release.
b. Nothing in this General Release shall be construed to preclude Executive from responding to a lawfully issued subpoena, court order, or other lawful request by any regulatory agency or governmental authority regarding his employment and/or separation from the Company. In the event Executive is lawfully issued a subpoena or court order or receives such other lawful request regarding his employment and/or separation from the Company or any other matter regarding the Company or any other Released Party, he shall deliver to the Company copies of the relevant subpoena, court order, or other request as soon as practicable after receipt, but in any event within three business days.
Executive’s Promises. In exchange for the Company’s promises contained herein, the Executive hereby agrees that:
(a) he will remain employed by the Company during the Term;
(b) subject to the Parties’ mutual cooperation, he will perform his assigned duties and responsibilities to the best of his abilities during the Term provided that any determination by the Company to the contrary requires concurrence of the Audit Committee. Executive expressly understands and agrees that the Company may, subject to the prior approval of the Audit Committee, restructure certain of Executive’s duties throughout the Term of this Agreement in its sole discretion and that, in such case, Executive will assist the Company in any transition of duties or search for a successor to his position as Chief Accounting Officer;
(c) in consideration of the payments and benefits provided to Executive hereunder the sufficiency of which Executive hereby acknowledges, Executive releases the 2 This second installment represents payments for or with respect to separation, bonus amounts, long-term incentive compensation (current and non-vested), and certain benefits (such as outplacement assistance). Company, any and all entities that are, have been, or may become associated with the Company in the future in any manner whatsoever (the “Related Entities”), and any past, present and future shareholders, directors, officers, employees, agents, attorneys, accountants, consultants, advisors or representatives of the Company (the “Related Individuals”) and/or the Related Entities, from any and all claims, charges, demands, suits, debts, loans, judgments, liens, obligations, damages, liabilities (including claims for indemnification or contribution), rights and causes of action of any nature whatsoever, known or unknown, at law or equity or otherwise, including, but not limited to, claims, charges, demands, suits, causes or rights of action relating to the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 and the Family and Medical Leave Act, breach of contract or public policy, wrongful or retaliatory discharge, whistle blower actions, claims for discrimination or retaliation, defamation or other personal or business injury of any kind, claims for discrimination, including claims under the Age Discrimination in Employment Act of 1967, as amended by the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1866, the Civil Rights Act of 1991, and the Employee Retirement Income Se...
Executive’s Promises. Employer and Executive recognize that Executive’s use or disclosure of Employer’s Confidential Information, on behalf of a competitor of Employer or otherwise, would be injurious to Employer. To the extent that Executive has signed any previous employment, non-competition or confidentiality agreements with Employer, Executive agrees that the restrictions included in this Agreement are narrower than those included in any such previous agreements and, therefore, constitute an additional benefit to Executive. Therefore, in exchange for Employer’s promises listed above and all other consideration provided pursuant to this Agreement, to which these promises are ancillary, Executive promises as follows:
Executive’s Promises. In consideration of the promises contained in this Agreement, Executive agrees as follows.
a. On behalf of himself, his heirs, successors and assigns, and anyone claiming through him, irrevocably and unconditionally to release, acquit and forever discharge TI and/or its subsidiaries, divisions, predecessors, successors and assigns, as well as their past and present officers, directors, executives, shareholders, trustees, joint venturers, partners, and anyone claiming through them (hereinafter “Releases” collectively), in their individual and/or corporate capacities, from any and all claims, liabilities, promises, actions, damages and the like, known or unknown, asserted or unasserted, arising prior to or existing at the time of the execution of this Agreement which Executive had, now has or may have against any of the Releases that arise out of or relate to Executive’s employment with TI and/or the termination of Executive’ employment with TI. Said claims include, but are not limited to: (1) claims for employment discrimination, harassment or retaliation arising under Title VII of the Civil Rights Act of 1964, as amended, the Americans with Disabilities Act, 42 U.S.C. sections 1981 and 1983, the Equal Pay Act, the Texas Commission on Human Rights Act, Texas Labor Code section 451 et seq., and/or any other relevant federal or state statute, local law or municipal ordinance; (2) claims arising under other federal or state employment statutes such as the Family Medical Leave Act, the Occupational Safety and Health Act, and section 510 of the Employee Retirement Income Security Act; (3) claims for disputed wages, whether arising under statutory or common-law, including those arising under the Texas Labor Code; (4) claims for wrongful discharge and/or breach of any alleged employment contract; (5) claims based on any tort, such as invasion of privacy, defamation, fraud, infliction of emotional distress, tortious interference with contract or business relations, or negligence; and (6) any other statutory or common-law cause of action providing rights for individuals or employees against their employers, provided, however, that he is not waiving any right to enforce TI’s promises under this Agreement. The releases given by Executive under this section constitute a general release.
b. Paragraph 2a specifically waives and releases any and all rights or claims he might have under the Age Discrimination in Employment Act of 1967, as amended, except for any claims tha...
Executive’s Promises