Former Employers. 5.1 You represent and warrant that your employment by the Company will not conflict with and will not be constrained by any prior or current employment, consulting agreement or relationship whether oral or written. You represent and warrant that you do not possess confidential information arising out of any such employment, consulting agreement or relationship which, in your best judgment, would be utilized in connection with your employment by the Company in the absence of Section 5.2.
Former Employers. I am not subject to any employment, confidentiality, or other agreement or restriction that would prevent me from fully satisfying my duties under this Agreement or that would be violated if I did so. Without the Company’s prior written approval, I promise I will not:
Former Employers. Executive represents and warrants to the Company that he is not subject to any employment, confidentiality or other agreement or restriction that would prevent him from fully satisfying his duties under this Agreement or that would be violated if he did so. Without the Company’s prior written approval, Executive will not:
Former Employers. Executive represents that Executive is not subject to any employment, confidentiality, or other agreement or restriction that would prevent Executive from fully satisfying Executive’s duties under this Agreement or that would be violated if Executive did so. Without the Employer’s prior written approval, Executive promises that Executive will not disclose to the Employer Group any proprietary information belonging to a former employer or other entity without its written permission.
Former Employers. You represent and warrant that your employment by the Company will not conflict with and will not be constrained by any prior or current employment, consulting agreement or other relationship whether oral or written. You represent and warrant that you do not possess confidential information arising out of any such employment, consulting agreement or relationship which, in your best judgment, would be utilized in connection with your employment by the Company.
Former Employers. Executive is not subject to any employment, confidentiality, or other agreement or restriction that would prevent Executive from fully satisfying Executive’s duties under this Agreement or that would be violated if Executive did so. Without the Company’s prior written approval, Executive covenants that Executive will not: (i) disclose proprietary information belonging to a former employer or other entity without its written permission; (ii) contact any former employer’s customers or employees to solicit their business or employment on behalf of the Company, in either case if such contact or solicitation would violate any agreement between Executive and any prior employer of Executive; or (iii) distribute announcements about or otherwise publicize Executive’s employment with the Company. Executive will indemnify and hold the Company harmless from any liabilities or costs, including attorneys’ fees it may incur because Executive is alleged to have broken any of these promises or improperly revealed or used such proprietary information or to have threatened to do so, or if a former employer challenges Executive’s entering into this Agreement or rendering services pursuant to it.
Former Employers. The Executive represents that the Executive’s employment by the Company does not and will not breach any agreement with any former employer, including any non-compete agreement or any agreement to keep in confidence or refrain from using information acquired by the Executive prior to the Executive’s employment by the Company. During the Term of Employment, the Executive agrees that the Executive will not violate any non-solicitation agreements the Executive entered into with any former employer or improperly make use of, or disclose, any information or trade secrets of any former employer or third party, nor will the Executive bring onto the premises of the Company or use any unpublished documents or any property belonging to any former employer or other third party, in violation of any lawful agreement with that former employer or third party.
Former Employers. Employee represents and warrants that his ---------------- employment by the Company will not conflict with and will not be constrained by any prior or current employment, consulting or other relationship. Employee represents and warrants that he does not possess confidential information arising out of any such employment, consulting or other relationship which, in Employee's best judgment, would be utilized in connection with his employment by the Company.
Former Employers. You agree not disclose to the Company or use for its benefit any information that, to your knowledge, is proprietary or confidential to any of your former employers, without proper consent from your former employer. You have not signed any non-competition or other contract that prohibits you from being employed by the Company or assigning your works and ideas to the Company.
Former Employers. I am not subject to any employment, ---------------- confidentiality, or other agreement or restriction that would prevent me from fully satisfying my duties under this Agreement or that would be violated if I did so. I agree not to disclose proprietary information belonging to a former employer or other entity without its written permission. I will indemnify and hold the Company harmless from any liabilities, including defense costs, it may incur because I am alleged to have improperly revealed or used such proprietary information or to have threatened to do so, or if a former employer challenges my entering into this Agreement or rendering services pursuant to it. *** I ACKNOWLEDGE THAT ALL UNDERSTANDINGS AND AGREEMENTS BETWEEN THE COMPANY AND ME RELATING TO THE SUBJECTS COVERED IN THIS AGREEMENT ARE CONTAINED IN IT AND THAT I HAVE ENTERED INTO THIS AGREEMENT VOLUNTARILY AND NOT IN RELIANCE ON ANY PROMISES OR REPRESENTATIONS BY THE COMPANY OTHER THAN THOSE CONTAINED IN THIS AGREEMENT. I FURTHER ACKNOWLEDGE THAT I HAVE CAREFULLY READ THIS AGREEMENT, THAT I UNDERSTAND ALL OF IT, AND THAT I HAVE BEEN GIVEN THE OPPORTUNITY TO DISCUSS THIS AGREEMENT WITH MY PRIVATE LEGAL COUNSEL AND TAX ADVISOR AND HAVE AVAILED MYSELF OF THAT OPPORTUNITY TO THE EXTENT I WISHED TO DO SO. I UNDERSTAND THAT BY SIGNING THIS AGREEMENT I AM GIVING UP MY RIGHT TO A JURY TRIAL. VELOCITYHSI, INC. Date: July 31, 2000 By: /s/ Xxxxxxx X. Xxxxxxx ______________ ___________________________ Name: Xxxxxxx X. Xxxxxxx Title: Senior Vice President and Chief Financial Officer Date: July 31, 2000 /s/ Xxxxxxx X. Xxxxxxx ______________ ___________________________ Xxxxxxx X. Xxxxxxx -10- SCHEDULE 1 ---------- SETTLEMENT AGREEMENT AND GENERAL RELEASE VelocityHSI, Inc. and I agree as follows:
