Common use of No Prior Agreements Clause in Contracts

No Prior Agreements. Executive hereby represents and warrants to the Company that the execution of this Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors and representatives for any claim, including, but not limited to, reasonable attorneys' fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition agreement, invention, secrecy or other agreement between Executive and such third party that was in existence as of the effective date of this Agreement. To the extent that Executive had any oral or written employment agreement or understanding with the Company, this Agreement shall automatically supersede such agreement or understanding, and upon execution of this Agreement by Executive and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 7 contracts

Samples: Executive Employment Agreement (CV Sciences, Inc.), Executive Employment Agreement (CV Sciences, Inc.), Executive Employment Agreement (CV Sciences, Inc.)

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No Prior Agreements. Executive hereby represents and warrants to the Company that the execution of this Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors and representatives for any claim, including, but not limited to, reasonable attorneys' fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition agreement, invention, secrecy or other agreement between Executive and such third party that was in existence as of the effective date of this Agreement. To the extent that Executive had any oral or written employment agreement or understanding with the Company, this Agreement shall automatically supersede such agreement or understanding, and upon execution of this Agreement by Executive and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 4 contracts

Samples: Executive Employment Agreement (Star Scientific Inc), Executive Employment Agreement (Star Scientific Inc), Executive Employment Agreement (Star Scientific Inc)

No Prior Agreements. Executive hereby represents and warrants to the Company that the execution of this Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors and representatives for any claim, including, but not limited to, reasonable attorneys' fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition noncompetition agreement, invention, secrecy or other agreement between Executive and such third party that was in existence as of the effective date of this Agreement. To the extent that Executive had any oral or written employment agreement or understanding with the Company, this Agreement shall automatically supersede such agreement or understanding, and upon execution of this Agreement by Executive and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 2 contracts

Samples: Executive Employment Agreement (Perito Paul L), Employment Agreement (Star Scientific Inc)

No Prior Agreements. Executive hereby represents and warrants to the Company that the execution of this Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer employer, client or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors and representatives for any claim, including, but not limited to, reasonable attorneys' fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition noncompetition agreement, invention, secrecy or other agreement between Executive and such third party that was in existence as of the effective date of this Agreement. To the extent that Executive had any oral or written employment agreement or understanding with the Company, this Agreement shall automatically supersede such agreement or understanding, and upon execution of this Agreement by Executive and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 2 contracts

Samples: Executive Employment Agreement (Star Scientific Inc), Employment Agreement (Star Scientific Inc)

No Prior Agreements. The Executive hereby represents and warrants to the Company that the execution of this the Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer employer, client, or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors directors, and representatives for any claim, including, but not limited to, reasonable attorneys' attorney’s fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition agreement, invention, secrecy secrecy, or other agreement between Executive Employee and such third party that was in existence as of the effective date of this the Agreement. To the extent that Executive Employee had any oral or written employment agreement or understanding with the Company, this the Agreement shall automatically supersede such agreement or understanding, and upon execution of this the Agreement by Executive Employee and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 2 contracts

Samples: Employment Agreement (National Medical Health Card Systems Inc), Employment Agreement (National Medical Health Card Systems Inc)

No Prior Agreements. Executive hereby represents and warrants to the Company that the execution of this Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors and representatives for any claim, including, but not limited to, reasonable attorneys' fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition agreement, invention, secrecy or other agreement between Executive and such third party that was in existence as of the effective date of this Agreement. To the extent that Executive had any oral or written employment agreement or understanding with the .the Company, this Agreement shall automatically supersede such agreement or understanding, and upon execution of this Agreement by Executive and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 2 contracts

Samples: Executive Employment Agreement (Star Scientific Inc), Executive Employment Agreement (Star Scientific Inc)

No Prior Agreements. The Executive hereby represents and warrants to the Company that the execution of this Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer employer, client, or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors directors, and representatives for any claim, including, but not limited to, reasonable attorneys' attorney's fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition agreement, invention, secrecy secrecy, or other agreement between Executive Employee and such third party that was in existence as of the effective date of this Agreement. To the extent that Executive Employee had any oral or written employment agreement or understanding with the Company, this Agreement shall automatically supersede such agreement or understanding, and upon execution of this Agreement by Executive Employee and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 1 contract

Samples: Employment Agreement (National Medical Health Card Systems Inc)

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No Prior Agreements. Executive hereby represents and warrants to the Company that the execution of this Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors and representatives for any claim, including, but not limited to, reasonable attorneys' fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition agreement, invention, secrecy or other agreement between Executive and such third party that was in existence as of the effective date of this Agreement. To the extent that Executive had any oral or written employment agreement or understanding with the Company, this Agreement shall shall, except as set forth herein, automatically supersede such agreement or understanding, and upon execution of this Agreement by Executive and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 1 contract

Samples: Executive Employment Agreement (CV Sciences, Inc.)

No Prior Agreements. Executive hereby represents and warrants to the ------------------- Company that the execution of this Agreement by Executive, his employment by the Company, and the performance of his duties hereunder will not violate or be a breach of any agreement with a former employer employer, client or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors and representatives for any claim, including, but not limited to, reasonable attorneys' fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition noncompetition agreement, invention, secrecy or other agreement between Executive and such third party that was in existence as of the effective date of this Agreement. To the extent that Executive had any oral or written employment agreement, consulting agreement or understanding with the Company, this Agreement shall automatically supersede such agreement or understanding, and upon execution of this Agreement by Executive and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 1 contract

Samples: Employment Agreement (Star Scientific Inc)

No Prior Agreements. The Executive hereby represents and warrants to the Company that the execution of this the Agreement by Executive, his her employment by the Company, and the performance of his her duties hereunder will not violate or be a breach of any agreement with a former employer employer, client, or any other Person. Further, Executive agrees to indemnify and hold harmless the Company and its officers, directors directors, and representatives for any claim, including, but not limited to, reasonable attorneys' attorney's fees and expenses of investigation, of any such third party that such third party may now have or may hereafter come to have against the Company or such other persons, based upon or arising out of any non-competition agreement, invention, secrecy secrecy, or other agreement between Executive Employee and such third party that was in existence as of the effective date of this the Agreement. To the extent that Executive Employee had any oral or written employment agreement or understanding with the Company, this the Agreement shall automatically supersede such agreement or understanding, and upon execution of this the Agreement by Executive Employee and the Company, such prior agreement or understanding automatically shall be deemed to have been terminated and shall be null and void.

Appears in 1 contract

Samples: Employment Agreement (National Medical Health Card Systems Inc)

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