Common use of Protected Conduct Clause in Contracts

Protected Conduct. Nothing in this Agreement prohibits Grantee from reporting an event that Grantee reasonably and in good faith believes is a violation of law to the relevant law-enforcement agency (such as the Securities and Exchange Commission or Department of Labor), requires notice to or approval from the Company before doing so, or prohibits Grantee from cooperating in an investigation conducted by such a government agency. This may include a disclosure of trade secret information provided that it must comply with the restrictions in the Defend Trade Secrets Act of 2016 (DTSA). The DTSA provides that no individual will be held criminally or civilly liable under Federal or State trade secret law for the disclosure of a trade secret that: (i) is made in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and made solely for the purpose of reporting or investigating a suspected violation of law; or, (ii) is made in a complaint or other document if such filing is under seal so that it is not made public. Also, the DTSA further provides that an individual who pursues a lawsuit for retaliation by an employer for reporting a suspected violation of the law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal, and does not disclose the trade secret, except as permitted by court order. To the extent that Grantee is covered by Section 7 of the National Labor Relations Act (NLRA) because Grantee is not in a supervisor or management role, nothing in this Agreement shall be construed to prohibit Grantee from using information Grantee acquires regarding the wages, benefits, or other terms and conditions of employment at the Company for any purpose protected under the NLRA.

Appears in 2 contracts

Sources: Performance Based Restricted Stock Unit Agreement (Berkley W R Corp), Performance Based Restricted Stock Unit Agreement (Berkley W R Corp)

Protected Conduct. Nothing in this Agreement prohibits Grantee me from reporting an event conduct or events that Grantee I reasonably and in good faith believes believe is a violation of law to the a relevant law-enforcement agency (such as the Securities and Exchange Commission with or Department of Labor), requires without advance notice to the Company) or approval from opposing such conduct or events, or obligates me to inform the Company before doing soor after making such a report, or prohibits Grantee me from cooperating in an investigation conducted by such a government agency, or otherwise prohibits conduct specifically protected by law (“Protected Conduct”). This may include a disclosure of trade secret information provided that it must comply complies with the restrictions in the Defend Trade Secrets Act of 2016 (DTSA). The DTSA provides that no individual will be held criminally or civilly liable under Federal or State trade secret law for the disclosure of a trade secret that: (i) is made in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and made solely for the purpose of reporting or investigating a suspected violation of law; or, (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal so that it is not made public. Also, the The DTSA further also provides that an individual who pursues a lawsuit for retaliation by an employer for reporting a suspected violation of the law may disclose the a trade secret to the attorney of the individual and use the trade secret information in the court proceeding, proceeding if the individual files any document containing the trade secret secrets under seal, seal and does not disclose the trade secret, secrets except as permitted by court order. To the extent I further acknowledge that Grantee is covered by Section 7 of the National Labor Relations Act (NLRA) because Grantee is not in a supervisor or management role, nothing in this Agreement shall be construed to prohibit Grantee prohibits me from using information Grantee acquires acquired through lawful means regarding the wages, benefits, or other terms and conditions of employment of individuals employed at the Company for any purpose protected under the National Labor Relations Act (NLRA) (such as the right of employees to self-organization, to form, join, or assist labor organizations, to bargain collectively through representatives of their own choosing, and to engage in other concerted activities for the purpose of collective bargaining or other mutual aid or protection), unless the information is entrusted to me in confidence by the Company as part of my job duties or I am employed in a supervisor or management level position. This Section shall not be construed to invite, permit, or limit liability for, otherwise illegal activity such as breaking and entering, illegal computer access (hacking) or theft of the Company property.

Appears in 1 contract

Sources: Employment Agreement

Protected Conduct. Nothing in this Agreement (a) prohibits Grantee from reporting an event that Grantee reasonably and in good faith believes is a violation of law to the relevant law-enforcement agency (such as the Securities and Exchange Commission or Department of Labor), (b) requires notice to or approval from the Company before doing so, or (c) prohibits Grantee from cooperating in an investigation conducted by such a government agency. This may include a disclosure of trade secret information provided Further, Grantee is hereby advised that it must comply with the restrictions in under the Defend Trade Secrets Act of 2016 (DTSA). The DTSA provides that no DTSA),no individual will be held criminally or civilly liable under Federal federal, state or State local trade secret law for the disclosure of a trade secret that: (i) is made in confidence to a Federalfederal, Statestate, or local government official, either directly or indirectly, or to an attorney; and made solely for the purpose of reporting or investigating a suspected violation of law; or, (ii) is made in a complaint or other document filed in a lawsuit or other proceeding if such filing is made under seal so that it is not made publicseal. Also, the DTSA further provides that an individual who pursues files a lawsuit for retaliation by an employer for reporting a suspected violation of the law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal, and does not disclose the trade secret, secret except as permitted by pursuant to court order. To the extent that Grantee is covered by Section 7 of the National Labor Relations Act (NLRA) because Grantee is not in a supervisor or management role, nothing in this Agreement shall be construed to prohibit Grantee from using information Grantee acquires regarding the wages, benefits, or other terms and conditions of employment at the Company for any purpose protected under the NLRA.

Appears in 1 contract

Sources: Performance Based Restricted Stock Unit Agreement (Berkley W R Corp)

Protected Conduct. Nothing in this Agreement prohibits Grantee the Participant from reporting an event that Grantee the Participant reasonably and in good faith believes is a violation of law to the relevant law-enforcement agency (such as the Securities and Exchange Commission or Department of Labor), requires notice to or approval from the Company before doing so, or prohibits Grantee the Participant from cooperating in an investigation conducted by such a government agency. This may include a disclosure of trade secret information provided that it must comply with the restrictions in the Defend Trade Secrets Act of 2016 (DTSA). The DTSA provides that no individual will be held criminally or civilly liable under Federal or State trade secret law for the disclosure of a trade secret that: (i) is made in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and made solely for the purpose of reporting or investigating a suspected violation of law; or, (ii) is made in a complaint or other document if such filing is under seal so that it is not made public. Also, the DTSA further provides that an individual who pursues a lawsuit for retaliation by an employer for reporting a suspected violation of the law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal, and does not disclose the trade secret, except as permitted by court order. To the extent that Grantee the Participant is covered by Section 7 of the National Labor Relations Act (NLRA) because Grantee the Participant is not in a supervisor or management role, nothing in this Agreement shall be construed to prohibit Grantee the Participant from using information Grantee the Participant acquires regarding the wages, benefits, or other terms and conditions of employment at the Company for any purpose protected under the NLRA.

Appears in 1 contract

Sources: Performance Unit Award Agreement (Berkley W R Corp)