Non-Competition, Confidentiality, Cooperation, Other Covenants Sample Clauses

Non-Competition, Confidentiality, Cooperation, Other Covenants. You hereby acknowledge, agree to, and will satisfy in full each of your covenants, restrictions, obligations and agreements set forth in your Noncompete Agreement for Senior Executives, dated November 18, 2019 (“Noncompete Agreement”) attached as Exhibit B hereto, your Employee Agreement Relating to Trade Secrets, Proprietary and Confidential Information, dated November 18, 2019 (“Trade Secrets Agreement”) attached as Exhibit C hereto, and the equity award agreements between you and the Company evidencing your restricted stock unit, performance stock unit and stock option awards under the 2016 Stock Incentive Plan of AdvanSix Inc. and its Affiliates, as Amended and Restated (“Grant Agreements”), all of which are hereby incorporated into this Agreement by reference as if fully set forth in this Agreement (“Post-Separation Covenants”). During the period in which Post-Separation Covenants are in effect, you may seek written consent from the Company’s CEO to assume a position with another company or entity that otherwise would be in violation of one or more of the Post-Separation Covenants, which written consent will be provided in the CEO’s sole and absolute discretion. You agree that the Post-Separation Covenants are fair and reasonable and are an essential element of the payments, rights and benefits provided to you as contemplated by this Agreement, and but for your agreement to comply with the Post-Separation Covenants, the Company would not provide such payments, rights and benefits to you. Section 4 of this Agreement shall in all respects be subject to Paragraph 9 of the Release.
Sample 1
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Non-Competition, Confidentiality, Cooperation, Other Covenants. The Executive hereby acknowledges, agrees to, and shall satisfy in full each of the Executive’s covenants, restrictions, obligations and agreements set forth in the Employment Agreement, including but not limited to Section VII therein, which are hereby incorporated into this Agreement by reference as if fully set forth in this Agreement (“Post-Separation Covenants”). For the avoidance of doubt, unless otherwise stated in the Employment Agreement or in this Agreement, such Post-Separation Covenants shall remain in effect for two years after the Separation Date. Notwithstanding the Post-Separation Covenants, during the period in which such Post-Separation Covenants are in effect, the Executive may seek written consent from Xxxxxxx X. Xxxxxx to assume a position with another company or entity that otherwise would be in violation of one or more of the Post-Separation Covenants. Such written consent by Xx. Xxxxxx shall be provided or not provided at his sole discretion. For the avoidance of doubt, if such written consent is not provided, the Executive will remain bound by all of the Post-Separation Covenants in accordance with their terms. The Executive agrees that all of the Post-Separation Covenants are fair and reasonable and are an essential element of the payments, rights and benefits provided to the Executive pursuant to this Agreement and Employment Agreement, and but for the Executive’s agreement to comply therewith and herewith, the Company would not have entered into this Agreement or executed the Employment Agreement. This Section 3.1 shall in all respects be subject to Paragraph 10 of the Executive Release.
Sample 1
Non-Competition, Confidentiality, Cooperation, Other Covenants. The Executive hereby acknowledges, agrees to, and shall satisfy in full each of the Executive’s covenants, restrictions, obligations and agreements set forth in subsections (A) through and including (F) of Section VIII (“Other Duties of the Executive During and Following the Period of Employment”) of the Employment Agreement, which are hereby incorporated into this Agreement by reference as if fully set forth in this Agreement. The Executive agrees that such covenants, restrictions, obligations and agreements of the Executive therein and herein are fair and reasonable and are an essential element of the payments, rights and benefits provided to the Executive pursuant to this Agreement and the Employment Agreement, and but for the Executive’s agreement to comply therewith and herewith, the Company would not have entered into the Employment Agreement or this Agreement.
Sample 1
Non-Competition, Confidentiality, Cooperation, Other Covenants. Executive hereby acknowledges, agrees to, and shall satisfy in full each of the Executive’s covenants, restrictions, obligations and agreements set forth in subsections (a) through and including (f) of Section VII (“Other Duties of the Executive During and Following the Period of Employment”) of the Employment Agreement, which subsections (a) through (f) are hereby incorporated into this Agreement by reference as if fully set forth in this Agreement; provided that, at the request of the Executive, the second and third sentences of subsection (c)(ii) of Section VII of the Employment Agreement is amended to state as follows: “During the Restricted Period, and as set forth in the Side Letter dated February 28, 2014, the Executive, without the prior written approval by the Chairman and CEO, shall not engage in, directly or indirectly (whether for compensation or otherwise) own or hold any proprietary interest in, manage, operate, or control, or join in or participate in the ownership, management operation or control of, or furnish any capital to or be connected in any matter with any business or venture which competes in any way or manner with the Company’s (including its subsidiaries’, divisions’ and affiliates’) franchised or managed hotel brands, as such franchised or managed hotel brands may be conducted from time to time, either as . a general or limited partner, proprietor, common or preferred shareholder, officer, director, agent, employee, consultant, trustee, affiliate, or otherwise. The Executive acknowledges that the Company’s (and its subsidiaries’, divisions’, and affiliates’) franchised and managed hotel brands businesses are conducted nationally and internationally and agrees that the provisions in the foregoing sentence shall operate throughout the United States and the world. Executive agrees that such covenants, restrictions, obligations and agreements of the Executive therein and herein are fair and reasonable and are an essential element of the payments, rights and benefits provided to the Executive pursuant this Agreement and the Employment Agreement and but for the Executive’s agreement to comply therewith and herewith, the Company would not have entered into the Employment Agreement or this Agreement.
Sample 1
Non-Competition, Confidentiality, Cooperation, Other Covenants. The Executive hereby acknowledges, agrees to, and shall satisfy in full each of the Executive’s covenants, restrictions, obligations and agreements set forth in the Offer Letter, which are hereby incorporated into this Agreement by reference as if fully set forth in this Agreement. Specifically, such restrictions, obligations and agreements shall include, and not be limited to, the following: for twenty-four (24) months following the Termination Date, the Executive will not (i) effect or maintain employment as a principal, advisor, owner or consultant or otherwise become affiliated with in any other capacity, any person, firm, corporation, or other entity which is involved or engaged in, or otherwise advising upon a mixed-use hotel/timeshare development project in any location, (x) for which the Executive evaluated a development opportunity on behalf of the Company or its affiliates unless that opportunity was brought forward and rejected by the Investment Committee of the Company or (y) other than with the prior written consent of the Company’s Chairman and CEO, where the Company or any affiliates has developed or is in the process of developing a mixed use hotel/timeshare development project; or (ii) solicit for employment any then existing Company employees, consultants, agents or customers. The Executive agrees that such covenants, restrictions, obligations and agreements of the Executive therein and herein are fair and reasonable and are an essential element of the payments, rights and benefits provided to the Executive pursuant to this Agreement and Offer Letter, and but for the Executive’s agreement to comply therewith and herewith, the Company would not have entered into this Agreement or executed the Offer Letter. This Section 3.1 shall in all respects be subject to Paragraph 10 of the Executive Release.
Sample 1

Related to Non-Competition, Confidentiality, Cooperation, Other Covenants

  • Non Competition Confidentiality 4.1 During the term of this Agreement, the Executive may make passive investments in companies involved in industries in which the Company operates, provided any such investment does not exceed a 5% equity interest, unless Executive obtains consent to acquire an equity interest exceeding 5% by a vote of a majority of the directors.

  • Cooperation; Confidentiality Each party to this Agreement agrees to cooperate with the other party and with all appropriate governmental authorities having the requisite jurisdiction (including, but not limited to, the SEC) in connection with any investigation or inquiry relating to this Agreement or the Fund. Subject to the foregoing, the Sub-Adviser shall treat as confidential all information pertaining to the Fund and actions of the Fund, the Manager and the Sub-Adviser, and the Manager shall treat as confidential and use only in connection with the Series all information furnished to the Fund or the Manager by the Sub-Adviser, in connection with its duties under the Agreement except that the aforesaid information need not be treated as confidential if required to be disclosed under applicable law, if generally available to the public through means other than by disclosure by the Sub-Adviser or the Manager, or if available from a source other than the Manager, Sub-Adviser or the Fund.

  • Non Competition and Confidentiality The Executive agrees that:

  • Noncompetition and Confidentiality (a) The parties recognize that the employment of Executive with the Company has been and will continue to be special, unique and of an extraordinary character, and in connection with such employment Executive has and will continue to acquire special skill and training. The parties also recognize that the covenants of Executive contained in this Section 9 are an essential part of Executive’s engagement by the Company and that, but for the agreement of the Executive to comply with such covenants, the Company would not have entered into this Agreement. Executive accordingly agrees that, during the Term, (i) Executive shall not act or serve, directly or indirectly, as a principal, agent, independent contractor, consultant, director, officer, executive, employee or advisor or in any other position or capacity with or for, or acquire a direct or indirect ownership interest in or otherwise conduct (whether as stockholder, partner, investor, joint venturer, or as owner of any other type of interest), any Competing Business (defined below); provided, however, that this clause shall not prohibit the Executive from being the owner of (A) up to 5% of any class of outstanding securities of any entity if such class of securities is publicly traded or (B) any other securities owned by Executive on the date of this Agreement, and (ii) Executive shall not, in connection with or for the benefit of any person or entity engaged in the non-hazardous solid waste business, solicit, induce, divert or take away, any officer, employee or consultant of the Company.

  • Term of Confidentiality The obligations of this Article 5 shall continue for a period of **** following the expiration or termination of this Agreement.

  • Non Competition Non Solicitation and Confidentiality The Company and Executive acknowledge and agree that while Executive is employed pursuant to this Agreement, the Company will give Executive access to Confidential Information of the Company and its Affiliates to which Executive did not have access prior to signing this Agreement and which Executive may need and use during such employment, the receipt of which is hereby acknowledged by Executive; Executive will be provided under this Agreement (i) specialized training on how to perform his duties and (ii) contact with the Company’s and its Affiliates’ customers and potential customers. In consideration of all of the foregoing, the Company and Executive agree as follows:

  • Non-Competition; Non-Solicitation; Confidentiality (a) While the Recipient is employed by the Company and for a period of one (1) year after the termination or cessation of such employment for any reason (the “Restricted Period”), the Recipient will not directly or indirectly:

  • Confidentiality; Non-Competition As a material inducement to cause the Company to enter into the Agreement, the Employee hereby covenants and agrees that:

  • Confidentiality and Non-Competitions To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

  • Confidentiality and Non-Competition To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

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