Prior Relationships. Without limiting Section 4.A, I represent and warrant that I have no other agreements, relationships, or commitments to any other person or entity that conflict with the provisions of this Agreement, my obligations to the Company under this Agreement, or my ability to become employed and perform the services for which I am being hired by the Company. I further agree that if I have signed a confidentiality agreement or similar type of agreement with any former employer or other entity, I will comply with the terms of any such agreement to the extent that its terms are lawful under applicable law. I represent and warrant that after undertaking a careful search (including searches of my computers, cell phones, electronic devices, and documents), I have returned all property and confidential information belonging to all prior employers (and/or other third parties I have performed services for in accordance with the terms of my applicable agreement). Moreover, I agree to fully indemnify the Company, its directors, officers, agents, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations, and assigns for all verdicts, judgments, settlements, and other losses incurred by any of them resulting from my breach of my obligations under any agreement with a third party to which I am a party or obligation to which I am bound, as well as any reasonable attorneys’ fees and costs if the plaintiff is the prevailing party in such an action, except as prohibited by law.
Prior Relationships. Without limiting Section 6(a), Executive represents that he has no other agreements, relationships or commitments to any other person or entity that conflict with his obligations to the Company under this Agreement or his ability to become employed and perform the services for which he is being hired by the Company. If Executive has signed a confidentiality agreement or similar type of agreement with any former employer or other entity, he shall comply with the terms of any such agreement to the extent that its terms are lawful under the applicable law. Executive represents and warrants that after undertaking a careful search (including searches of his computers, cell phones, electronic devices and documents), he has returned all property and confidential information belonging to all prior employers. Moreover, in the event that the Company or any of its directors, officers, agents, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor or successor corporations, or assigns is sued based on any obligation or agreement to which Executive is a party or is bound, he shall fully indemnify the Company, its directors, officers, agents, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations, and assigns for all verdicts, judgments, settlements, and other losses incurred by the Company (the indemnitee) in the event that it is the subject of any legal action resulting from any breach of his obligations under this Agreement, as well as any reasonable attorneys’ fees and costs if the plaintiff is the prevailing party in such an action.
Prior Relationships. The provisions of Section 6(a) notwithstanding, the Employee shall not by reason of Section 6(a) be restricted from resuming, after the termination of his employment with the Company, any employment or business relationship that preceded his employment with the Company, or from providing or offering to provide any product or service to a customer which the Employee provided to that customer at any time prior to his employment by the Company; provided, however, that Section 4 and the other provisions of this Section 6 shall continue to apply.
Prior Relationships. Without limiting Section 4.3(a), Employee represents that he has no other agreements, relationships, or commitments to any other person or entity that conflict with his obligations to the Company under this Agreement or his ability to become employed and perform the services for which he is being employed by the Company. Employee further agrees that if he has signed a confidentiality agreement or similar type of agreement with any former employer or other entity, he will comply with the terms of any such agreement to the extent that its terms are lawful under applicable law. Employee represents and warrants that after undertaking a careful search (including, but not limited to, searches of his computers, cell phones, electronic devices, and documents), he has returned all property and confidential information belonging to all prior employers. Moreover, he agrees to fully indemnify the Company, its directors, managers, officers, agents, employees, investors, shareholders, members, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations, and assigns for all verdicts, judgments, settlements, and other losses incurred by any of them resulting from Employee’s breach of his obligations under any agreement to which he is a party or obligation to which he is bound, as well as any reasonable attorneys’ fees and costs if the plaintiff is the prevailing party in such an action, except as prohibited by law.
Prior Relationships. I represent that I have disclosed to the Company any and all agreements relating to my prior employment that may affect my eligibility to be employed by the Company or limit the manner in which I may be employed, and I further represent to the Company that there are no such agreements which will prevent me from performing the duties of my position. I represent that I have no other agreements, relationships, or commitments to any other person or entity that conflict with my obligations to the Company under this Agreement or my ability to become employed and perform the services for which I am being hired by the Company. I further agree that if I have signed a confidentiality agreement or similar type of agreement with any former employer or other entity, I will comply with the terms of any such agreement to the extent that its terms are lawful under applicable law. I represent and warrant that after undertaking a careful search (including searches of my computers, cell phones, electronic devices and documents), I have returned all property and confidential information belonging to all prior employers. Moreover, in the event that the Company or any of its directors, officers, agents, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor or successor corporations, or assigns is sued based on any obligation or agreement to which I am a party or am bound, I agree to fully indemnify the Company, its directors, officers, agents, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor and successor corporations, and assigns for all verdicts, judgments, settlements, and other losses incurred by the Company (the indemnitee) in the event that it is the subject of any legal action resulting from any breach of my obligations under this Agreement, as well as any reasonable attorneys’ fees and costs if the plaintiff is the prevailing party in such an action.
Prior Relationships. Without limiting Section 4(a), Recipient represents and warrants that Recipient has no other agreements, relationships, or commitments to any other person or entity that conflict with the provisions of this Agreement, Recipient’s obligations to the Company under this Agreement, or Recipient’s ability to perform the services for which Recipient is being engaged by the Company. Recipient further agrees that if Recipient has signed a confidentiality agreement or similar type of agreement with any former client, employer or other third party, Recipient shall comply with the terms of any such agreement to the extent that its terms are lawful under applicable law. Recipient represents and warrants that after undertaking a careful search (including searches of Recipient’s computers, cell phones, electronic devices, and documents), Recipient have returned all property and confidential information belonging to all prior clients, employers and/or other third parties for which Recipient has performed services in accordance with the terms of Recipient’s applicable agreement. Recipient acknowledges and agrees that Recipient has provided the Company with copies of all agreements (e.g., non-competition agreements, non-solicitation of customers agreements, non-solicitation of employees agreements, confidentiality agreements, inventions agreements, etc.), if any, with a current or former client, employer, or any other third party, that may relate to or restrict Recipient’s ability to perform services for the Company, or fulfill any obligation Recipient may have to the Company. Moreover, Recipient agrees to fully indemnify the Company, its directors, officers, managers, members, agents, employees, investors, shareholders, administrators, affiliates, divisions, subsidiaries, predecessor and successor entities, and assigns for all verdicts, judgments, settlements, and other losses incurred by any of them resulting from Recipient’s breach of Recipient’s obligations under any agreement with a third party to which Recipient is a party or obligation to which Recipient is bound, as well as any reasonable attorneys’ fees and costs if the plaintiff is the prevailing party in such an action, except as prohibited by law.
Prior Relationships. By signing this Agreement, Contractor agrees that Contractor has already been appropriately compensated for all work performed by Contractor for SLC prior to the date Contractor signs this Agreement (other than Services covered by this Agreement) and that all Work Product resulting from services previously performed by Contractor for SLC should be considered SLC Work Product, owned in all respects by SLC.
Prior Relationships. (a) The Consultant agrees that it will not, during the Term of this Agreement, improperly use or disclose any proprietary information or trade secrets of any person or entity with which or whom the Consultant has an agreement or duty to keep in confidence, and that the Consultant will not bring onto the premises of II-VI any unpublished document or proprietary information belonging to any other person or entity unless consented to in writing by II-VI and such person or entity.
Prior Relationships. Neither Seller nor any of its affiliates, or any of the members of its Board of County Commissioners is affiliated with the Buyer, nor with any current or prior borrower or guarantor with respect to any loan made by Buyer or its affiliates and secured by all or any portion of the Property. For purposes of this provision, the term “affiliated with” means controlled by, controlling or in common control of the other entity, and the term “control” or similar means the ownership of any equity interest in the other entity, serving as an officer, director or in any similar capacity in connection with the other entity, or the ability to control or influence the decision-making process of the other entity.
Prior Relationships. Employee has no other agreements, ------------------- relationships, or commitments to any other person or entity that conflict with Employee's obligations to Maxygen under this Agreement. Employee will not use or disclose to Maxygen, or induce Maxygen to use or disclose, any confidential information, trade secret, or proprietary information or material belonging to any third party. Employee represents and acknowledges that Employee's employment with Maxygen will not require Employee to violate any obligation to or confidence with another. Employee represents and warrants that Employee has returned all property and confidential information belonging to all prior employers. In the event Employee is sued for breach of any obligation or agreement to which Employee is a party or is bound, Employee agrees to indemnify Maxygen fully for all liabilities, costs, verdicts, judgments, settlements, attorneys' fees and other losses incurred by Maxygen.
