Additional Acknowledgments. Executive acknowledges that the provisions of this Section 5 are in consideration of: (i) employment with the Company, (ii) the issuance by M-Foods Investors, LLC, a Delaware corporation and affiliate of the Company ("Investors"), to Executive of Investors' Class B Units (the "Class B Units") and Investors' Class C Units pursuant to the terms of that certain Management Stock Purchase and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive acknowledges (i) that the business of the Company and its subsidiaries is national in scope and without geographical limitation and (ii) notwithstanding the state of incorporation or principal office of the Company or any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company will have business activities and have valuable business relationships within its industry throughout the United States. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 4 contracts
Samples: Employment Agreement (Mg Waldbaum Co), Employment Agreement (Mg Waldbaum Co), Employment Agreement (Mg Waldbaum Co)
Additional Acknowledgments. Executive acknowledges that the provisions of this Section 5 7 are in consideration of: (i) employment with the Company, (ii) the issuance by M-Foods Investors, LLC, a Delaware corporation and affiliate of the Company ("Investors"), to Executive of Investors' Class B Units (the "Class B Units") and Investors' Class C Units pursuant to the terms of that certain Management Stock Purchase and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive acknowledges (i) that the business of the Company and its subsidiaries is national in scope and without geographical limitation and (ii) notwithstanding the state of incorporation or principal office of the Company or any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company will have business activities and have valuable business relationships within its industry throughout the United States. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 2 contracts
Samples: Employment Agreement (Mg Waldbaum Co), Employment Agreement (Mg Waldbaum Co)
Additional Acknowledgments. In addition, Executive acknowledges that the provisions of this Section 5 Paragraphs 5, 6 and 7 are in consideration of: (i) of employment with the Company, (ii) the issuance by M-Foods Investors, LLC, a Delaware corporation Company and affiliate of the Company ("Investors"), to Executive of Investors' Class B Units (the "Class B Units") and Investors' Class C Units pursuant to the terms of that certain Management Stock Purchase and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive also acknowledges that (i) that the restrictions contained in Paragraphs 5, 6 and 7 do not preclude Executive from earning a livelihood, nor do they unreasonably impose limitations on Executive’s ability to earn a living, (ii) the business of the Company and its subsidiaries is national Subsidiaries and Affiliates will be international in scope and without geographical limitation and (iiiii) notwithstanding the state of incorporation formation or principal office of the Company or residence of any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company and its Subsidiaries and Affiliates will have business activities and have valuable business relationships within its industry throughout the United Statesworld. Executive agrees and acknowledges that the potential harm to the Company and its Subsidiaries and Affiliates of the non-enforcement of Paragraphs 5, 6 and 7 outweighs any potential harm to Executive of its enforcement by injunction or otherwise. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, Agreement and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries Subsidiaries and Affiliates now existing or to be developed in the future. Executive expressly acknowledges future and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 2 contracts
Samples: Employment Agreement (U.S. Silica Holdings, Inc.), Employment Agreement (U.S. Silica Holdings, Inc.)
Additional Acknowledgments. Executive acknowledges that the -------------------------- provisions of this Section 5 are in consideration of: (i) employment with the Company, (ii) the issuance by M-Foods Investors, LLC, a Delaware corporation and affiliate of the Company ("Investors"), to Executive of Investors' Class B Units (the "Class B Units") and Investors' Class C Units pursuant to the terms of that certain Management Stock Purchase Agreement and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase Agreement and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive acknowledges (i) that the business of the Company and its subsidiaries is national in scope and without geographical limitation and (ii) notwithstanding the state of incorporation or principal office of the Company or any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company will have business activities and have valuable business relationships within its industry throughout the United States. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 2 contracts
Samples: Option Cancellation Agreement (M Foods Investors LLC), Option Cancellation Agreement (M Foods Investors LLC)
Additional Acknowledgments. Executive acknowledges that the provisions of this Section 5 are in consideration of: (i) employment with the Company, (ii) the issuance by MTHL-Foods MF Investors, LLC, a Delaware corporation and affiliate of the Company limited liability company ("Investors"), to Executive of Investors' Class A Units, Investors' Class B Units (the "Class B Units") and Investors' Class C Units pursuant to the terms of that certain Management Stock Purchase and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive acknowledges (i) that the business of the Company and its subsidiaries is national in scope and without geographical limitation and (ii) notwithstanding the state of incorporation or principal office of the Company or any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company will have business activities and have valuable business relationships within its industry throughout the United States. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 2 contracts
Samples: Employment Agreement (Michael Foods Inc/New), Employment Agreement (Michael Foods Inc/New)
Additional Acknowledgments. Executive acknowledges that the -------------------------- provisions of this Section 5 7 are in consideration of: (i) employment with the Company, (ii) the issuance by M-Foods Investors, LLC, a Delaware corporation and affiliate of the Company ("Investors"), to Executive of Investors' Class B Units (the "Class B Units") and Investors' Class C Units pursuant to the terms of that certain Management Stock Purchase Agreement and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase Agreement and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive acknowledges (i) that the business of the Company and its subsidiaries is national in scope and without geographical limitation and (ii) notwithstanding the state of incorporation or principal office of the Company or any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company will have business activities and have valuable business relationships within its industry throughout the United States. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 2 contracts
Samples: Option Cancellation Agreement (M Foods Investors LLC), Option Cancellation Agreement (M Foods Investors LLC)
Additional Acknowledgments. Executive acknowledges that the provisions of this Section 5 7 are in consideration of: (i) employment with the Company, (ii) the issuance by M-M- Foods Investors, LLC, a Delaware corporation and affiliate of the Company ("Investors"), to Executive of Investors' Class B Units (the "Class B Units") and Investors' Class C Units pursuant to the terms of that certain Management Stock Purchase and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive acknowledges (i) that the business of the Company and its subsidiaries is national in scope and without geographical limitation and (ii) notwithstanding the state of incorporation or principal office of the Company or any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company will have business activities and have valuable business relationships within its industry throughout the United States. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 2 contracts
Samples: Employment Agreement (Mg Waldbaum Co), Employment Agreement (Mg Waldbaum Co)
Additional Acknowledgments. Executive acknowledges that the provisions of this Section 5 are in consideration of: (i) employment with the Company, (ii) the issuance by MTHL-Foods MF Investors, LLC, a Delaware corporation and affiliate of the Company limited liability company ("Investors"), to Executive of Investors' Class A Units, Investors' Class B Units (the "Class B Units") and Investors' Investor's Class C Units pursuant to the terms of that certain Management Stock Purchase and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive acknowledges (i) that the business of the Company and its subsidiaries is national in scope and without geographical limitation and (ii) notwithstanding the state of incorporation or principal office of the Company or any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company will have business activities and have valuable business relationships within its industry throughout the United States. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 2 contracts
Samples: Employment Agreement (Michael Foods Inc/New), Employment Agreement (Michael Foods Inc/New)
Additional Acknowledgments. Executive acknowledges that the provisions of this Section 5 are in consideration of: (i) employment with the Company, (ii) the issuance by MTHL-Foods MF Investors, LLC, a Delaware corporation limited liability company and affiliate of the Company ("Investors"), to Executive of Investors' Class A Units, Investors' Class B Units (the "Class B Units") and Investors' Class C Units pursuant to the terms of that certain Management Stock Purchase and Unit Subscription Agreement, dated as of the date hereof, by and between Investors and Executive (the "Management Stock Purchase and Unit Subscription Agreement"), and (iii) additional good and valuable consideration as set forth in this Agreement. In addition, Executive acknowledges (i) that the business of the Company and its subsidiaries is national in scope and without geographical limitation and (ii) notwithstanding the state of incorporation or principal office of the Company or any of its subsidiaries, or any of their respective executives or employees (including the Executive), it is expected that the Company will have business activities and have valuable business relationships within its industry throughout the United States. Executive acknowledges that he has carefully read this Agreement and has given careful consideration to the restraints imposed upon Executive by this Agreement, and is in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of the Company and its subsidiaries now existing or to be developed in the future. Executive expressly acknowledges and agrees that each and every restraint imposed by this Agreement is reasonable with respect to subject matter, time period and geographical area.
Appears in 1 contract