Common use of Additional Permitted Disclosures Clause in Contracts

Additional Permitted Disclosures. Nothing in the Plan (whether in this Section 7 or otherwise) shall prohibit or restrict an Eligible Executive from lawfully (i) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by any governmental or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) regarding a possible violation of any law; (ii) responding to any inquiry or legal process directed to such Eligible Executive individually from any such Governmental Authorities; (iii) testifying, participating or otherwise assisting in an action or proceeding by any such Governmental Authorities relating to a possible violation of law; (iv) making any other disclosures that are protected under the whistleblower provisions of any applicable law; or (v) making disclosures to such Eligible Executive’s retained attorneys for the purposes of seeking legal advice as to such Eligible Executive’s rights and obligations under the Plan and/or relating to legal recourse for possible violations of the Plan or any law by the Company. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, an Eligible Executive shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (A) is made (x) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (y) solely for the purpose of reporting or investigating a suspected violation of law; (B) is made to such Eligible Executive’s attorney in relation to a lawsuit for retaliation against such Eligible Executive for reporting a suspected violation of law; or (C) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does the Plan require an Eligible Executive to obtain prior authorization from any member of the Company Group before engaging in any conduct described in this Section 7(d), or to notify any member of the Company Group that such Eligible Executive has engaged in any such conduct.

Appears in 2 contracts

Samples: Executive Severance Plan (Talos Energy Inc.), Talos Energy Inc.

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Additional Permitted Disclosures. Nothing in Notwithstanding the Plan (whether foregoing, nothing in this Section 7 or otherwise) Restrictive Covenant Agreement shall prohibit or restrict an Eligible Executive Employee from lawfully lawfully: (i) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by by, any governmental or regulatory agency, entity, or official(s) (collectively, “Governmental Authorities”) authority regarding a possible violation of any law; (ii) responding to any inquiry or legal process directed to such Eligible Executive individually Employee from any such Governmental Authoritiesgovernmental authority; (iii) testifying, participating or otherwise assisting in an any action or proceeding by any such Governmental Authorities governmental authority relating to a possible violation of law; or (iv) making any other disclosures that are protected under the whistleblower provisions of any applicable lawUnited States federal, state or local law or regulation; or provided, that Employee use reasonable best efforts to (vA) making disclosures disclose only information that is reasonably related to such Eligible Executive’s retained attorneys for the purposes of seeking legal advice as to such Eligible Executive’s rights and obligations under the Plan and/or relating to legal recourse for possible violations of the Plan or any law that is requested by the Companysuch agency or entity, and (B) request that such agency or entity treat such information as confidential. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, an Eligible Executive Employee shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (AI) is made (x) in confidence to a federal, state, state or local government official, either directly or indirectly, or to an attorney; attorney and (y) solely for the purpose of reporting or investigating a suspected violation of law; (BII) is made to such Eligible ExecutiveEmployee’s attorney in relation to a lawsuit for retaliation against such Eligible Executive Employee for reporting a suspected violation of law; or (CIII) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does the Plan require an Eligible Executive Nothing in this Restrictive Covenant Agreement requires Employee to obtain prior authorization from any member of the Company Group before engaging in any conduct described in this Section 7(d1(d), or to notify any member of the Company Group that such Eligible Executive Employee has engaged in any such conduct.

Appears in 1 contract

Samples: Separation, Consulting and Release Agreement (Archaea Energy Inc.)

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Additional Permitted Disclosures. Nothing in Notwithstanding the Plan (whether foregoing, nothing in this Section 7 or otherwise) Restrictive Covenant Agreement shall prohibit or restrict an Eligible Executive Employee from lawfully (i) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by by, any governmental or regulatory agency, entity, or official(s) authority (collectively, “Governmental Authorities”including the U.S. Securities and Exchange Commission) regarding a possible violation of any law; (ii) responding to any inquiry or legal process directed to such Eligible Executive individually Employee from any such Governmental Authoritiesgovernmental authority; (iii) testifying, participating or otherwise assisting in an any action or proceeding by any such Governmental Authorities governmental authority relating to a possible violation of lawlaw or pursuant to the Xxxxxxxx-Xxxxx Act; (iv) accepting any U.S. Securities and Exchange Commission awards or other awards in connection with the whistleblower provisions of federal or other applicable law or regulation; or (v) making any other disclosures that are protected under the whistleblower provisions of any applicable law; law or (v) making disclosures to such Eligible Executive’s retained attorneys for the purposes of seeking legal advice as to such Eligible Executive’s rights and obligations under the Plan and/or relating to legal recourse for possible violations of the Plan or any law by the Companyregulation. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, an Eligible Executive 18 U.S.C. § 1833(b), Employee shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (A) is made (x) in confidence to a federal, state, state or local government official, either directly or indirectly, or to an attorney; attorney and (y) solely for the purpose of reporting or investigating a suspected violation of law; (B) is made to such Eligible ExecutiveEmployee’s attorney in relation to a lawsuit for retaliation against such Eligible Executive Employee for reporting a suspected violation of law; law or (C) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nor does the Plan require an Eligible Executive Nothing in this Restrictive Covenant Agreement requires Employee to obtain prior authorization from any member of the Company Partnership Group or any other person or entity before engaging in any conduct described in this Section 7(d1(d), or to notify any member of the Company Partnership Group that such Eligible Executive Employee has engaged in any such conduct, and nothing is intended to conflict with 18 U.S.C. § 1833(b) or create liability for disclosures of trade secrets that are expressly allowed by such section. Nothing herein prevents Employee from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination.

Appears in 1 contract

Samples: Release Agreement (Mach Natural Resources Lp)

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