Agreement on Fairness. Employee acknowledges that: (i) this Agreement has been specifically bargained between the parties and reviewed by Employee, (ii) Employee has had an opportunity to obtain legal counsel to review this Agreement, and (iii) the covenants made by and duties imposed upon Employee hereby are fair, reasonable and minimally necessary to protect the legitimate business interests of the Company, and such covenants and duties will not place an undue burden upon Employee’s livelihood in the event of termination of Employee’s employment by the Company and the strict enforcement of the covenants contained herein.
Agreement on Fairness. Executive acknowledges that: (i) this Agreement has been specifically bargained between the parties and reviewed by Executive, (ii) Executive has had an opportunity to obtain legal counsel to review this Agreement, and (iii) the covenants made by and duties imposed upon Executive hereby are fair, reasonable and minimally necessary to protect the legitimate business interests of the Company, and such covenants and duties will not place an undue burden upon Executive’s livelihood in the event of termination of Executive’s employment by the Company and the strict enforcement of the covenants contained herein.
Agreement on Fairness. Employee acknowledges that: (i) this Agreement has been specifically bargained between the parties and reviewed by Employee; (ii) Employee has had an opportunity to obtain legal counsel to review this Agreement and has in fact obtained legal counsel to review this Agreement; and (iii) the covenants made by and duties imposed upon Employee hereby are fair, reasonable and minimally necessary to protect the legitimate business interests of the Company, and such covenants and duties will not place an undue burden upon Employee’s livelihood in the event of termination of Employee’s employment by the Company and the strict enforcement of the covenants contained herein.
Agreement on Fairness. Employee acknowledges that: (i) this Agreement has been specifically bargained between the parties and reviewed by Employee, (ii) Employee has had an opportunity to obtain legal counsel to review this Agreement, and (iii) Employee voluntarily enters this Agreement.
Agreement on Fairness. The Seller, Xxxxxxx Properties, Shareholders and Members acknowledge that, with respect to the reasonableness of this noncompetition covenant: (i) in determining the consideration paid to the Seller and Xxxxxxx Properties for the Purchased Assets, Xxxxxxx Properties Purchased Assets and Business, the Buyer has valued the Purchased Assets, Xxxxxxx Properties Purchased Assets and Business in reliance upon the goodwill and earnings stream reasonably expected to be derived therefrom and, further, upon the absence of activities by the Seller, Xxxxxxx Properties, Shareholders and Members competitive to the Business and the absence of disclosure by such Persons of confidential information, which reliance and reasonable expectations would be unfairly frustrated if the Seller, Xxxxxxx Properties, Shareholders or Members failed to comply with the restrictions contained herein; (ii) the covenants contained in this Section 6.21 have been specifically bargained between the parties in the context of the contemplated transactions; (iii) the Seller, Xxxxxxx Properties, Shareholders and Members have obtained legal counsel to review this Agreement; (iv) the covenants made by and duties imposed upon them hereby are fair, reasonable and minimally necessary to protect the legitimate business interests and expectations of the Buyer, and such covenants and duties will not place an undue burden upon the Shareholders or Members in the event of the strict enforcement of the covenants contained herein; and (v) the economic benefits of the contemplated transactions directly and indirectly accruing to the Seller, Xxxxxxx Properties, Shareholders and Members constitute full, fair and adequate consideration to them in exchange for their execution of and compliance with this Agreement.
Agreement on Fairness. The Controlling Shareholders acknowledge that: (i) the Investor and Company have valued the Redeemed Shares in reliance upon the expected earnings stream of the Company and, further, upon the absence of disclosure by the Controlling Shareholders of confidential information and the absence of activities by the Shareholders which compete with the Company; and (ii) the covenants made and duties imposed upon the Controlling Shareholders in this Section were specifically required by, and bargained among, the Controlling Shareholders, Investor and the Company as a condition of Investor's willingness to enter into this Agreement.
Agreement on Fairness. Consultant acknowledges that: (i) this Agreement has been specifically bargained between the parties and reviewed by Consultant and his counsel and (ii) the covenants made by and the duties imposed upon Consultant hereby are fair, reasonable, and minimally necessary to protect the legitimate business interests of Matech, and such covenants and duties will not place an undue burden upon Consultant's livelihood.
