Common use of CONFIDENTIALITY AND RESTRAINT Clause in Contracts

CONFIDENTIALITY AND RESTRAINT. 14.1 It is recorded that in the performance of his duties for the Company anywhere in the world, including those performed in West and East Africa, the Employee will: 14.1.1 acquire knowledge of the know-how, trade secrets and other confidential information of the Company relating to its and associated companies' activities; 14.1.2 derive considerable benefit from the technical and/or business experience which he will obtain from the Company and associated companies. 14.2 For one or more or all of the reasons set forth in 14.1, it is agreed that in order to protect the proprietary interests of the Company and associated companies the Employee shall not: 14.2.1 either during the continuance of his employment or thereafter, divulge or disclose or use any information or knowledge so acquired by him relating to the matters set forth in 14.1.1, to any person whomsoever, whether for his own benefit or otherwise, except to those officials of the Company whose province it is to know the same, or 14.2.2 during the continuance of his employment and for a period of 12 (Twelve) months thereafter, entice or solicit or canvass the services of any person, company or entity with whom the Company or any associated company has a written agreement at the date of termination of the Employee's employment, away from any such company, or accept or be interested in any such services, whether for his own benefit or otherwise. 14.3 The Employee undertakes not to do any of the things set forth in 14.2 either directly or indirectly and whether as a director or partner or owner or principal or agent or representative or shareholder or financier or employee. 14.4 The Employee agrees that: 14.4.1 the restraints set out above are reasonable as to their subject matter, area and duration, to protect the Company's proprietary interests; 14.4.2 each of the restraints set out in clause 14.2 are separate and independent restraints severable from any of the other restraints set out therein; 14.4.3 the time period for which he is restrained from doing any of the things set out above shall be severable as to each calendar month within that period; and 14.4.4 if any one or more of the restraints set out above are invalid or unenforceable for any reason, the validity of any of the other restraints shall not be affected thereby. 14.5 The Employee may request the Company to release the Employee from any or all of the restraints described above or to relax the application of any or all of such restraints. The Company agrees to act reasonably in granting or refusing any such request. Any request by the employee in terms hereof shall be made by the Employee to the Company in writing. Likewise, the decision of the Company in respect of any such request shall be given in writing by the Company to the Employee. Any conditions which the Company may impose, in the event of the Company agreeing to any such request, shall be contained in such written communication by the Company to the employee. 14.6 Nothing contained in this clause shall preclude the Employee from holding or acquiring shares or other securities of any other companies which are quoted on any recognised stock exchange by way of bona fide investment, provided however, that any such investment shall not exceed 5% (five per centum) of the entire issued share capital or class of shares or other securities, as the case may be, of the company in question without the prior written consent of the Company which shall not be unreasonably withheld and provided further, that the Company shall be entitled to require him not to do so in any particular case on the ground that such other company is or may be carrying on a business competing or tending to compete with the business of the Company or any associated company. 14.7 As consideration for the Employee agreeing to the restraints described in 14.2, it is recorded and agreed that the Company will forthwith pay the Employee an amount equal to the gross amount of the Employee's remuneration package stated in clause 5.1 of US$320,000 (Three hundred and twenty thousand United States Dollars) less the amount of US$192,000 paid previously to the Employee during his First and Second Contracts of Employment; which amounts to US$128,000, on the following basis: 14.7.1 should the Employee commit a material breach of the restraint undertakings given by the Employee in this Clause, then if the breach is one which is not capable of being remedied or being a breach which is capable of being remedied is not remedied within 30 (thirty) days after written demand given by the Company to the Employee, the Company shall be entitled to institute action against the Employee for agreed damages of US$320,000 in order to compensate the Company for the harm suffered by the Company.

CONFIDENTIALITY AND RESTRAINT. 14.1 It is recorded that in the performance of his duties for the Company anywhere in the worldCompany, including those performed in West and East Africa, the Employee will: 14.1.1 acquire knowledge of the know-how, trade secrets and other confidential information of the Company relating to its and associated companies' activities; 14.1.2 derive considerable benefit from the technical and/or business experience which he will obtain from the Company and associated companies. 14.2 For one or more or all of the reasons set forth in 14.1, it is agreed that in order to protect the proprietary interests of the Company and associated companies the Employee shall not: 14.2.1 either during the continuance of his employment or thereafter, divulge or disclose or use any information or knowledge so acquired by him relating to the matters set forth in 14.1.1, to any person whomsoever, whether for his own benefit or otherwise, except to those officials of the Company whose province it is to know the same, or 14.2.2 during the continuance of his employment and for a period of 12 (Twelve) months thereafter, entice or solicit or canvass the services of any person, company or entity with whom the Company or any associated company has a written agreement at the date of termination of the Employee's employment, away from any such company, or accept or be interested in any such services, whether for his own benefit or otherwise. 14.3 The Employee undertakes not to do any of the things set forth in 14.2 either directly or indirectly and whether as a director or partner or owner or principal or agent or representative or shareholder or financier or employee. 14.4 The Employee agrees that: 14.4.1 the restraints set out above are reasonable as to their subject matter, area and duration, to protect the Company's proprietary interests; 14.4.2 each of the restraints set out in clause 14.2 are separate and independent restraints severable from any of the other restraints set out therein; 14.4.3 the time period for which he is restrained from doing any of the things set out above shall be severable as to each calendar month within that period; and 14.4.4 if any one or more of the restraints set out above are invalid or unenforceable for any reason, the validity of any of the other restraints shall not be affected thereby. 14.5 The Employee may request the Company to release the Employee from any or all of the restraints described above or to relax the application of any or all of such restraints. The Company agrees to act reasonably in granting or refusing any such request. Any request by the employee in terms hereof shall be made by the Employee to the Company in writing. Likewise, the decision of the Company in respect of any such request shall be given in writing by the Company to the Employee. Any conditions which the Company may impose, in the event of the Company agreeing to any such request, shall be contained in such written communication by the Company to the employee. 14.6 Nothing contained in this clause shall preclude the Employee from holding or acquiring shares or other securities of any other companies which are quoted on any recognised stock exchange by way of bona fide investment, provided however, that any such investment shall not exceed 5% (five per centum) of the entire issued share capital or class of shares or other securities, as the case may be, of the company in question without the prior written consent of the Company which shall not be unreasonably withheld and provided further, that the Company shall be entitled to require him not to do so in any particular case on the ground that such other company is or may be carrying on a business competing or tending to compete with the business of the Company or any associated company. 14.7 As consideration for the Employee agreeing to the restraints described in 14.2, it is recorded and agreed that the Company will forthwith pay the Employee an amount equal to the gross amount of the Employee's remuneration package stated in clause 5.1 of US$320,000 (Three hundred and twenty thousand United States Dollars) less the amount of US$192,000 paid previously to the Employee during his First and Second Contracts of Employment; which amounts to US$128,000, on the following basis: 14.7.1 should the Employee commit a material breach of the restraint undertakings given by the Employee in this Clause, then if the breach is one which is not capable of being remedied or being a breach which is capable of being remedied is not remedied within 30 (thirty) days after written demand given by the Company to the Employee, the Company shall be entitled to institute action against the Employee for agreed damages of US$320,000 in order to compensate the Company for the harm suffered by the Company.

CONFIDENTIALITY AND RESTRAINT. 14.1 It is recorded that in the performance of his duties for the Company anywhere in the worldCompany, including those performed in West and East Africa, the Employee will: 14.1.1 acquire knowledge of the know-how, trade secrets and other confidential information of the Company relating to its and associated companies' activities; 14.1.2 derive considerable benefit from the technical and/or business experience which he will obtain from the Company and associated companies. 14.2 For one or more or all of the reasons set forth in 14.1, it is agreed that in order to protect the proprietary interests of the Company and associated companies the Employee shall not: 14.2.1 either during the continuance of his employment or thereafter, divulge or disclose or use any information or knowledge so acquired by him relating to the matters set forth in 14.1.1, to any person whomsoever, whether for his own benefit or otherwise, except to those officials of the Company whose province it is to know the same, or 14.2.2 during the continuance of his employment and for a period of 12 (Twelve) months thereafter, entice or solicit or canvass the services of any person, company or entity with whom the Company or any associated company has a written agreement at the date of termination of the Employee's employment, away from any such company, or accept or be interested in any such services, whether for his own benefit or otherwise. 14.3 The Employee undertakes not to do any of the things set forth in 14.2 either directly or indirectly and whether as a director or partner or owner or principal or agent or representative or shareholder or financier or employee. 14.4 The Employee agrees that: 14.4.1 the restraints set out above are reasonable as to their subject matter, area and duration, to protect the Company's proprietary interests; 14.4.2 each of the restraints set out in clause 14.2 are separate and independent restraints severable from any of the other restraints set out therein; 14.4.3 the time period for which he is restrained from doing any of the things set out above shall be severable as to each calendar month within that period; and 14.4.4 if any one or more of the restraints set out above are invalid or unenforceable for any reason, the validity of any of the other restraints shall not be affected thereby. 14.5 The Employee may request the Company to release the Employee from any or all of the restraints described above or to relax the application of any or all of such restraints. The Company agrees to act reasonably in granting or refusing any such request. Any request by the employee Employee in terms hereof shall be made by the Employee to the Company in writing. Likewise, the decision of the Company in respect of any such request shall be given in writing by the Company to the Employee. Any conditions which the Company may impose, in the event of the Company agreeing to any such request, shall be contained in such written communication by the Company to the employeeEmployee. 14.6 Nothing contained in this clause shall preclude the Employee from holding or acquiring shares or other securities of any other companies company which are quoted on any recognised stock exchange by way of bona fide investment, provided however, that any such investment shall not exceed 5% (five per centum) of the entire issued share capital or class of shares or other securities, as the case may be, of the company in question without the prior written consent of the Company which shall not be unreasonably withheld and provided further, that the Company shall be entitled to require him not to do so in any particular case on the ground that such other company is or may be carrying on a business competing or tending to compete with the business of the Company or any associated company. 14.7 As consideration for the Employee agreeing to the restraints described in 14.2, it is recorded and agreed that the Company will forthwith pay the Employee an amount equal to twice the gross amount of the Employee's remuneration package stated in clause 5.1 of US$320,000 (Three hundred and twenty thousand United States Dollars) US $375,000 less the amount of US$192,000 US $648,000 paid previously to the Employee during his First and Second Contracts of Employment; which amounts to US$128,000US $102,000, on the following basis: 14.7.1 should the Employee commit a material breach of the restraint undertakings given by the Employee in this Clause, then if the breach is one which is not capable of being remedied or being a breach which is capable of being remedied is not remedied within 30 (thirty) days after written demand given by the Company to the Employee, the Company shall be entitled to institute action against the Employee for agreed damages of US$320,000 US $750,000, in order to compensate the Company for the harm suffered by the Company.

CONFIDENTIALITY AND RESTRAINT. 14.1 15.1 It is recorded that in the performance of his duties for the Company anywhere in the world, including those performed in West and East Africa, the Employee will: 14.1.1 15.1.1 acquire knowledge of the know-how, trade secrets and other confidential information of the Company relating to its and associated companies' activities; 14.1.2 15.1.2 derive considerable benefit from the technical and/or business experience which he will obtain from the Company and associated companies. 14.2 15.2 For one or more or all of the reasons set forth in 14.115.1, it is agreed that in order to protect the proprietary interests of the Company and associated companies the Employee shall not: 14.2.1 15.2.1 either during the continuance of his employment or thereafter, for a period of 24 months, divulge or disclose or use any information or knowledge so acquired by him relating to the matters set forth in 14.1.115.1.1, to any person whomsoever, whether for his own benefit or otherwise, except to those officials of the Company whose province it is to know the same, ; or 14.2.2 15.2.2 during the continuance of his employment and for a period of 12 (Twelvetwelve) months thereafter, entice or solicit or canvass the services of any person, company or entity with whom the Company or any associated company has a written agreement at the date of termination of the Employee's employment, away from any such company, or accept or be interested in any such services, whether for his own benefit or otherwise. 14.3 15.3 The Employee undertakes not to do any of the things set forth in 14.2 15.2, either directly or indirectly and whether as a director or partner or owner or principal or agent or representative or shareholder or financier or employee. 14.4 15.4 The Employee agrees that: 14.4.1 15.4.1 the restraints set out above are reasonable as to their subject matter, area and duration, to protect the Company's proprietary interests; 14.4.2 15.4.2 each of the restraints set out in clause 14.2 15.2, are separate and independent restraints severable from any of the other restraints set out therein; 14.4.3 15.4.3 the time period for which he is restrained from doing any of the things set out above shall be severable as to each calendar month within that period; and 14.4.4 15.4.4 if any one or more of the restraints set out above are invalid or unenforceable for any reason, the validity of any of the other restraints shall not be affected thereby. 14.5 The Employee may request the Company to release the Employee from any or all of the restraints described above or to relax the application of any or all of such restraints. The Company agrees to act reasonably in granting or refusing any such request. Any request by the employee in terms hereof shall be made by the Employee to the Company in writing. Likewise, the decision of the Company in respect of any such request shall be given in writing by the Company to the Employee. Any conditions which the Company may impose, in the event of the Company agreeing to any such request, shall be contained in such written communication by the Company to the employee. 14.6 Nothing contained in this clause shall preclude the Employee from holding or acquiring shares or other securities of any other companies which are quoted on any recognised stock exchange by way of bona fide investment, provided however, that any such investment shall not exceed 5% (five per centum) of the entire issued share capital or class of shares or other securities, as the case may be, of the company in question without the prior written consent of the Company which shall not be unreasonably withheld and provided further, that the Company shall be entitled to require him not to do so in any particular case on the ground that such other company is or may be carrying on a business competing or tending to compete with the business of the Company or any associated company. 14.7 15.5 As consideration for the Employee agreeing to the restraints described in 14.215.2, it is recorded and agreed that the Company will forthwith pay the Employee an amount equal to twice the gross amount of the Employee's remuneration package stated in clause 5.1 of US$320,000 600,000 (Three Six hundred and twenty thousand United States Dollars) less the amount of US$192,000 760,000 paid previously to the Employee during his First second, Third and Second Fourth Contracts of Employment; , which amounts to US$128,000440,000, on the following basis: 14.7.1 15.5.1 should the Employee commit a material breach of the restraint undertakings given by the Employee in this ClauseClause 15, then if the breach is one which is not capable of being remedied or being a breach which is capable of being remedied is not remedied within 30 (thirty) days after written demand given by the Company to the Employee, the Company shall be entitled to institute action against the Employee for agreed damages of US$320,000 1,200,000 in order to compensate the Company for the harm suffered by the Company.

CONFIDENTIALITY AND RESTRAINT. 14.1 It is recorded that in the performance of his duties for the Company anywhere in the worldCompany, including those performed in West and East Africa, the Employee will: 14.1.1 acquire knowledge of the know-how, trade secrets and other confidential information of the Company relating to its and associated companies' activities; 14.1.2 derive considerable benefit from the technical and/or business experience which he will obtain from the Company and associated companies. 14.2 For one or more or all of the reasons set forth in 14.1, it is agreed that in order to protect the proprietary interests of the Company and associated companies the Employee shall not: 14.2.1 either during the continuance of his employment or thereafter, divulge or disclose or use any information or knowledge so acquired by him relating to the matters set forth in 14.1.1, to any person whomsoever, whether for his own benefit or otherwise, except to those officials of the Company whose province it is to know the same, ; or 14.2.2 during the continuance of his employment and for a period of 12 (Twelve) months thereafter, entice or solicit or canvass the services of any person, company or entity with whom the Company or any associated company has a written agreement at the date of termination of the Employee's employment, away from any such company, or accept or be interested in any such services, whether for his own benefit or otherwise. 14.3 The Employee undertakes not to do any of the things set forth in 14.2 either directly or indirectly and whether as a director or partner or owner or principal or agent or representative or shareholder or financier or employee. 14.4 The Employee agrees that: 14.4.1 the restraints set out above are reasonable as to their subject matter, area and duration, to protect the Company's proprietary interests; 14.4.2 each of the restraints set out in clause 14.2 are separate and independent restraints severable from any of the other restraints set out therein; 14.4.3 the time period for which he is restrained from doing any of the things set out above shall be severable as to each calendar month within that period; and 14.4.4 if any one or more of the restraints set out above are invalid or unenforceable for any reason, the validity of any of the other restraints shall not be affected thereby. 14.5 The Employee may request the Company to release the Employee from any or all of the restraints described above or to relax the application of any or all of such restraints. The Company agrees to act reasonably in granting or refusing any such request. Any request by the employee Employee in terms hereof shall be made by the Employee to the Company in writing. Likewise, the decision of the Company in respect of any such request shall be given in writing by the Company to the Employee. Any conditions which the Company may impose, in the event of the Company agreeing to any such request, shall be contained in such written communication by the Company to the employeeEmployee. 14.6 Nothing contained in this clause shall preclude the Employee from holding or acquiring shares or other securities of any other companies company which are quoted on any recognised stock exchange by way of bona fide investment, provided provided, however, that any such investment shall not exceed 5% (five per centum) of the entire issued share capital or class of shares or other securities, as the case may be, of the company in question without the prior written consent of the Company which shall not be unreasonably withheld and provided further, that the Company shall be entitled to require him not to do so in any particular case on the ground that such other company is or may be carrying on a business competing or tending to compete with the business of the Company or any associated company. 14.7 As consideration for the Employee agreeing to the restraints described in 14.2, it is recorded and agreed that the Company will forthwith pay the Employee an amount equal to twice the gross amount of the Employee's remuneration package stated in clause 5.1 of US$320,000 (Three hundred and twenty thousand United States Dollars) US $462,000 less the amount of US$192,000 US $760,000 paid previously to the Employee during his First Second and Second Third Contracts of Employment; which amounts to US$128,000US $164,000, on the following basis: 14.7.1 should the Employee commit a material breach of the restraint undertakings given by the Employee in this Clause, then if the breach is one which is not capable of being remedied or being a breach which is capable of being remedied is not remedied within 30 (thirty) days after written demand given by the Company to the Employee, the Company shall be entitled to institute action against the Employee for agreed damages of US$320,000 US $924,000, in order to compensate the Company for the harm suffered by the Company.

CONFIDENTIALITY AND RESTRAINT. 14.1 It is recorded that in the performance of his duties for the Company anywhere in the worldCompany, including those performed in West and East Africa, the Employee will: 14.1.1 acquire knowledge of the know-how, trade secrets and other confidential information of the Company relating to its and associated companies' activities; 14.1.2 derive considerable benefit from the technical and/or business experience which he will obtain from the Company and associated companies. 14.2 For one or more or all of the reasons set forth in 14.1, it is agreed that in order to protect the proprietary interests of the Company and associated companies the Employee shall not: 14.2.1 either during the continuance of his employment or thereafter, divulge or disclose or use any information or knowledge so acquired by him relating to the matters set forth in 14.1.1, to any person whomsoever, whether for his own benefit or otherwise, . except to those officials of the Company whose province it is to know the same, or 14.2.2 during the continuance of his employment and for a period of 12 (Twelve) months thereafter, entice or solicit or canvass the services of any person, . company or entity with whom the Company or any associated company has a written agreement at the date of termination of the Employee's employment, away from any such company, or accept or be interested in any such services, whether for his own benefit or otherwise. 14.3 The Employee undertakes not to do any of the things set forth in 14.2 either directly or indirectly and whether as a director or partner or owner or principal or agent or representative or shareholder or financier or employee. 14.4 The Employee agrees that:; 14.4.1 the restraints set out above are reasonable as to their subject matter, area and duration, to protect the Company's proprietary interests; 14.4.2 each of the restraints set out in clause 14.2 are separate and independent restraints severable from any of the other restraints set out therein; 14.4.3 the time period for which he is restrained from doing any of the things set out above shall be severable as to each calendar month within that period; and 14.4.4 if any one or more of the restraints set out above are invalid or unenforceable for any reason, the validity of any of the other restraints shall not be affected thereby. 14.5 The Employee may request the Company to release the Employee from any or all of the restraints described above or to relax the application of any or all of such restraints. The Company agrees to act reasonably in granting or refusing any such request. Any request by the employee Employee in terms hereof shall be made by the Employee to the Company in writing. Likewise, the decision of the Company in respect of any such request shall be given in writing by the Company to the Employee. Any conditions which the Company may impose, in the event of the Company agreeing to any such request, shall be contained in such written communication by the Company to the employeeEmployee. 14.6 Nothing contained in this clause shall preclude the Employee from holding or acquiring shares or other securities of any other companies company which are quoted on any recognised stock exchange by way of bona fide investment, provided however, that any such investment shall not exceed 5% (five per centum) of the entire issued share capital or class of shares or other securities, as the case may be, of the company in question without the prior written consent of the Company which shall not be unreasonably withheld and provided further, that the Company shall be entitled to require him not to do so in any particular case on the ground that such other company is or may be carrying on a business competing or tending to compete with the business of the Company or any associated company. 14.7 As consideration for the Employee agreeing to the restraints described in 14.2, it is recorded and agreed that the Company will forthwith pay the Employee an amount equal to the gross amount of the Employee's remuneration package stated in clause 5.1 of US$320,000 (Three hundred and twenty thousand United States Dollars) less the amount of US$192,000 paid previously to the Employee during his First and Second Contracts of Employment; which amounts to US$128,000at US $192000, on the following basis: 14.7.1 should the Employee commit a material breach of the restraint undertakings given by the Employee in this Clause, then if the breach is one which is not capable of being remedied or being a breach which is capable of being remedied is not remedied within 30 (thirty) days after written demand given by the Company to the Employee, the Company shall be entitled to institute action against the Employee for agreed damages of US$320,000 US $192,000, in order to compensate the Company for the harm suffered by the Company.