Confidentiality Non Compete and Non Solicitation. Employee reaffirms his commitments in Sections 6.a., 6.c. and 6.d. of the Agreement.
Confidentiality Non Compete and Non Solicitation. The Employee reaffirms Employee’s commitments in Section 9 of the Agreement.
Confidentiality Non Compete and Non Solicitation. (a) From and after the Closing, neither Seller nor any of its Affiliates shall use or disclose to any Person, except as required by any Law, any Environmental, Health and Safety Laws or any Order, any Confidential or Proprietary Information, for any reason or purpose whatsoever, and shall not make use of any of the Confidential or Proprietary Information (i) for their own purposes other than in connection with this Agreement or the Related Documents and the transactions contemplated thereby or (ii) for the benefit of any Person except Purchaser or any of its Affiliates.
(b) From and after the Closing, neither Purchaser nor any of its Affiliates shall use or disclose to any Person, except as required by any Law, any Environmental, Health and Safety Laws or any Order, any Seller Confidential or Proprietary Information, for any reason or purpose whatsoever, and shall not make use of any of Seller Confidential or Proprietary Information (i) for their own purposes other than in connection with this Agreement or the Related Documents and the transactions contemplated thereby or (ii) for the benefit of any Person except Seller or any of its Affiliates.
(c) Seller acknowledges and recognizes that the European Business has been conducted by Seller, and further acknowledges and recognizes the highly competitive nature of the industry in which the European Business is involved. Accordingly, in consideration of the premises contained herein and the consideration to be received hereunder, and in consideration of and as an inducement to Purchaser to consummate the transactions contemplated hereby, neither Seller nor any other member of Universal Music Group (as defined in the Manufacturing and Distribution Agreements) shall, from and after the Closing until the date which is three (3) years after the Closing Date or such shorter time if the International Manufacturing Agreement (with reference to the Manufacturing Restriction) or the International Distribution Agreement (with reference to the Distribution Restriction) are terminated prior to such date (unless the termination is a result of a failure of Seller to comply with the terms thereof) (the "Seller Restricted Period"), directly or indirectly, engage in any of Seller Restricted Activities or have or Beneficially Own a Material Interest in any business or Person that (i) manufactures Products or physical format successors or replacements for the Products (the "Manufacturing Restriction"), or (ii) physically distrib...
Confidentiality Non Compete and Non Solicitation. Employee reaffirms his commitments in Sections 6.a. and 6.d. of the Agreement. Employee is hereby released from his obligations under Section 6.c. of the Agreement, as such provision is deemed unnecessary to protect the Company's interests given Employee's limited land, technical geological and operational knowledge.
Confidentiality Non Compete and Non Solicitation. The Employee reaffirms his/her commitments in Article VIII of the Plan, provided however that Section 8.3 of the Plan is not applicable to under the terms of this General Release of Claim, given his limited land, technical geological and operational knowledge, therefore such a provision is deemed unnecessary to protect the Company’s interest.
Confidentiality Non Compete and Non Solicitation. Company and Executive promise and agree as follows:
(a) Except as may be required by law or court order, both Company and Executive shall keep the terms of this Agreement completely confidential and not disclose any information concerning this Agreement to anyone other than (i) Company’s or its affiliates’ legal, financial and tax advisors, and Company’s and its affiliates’ directors and employees, on a need-to-know basis; and (ii) Executive’s immediate family and legal, financial and tax advisors.
(b) Executive shall immediately return to Company all original and copies of files, memoranda, records, drawings, designs, contracts, customer lists and all other documents or physical items, such as mobile phones, personal digital assistants, keys, access cards and credit cards, which are the property of Company, and Executive shall not retain any copies of Company property.
(c) Executive shall keep confidential and not disclose to anyone any information concerning Company’s business, customers, suppliers, design, development, construction and marketing methods, trade secrets and other “know how”, and any other information not of a public nature, regardless of how such information came to Executive’s knowledge, custody or control.
(d) For the period commencing on the Execution Date and ending March 31, 2012, Executive shall not (i) compete with Company or any successor or assignee of the Company as a result of any sale of its slot route business (such successor or assignee, a “Route Purchaser”) for any slot route street or chain store account belonging to Company on the Execution Date (collectively, the “Slot Accounts”), (ii) solicit, induce, or attempt to solicit or induce, any Slot Account to cease or refrain from doing business with Company or Route Purchaser, or (iii) otherwise interfere with Company’s or Route Purchaser’s relationship with any Slot Account.
(e) Except with the prior written consent of the Company’s Chief Executive Officer, for the period commencing on the Execution Date and ending September 30, 2012, Executive shall not, directly or indirectly, individually or in concert with others (i) engage, employ, solicit for employment, or advise or recommend to any other person that they engage, employ or solicit for employment, or carry on any business with, any employee of the Company its affiliates, or (ii) solicit or encourage any employee of the Company or its affiliates to leave the employ of the Company or affiliate, or do any act that is dis...
Confidentiality Non Compete and Non Solicitation. The Seller, each principal of Seller, and any Affiliate of Seller (individually, each a “Security Holder”) acknowledges that it has or may have access to Confidential Information (as defined) and that such Confidential Information does and will constitute valuable, special and unique property of Buyer from and after the Closing Date. The Seller and each Security Holder agrees that (a) for a period of three (3) years after the Closing Date, in the case of the Seller, and (b) for a period of the later of (i) three (3) years after the Closing Date or (ii) two (2) years after the last day of employment with the Buyer, in the case of the Security Holders, neither it nor any of its affiliates, will, directly or indirectly (i) own, manage, operate, control or participate in the ownership, management, operation or control of any business, whether in corporate, proprietorship or partnership form or otherwise, engaged in the design, manufacturing or marketing of products that are competitive with the Business or that otherwise competes with Buyer, (ii) solicit, influence or attempt to influence any employee, customer, supplier, vendor or referral source of Buyer to terminate his or her employment or other contractual relationship with Buyer for any reason or (iii) disclose, reveal, divulge or communicate to any person other than authorized officers, directors, partners, and employees of Buyer, or use or otherwise exploit for its own benefit or for the benefit of
Confidentiality Non Compete and Non Solicitation. You represent, warrant and agree to remain bound by the Company’s Confidential Information Policy, and all Confidentiality, Non-Compete and Non-Solicitation provisions included in your Altice USA 2017 Long Term Incentive Plan Form of Nonqualified Stock Option Award Agreement, according to its terms, or until such time as you execute the Separation Agreement, attached as Exhibit A.
Confidentiality Non Compete and Non Solicitation. Subject to the above, Executive hereby acknowledges, affirms and agrees to comply with his obligations as set forth in that certain Confidentiality, Noncompetition and Nonsolicitation Agreement between Executive and the Company dated as of July 21, 2005.
Confidentiality Non Compete and Non Solicitation
