Confidentiality Nonsolicitation Noncompetition. (a) The Employee agrees that he will not, whether during his service as an employee of the Company or its subsidiaries or at any time thereafter, divulge, communicate, or use to the detriment of, H.I.G. Capital, the Company or any of their respective subsidiaries or affiliates (collectively, the “Group”) or any other person, firm or entity, confidential information or trade secrets relating to the Group, including, without limitation, business strategies, operating plans, acquisition strategies (including the identities of (and any other information concerning) possible acquisition candidates), financial information, market analysis, acquisition terms and conditions, personnel information, know-how, customer lists and relationships, supplier lists and relationships, or other non-public proprietary and confidential information relating to the Group. The foregoing confidentiality agreement shall not apply if the communication (i) is required in the course of performing his duties as an employee of the Company or its subsidiaries, (ii) is made with the Board of Directors’ written consent, (iii) relates to information that is or becomes generally known by the public other than as a result of a breach of this Agreement by the Employee, or (iv) is required to be disclosed by law or judicial or administrative process; provided, that, in the case of clause (iv), the Employee provides the Company with prompt prior written notice of such requirement and the terms of and circumstances surrounding such requirement so that the Company may seek an appropriate protective order or other remedy, or waive compliance with the terms of this Agreement, and the Employee shall provide such cooperation with respect to obtaining a protective order or other remedy as the Company shall reasonably request. If a protective order or other remedy is not obtained, or if the Company is required to waive compliance with the provisions hereof, the Employee will furnish only that portion of such confidential information or trade secrets which, as it is advised in a written opinion by its counsel, it is legally required to furnish. (b) During his service as an employee of the Company or its subsidiaries and for the two-year period thereafter, the Employee shall not, to the detriment of the Company or its subsidiaries, directly or indirectly, for himself or on behalf of any other person, firm or entity: (i) solicit, hire, employ, engage or retain any person who at any time during the preceding 12-month period was an employee of, the Company or any of its subsidiaries; or (ii) encourage, induce or attempt to encourage or induce any person who at any time during the preceding 12-month period was a supplier or customer of the Company or any of its subsidiaries to cease doing business with the Company or any of its subsidiaries or to decrease the amount of business such supplier or customer does with the Company or any of its subsidiaries. (c) During his service as an employee of the Company or its subsidiaries and for the two-year period thereafter, the Employee shall not, directly or indirectly, engage in, or serve as a principal, partner, joint venturer, member, creditor, manager, trustee, agent, stockholder, director, officer or employee of, or advisor to, or in any other capacity, or in any manner, own, control, finance, manage, operate, or otherwise participate, invest, or have any interest in, or be connected with, any person, firm or entity which offers for sale, sells or otherwise distributes, through catalogs or other direct marketing channels (including, without limitation, the Internet), products substantially similar to, or competitive with, those products offered for sale, sold or otherwise distributed by the Company or its subsidiaries (collectively, the “Company Business”) anywhere in North America or any other country in which the Company Business was conducted or related sales were effected during the preceding two (2) years. (d) Whether during or after the term of his employment, the Employee shall not disparage, defame or discredit any member of the Group or engage in any activity which would have the effect of disparaging, defaming or discrediting any member of the Group. (e) The Employee acknowledges that the agreements contained herein (including the agreements contained in this Section 8) are reasonable and necessary for the protection of the members of the Group and are an essential inducement to the Company to enter into this Agreement. Accordingly, the Employee shall be bound by the provisions of this Agreement (including the provisions of this Section 8) to the maximum extent permitted by law, it being the intent and spirit of the parties that the foregoing shall be fully enforceable. However, the parties further agree that, if any of the provisions hereof shall for any reason be held to be excessively broad as to duration, geographical scope, property or subject matter, such provision shall be construed by limiting and reducing it so as to be enforceable to the extent compatible with applicable law as it shall herein pertain. (f) Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all copies of data, information, know-how and knowledge of any member of the Group including, without limitation, all confidential information, trade secrets, documents, correspondence, notebooks, reports, computer programs, names of all employees and consultants, and all other materials and copies thereof (including computer discs and other electronic media) relating in any way to the business of any member of the Group in any way obtained by the Employee during the period of his employment with the Company. Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all tangible property belonging, leased or licensed to any member of the Group in the possession of the Employee, including, without limitation, telephones, facsimile machines, computers, automobiles and credit cards. (g) The Employee acknowledges that the services to be rendered under the provisions of this Agreement are of a unique nature and that it would be difficult or impossible to replace such services and that by reason thereof the Employee agrees and consents that if he violates the provisions of this Section 8, the Company, in addition to any other rights and remedies available under this Agreement or otherwise, shall be entitled to an injunction to be issued or specific performance to be required restricting the Employee from committing or continuing any such violation.
Appears in 1 contract
Confidentiality Nonsolicitation Noncompetition. (a) The Employee recognizes the time and expense incurred in connection with developing proprietary and confidential information in connection with the Company’s business and operations. The Employee agrees that he will not, whether during his service as an employee of the Company or its subsidiaries Term or at any time thereafter, divulge, communicate, or use to the detriment of, H.I.G. Capital, of the Company or any of their respective subsidiaries or affiliates (collectively, the “Group”) Group or any other person, firm or entity, confidential information or trade secrets relating to the Group, including, without limitation, business strategies, operating plans, acquisition strategies (including the identities of (and any other information concerning) possible acquisition candidates), pro forma financial information, market analysis, acquisition terms and conditions, personnel information, product information, know-how, customer lists and relationships, supplier lists and relationshipslists, or other non-public proprietary and confidential information relating to the Group. The foregoing confidentiality agreement shall not apply if the communication (i) is required in the course of performing his duties as an employee of the Company or its subsidiaries, (ii) is made with the Board of Directors’ prior written consent, (iii) relates to information that is or becomes generally known by the public other than as a result of a breach of this Agreement by the Employee, or (iv) is required to be disclosed by law or judicial or administrative process; provided, that, in the case of clause (iv), the Employee provides the Company with prompt prior written notice of such requirement and the terms of and circumstances surrounding such requirement so that the Company may seek an appropriate protective order or other remedy, or waive compliance with the terms of this Agreement, and the Employee shall provide such cooperation with respect to obtaining a protective order or other remedy as the Company shall reasonably request. If a protective order or other remedy is not obtained, or if the Company is required to waive compliance with the provisions hereof, the Employee will furnish only that portion of such confidential information or trade secrets which, as it is advised in a written opinion by its counsel, it is legally required to furnish.
(b) During his service as an employee of the Company or its subsidiaries Term and for the two-year period thereafter, the Employee shall not, to the detriment of the Company or its subsidiaries, directly or indirectly, for himself or on behalf of any other person, firm or entity: (i) , solicit, hire, employ, engage or retain any person who at any time during the preceding 12-month period was an employee of, or consultant to, the Company Group or contact any supplier, customer, mortgage broker or employee of, or consultant to, the Group for the purpose of soliciting or diverting any such supplier, customer, mortgage broker, employee or consultant from the Group or otherwise interfering with the business relationship of the Group with any of its subsidiaries; or (ii) encourage, induce or attempt to encourage or induce any person who at any time during the preceding 12-month period was a supplier or customer of the Company or any of its subsidiaries to cease doing business with the Company or any of its subsidiaries or to decrease the amount of business such supplier or customer does with the Company or any of its subsidiariesforegoing.
(c) During his service as an employee of the Company or its subsidiaries Term and for the two-year period thereafter, the Employee shall not, directly or indirectly, engage in, or serve as a principal, partner, joint venturer, member, creditor, manager, trustee, agent, stockholder, director, officer or employee of, or lender, consultant or advisor to, or in any other capacity, or in any manner, own, control, finance, manage, operate, finance, or otherwise participate, invest, or have any interest in, or be connected with, any person, firm or entity which offers for salethat engages, sells directly or otherwise distributesindirectly, through catalogs or other direct marketing channels (including, without limitation, the Internet), products substantially similar to, or competitive with, those products offered for sale, sold or otherwise distributed in any business conducted by the Company or its subsidiaries within the United States of America; provided, however, that the Employee shall be permitted to own as a passive investment up to 1% of the outstanding equity of any publicly-owned corporation, other than the Company (collectively, the “Company Business”) anywhere in North America or any other country in which the Employee’s ownership is not restricted), which is engaged in any such business. For purposes of this Agreement, the business conducted by the Company Business was conducted or related sales were effected during includes the preceding two (2) yearsorigination and sale of residential mortgage loans.
(d) Whether during or after the term of his employment, the Employee shall not disparage, defame or discredit any member of the Group or engage in any activity which would have the effect of disparaging, defaming or discrediting any member of the Group.
(e) The Employee acknowledges that his employment by the Company and agreements contained herein (including the agreements contained in of this Section 8) 6) are reasonable and necessary for the protection of the members of the Group Company and are an essential inducement to the Company to enter into this AgreementMerger. Accordingly, the Employee shall be bound by the provisions of this Agreement hereof (including the provisions of this Section 8) 6) to the maximum extent permitted by law, it being the intent and spirit of the parties that the foregoing shall be fully enforceable. However, the parties further agree that, if any of the provisions hereof shall for any reason be held to be excessively broad as to duration, geographical scope, property or subject matter, such provision shall be construed by limiting and reducing it so as to be enforceable to the extent compatible with the applicable law as it shall herein pertain.
(f) Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all copies of data, information, know-how and knowledge of any member of the Group including, without limitation, all confidential information, trade secrets, documents, correspondence, notebooks, reports, computer programs, names of all full-time and part-time employees and consultantsconsultants and mortgage brokers, and all other materials and copies thereof (including computer discs and other electronic media) relating in any way to the business of any member of the Group in any way obtained by the Employee during the period of his employment with the Company. Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all tangible property belonging, leased or licensed to any member of the Group in the possession of the Employee, including, without limitation, telephones, facsimile machines, computers, automobiles and credit cards.
(g) The Employee acknowledges that the services to be rendered under the provisions of this Agreement are of a unique nature and that it would be difficult or impossible to replace such services and that by reason thereof the Employee agrees and consents that if he materially violates the provisions of this Section 86, the Company, in addition to any other rights and remedies available under this Agreement or otherwise, shall be entitled to an injunction to be issued or specific performance to be required restricting the Employee from committing or continuing any such violation.
Appears in 1 contract
Samples: Employment Agreement (First NLC Financial Services Inc)
Confidentiality Nonsolicitation Noncompetition. (a) The Employee covenants and agrees that he will not, whether during his service as an employee of the Company or its subsidiaries or in any material respect, at any time thereaftertime, divulgedisclose, communicatedirectly or indirectly, or use make available to the detriment of, H.I.G. Capital, the Company or any of their respective subsidiaries or affiliates (collectively, the “Group”) or any other person, firm corporation, firm, or other entity, or in any manner use for his own benefit, any confidential information or trade secrets relating to the business and operations of the Company, any of its subsidiaries or any of their respective affiliates (collectively, the "Group"), including, without limitation, business strategies, operating plans, acquisition strategies (including the identities of (and any other information concerning) possible acquisition candidates), pro forma financial information, market analysis, acquisition terms and conditions, personnel information, product information, sources of leads and methods of obtaining new business, know-how, customer lists and relationships, supplier lists and relationships, distribution methods or any other methods of doing and operating the business of the Group, or other non-public proprietary proprietary, trade secret and confidential information relating to the Group. The foregoing confidentiality agreement shall not apply if , except to the communication extent that such disclosure (i) is required in the course of performing his duties as an employee of the Company or its subsidiaries, (ii) is made with the Board of Directors’ Board's written consent, (iiiii) relates to information that is or becomes generally known by the public other than as a result of a breach of this Agreement by the Employeehereof, or (iviii) is required to be disclosed by law or judicial or administrative process; provided, provided that, in the case of clause (iviii), the Employee provides the Company with prompt prior written notice of such requirement and the terms of and circumstances surrounding such requirement so that the Company may seek an appropriate protective order or other remedy, or waive compliance with the terms of this Agreement, and the Employee shall provide such cooperation with respect to obtaining a protective order or other remedy as the Company shall reasonably request. If a protective order or other remedy is not obtained, or if the Company is required to waive compliance with the provisions hereof, the Employee will furnish only that portion of such confidential information or trade secrets which, as it he is advised in a written opinion by its his counsel, it he is legally required to furnish.
(b) During his service as an employee The Employee covenants and agrees that for a period of three (3) years from the Company or its subsidiaries and for the two-year period thereafterdate of this Agreement, the Employee shall not, to the detriment of the Company or its subsidiaries, either directly or indirectly, for himself or on behalf of any other person, firm or entity: (i) solicit, hire, employ, engage engage, retain or retain enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the execution of this Agreement was an employee of, or consultant to, the Company Group for the purpose of soliciting or diverting any such employee or consultant from the Group or otherwise interfering with the business relationship of the Group with any of its subsidiaries; the foregoing.
(c) The Employee covenants and agrees that for a period of three (3) years from the date of this Agreement, the Employee shall not, either directly or (ii) encourageindirectly, induce for himself or attempt to encourage on behalf of any other person, firm or induce entity, employ, engage, retain or enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the execution of this Agreement was a supplier or customer of the Company Group for the purpose of diverting any such supplier or customer from the Group or otherwise interfering with the business relationship of the Group with any of the foregoing.
(d) The Employee covenants and agrees that for a period three (3) years from the date of this Agreement, the Employee shall not, either directly or indirectly, alone or as a partner, joint venturer, officer, director, employee, lender, consultant, agent, independent contractor, stockholder or otherwise, or permit any company or business organization directly or indirectly controlled by him or any of its subsidiaries to cease doing business with his affiliates to, engage in any of the businesses actually conducted by the Company or any of its subsidiaries (or to decrease the amount of business such supplier or customer does with any businesses actively explored by the Company or any of its subsidiaries.
(csubsidiaries for the purpose of conducting) During his service as an employee of in any place where the Company or any of its subsidiaries and for presently conducts business or has conducted business (or has at any time actively explored conducting businesses) during the two-year period thereafter, two years preceding the execution of this Agreement. The passive ownership by the Employee shall notor his affiliates, directly or indirectly, engage in, or serve as of not more than three percent (3%) of the shares of capital stock of any corporation having a principal, partner, joint venturer, member, creditor, manager, trustee, agent, stockholder, director, officer or employee of, or advisor to, class of equity securities actively traded on a national securities exchange or in any other capacity, or in any manner, own, control, finance, manage, operate, or otherwise participate, invest, or have any interest in, or be connected with, any person, firm or entity which offers for sale, sells or otherwise distributes, through catalogs or other direct marketing channels (including, without limitation, the Internet), products substantially similar to, or competitive with, those products offered for sale, sold or otherwise distributed by the Company or its subsidiaries (collectively, the “Company Business”) anywhere in North America or any other country in which the Company Business was conducted or related sales were effected during the preceding two (2) years.
(d) Whether during or after the term of his employment, the Employee over-the-counter market shall not disparagebe deemed, defame or discredit any member in and of itself, to violate the Group or engage in any activity which would have the effect prohibitions of disparaging, defaming or discrediting any member of the Groupthis paragraph.
(e) The Employee acknowledges that the agreements contained herein (including the agreements contained in of this Section 8) 8 are reasonable and necessary for the protection of the members of Company and the Group and are an essential inducement to the Company to enter Company's entering into this Agreement. Accordingly, the Employee shall be bound by the provisions of this Agreement (including the provisions of this Section 8) to the maximum extent permitted by law, it being the intent and spirit of the parties that the foregoing shall be fully enforceable. However, the parties further agree that, if any of the provisions hereof shall for any reason be held to be excessively broad as to duration, geographical scope, property or subject matter, such provision shall be construed by limiting and reducing it so as to be enforceable to the extent compatible with the applicable law as it shall herein pertain.
(f) Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all copies of data, information, know-how and knowledge of any member of the Group including, without limitation, all confidential information, trade secrets, documents, correspondence, notebooks, reports, computer programs, names of all employees and consultants, and all other materials and copies thereof (including computer discs and other electronic media) relating in any way to the business of any member of the Group in any way obtained by the Employee during the period of his employment with the Company. Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all tangible property belonging, leased or licensed to any member of the Group in the possession of the Employee, including, without limitation, telephones, facsimile machines, computers, automobiles and credit cards.
(g) The Employee acknowledges that the services to be rendered under the provisions of this Agreement are of a unique nature and that it would be difficult or impossible to replace such services and that by reason thereof the Employee agrees and consents that if he violates the provisions of this Section 8, the Company, in addition to any other rights and remedies available under this Agreement or otherwise, shall be entitled to an injunction to be issued or specific performance to be required restricting the Employee from committing or continuing any such violation.
Appears in 1 contract
Confidentiality Nonsolicitation Noncompetition. (a) The Employee covenants and agrees that he will not, whether during his service as an employee of the Company or its subsidiaries or in any material respect, at any time thereaftertime, divulgedisclose, communicatedirectly or indirectly, or use make available to the detriment of, H.I.G. Capital, the Company or any of their respective subsidiaries or affiliates (collectively, the “Group”) or any other person, firm corporation, firm, or other entity, or in any manner use for his own benefit, any confidential information or trade secrets relating to the business and operations of the Company, any of its subsidiaries or any of their respective affiliates (collectively, the "Group"), including, without limitation, business strategies, operating plans, acquisition strategies (including the identities of (and any other information concerning) possible acquisition candidates), pro forma financial information, market analysis, acquisition terms and conditions, personnel information, product information, sources of leads and methods of obtaining new business, know-how, customer lists and relationships, supplier lists and relationships, distribution methods or any other methods of doing and operating the business of the Group, or other non-public proprietary proprietary, trade secret and confidential information relating to the Group. The foregoing confidentiality agreement shall not apply if , except to the communication extent that such disclosure (i) is required in the course of performing his duties as an employee of the Company or its subsidiaries, (ii) is made with the Board of Directors’ Board's written consent, (iiiii) relates to information that is or becomes generally known by the public other than as a result of a breach of this Agreement by the Employeehereof, or (iviii) is required to be disclosed by law or judicial or administrative process; provided, provided that, in the case of clause (iviii), the Employee provides the Company with prompt prior written notice of such requirement and the terms of and circumstances surrounding such requirement so that the Company may seek an appropriate protective order or other remedy, or waive compliance with the terms of this Agreement, and the Employee shall provide such cooperation with respect to obtaining a protective order or other remedy as the Company shall reasonably request. If a protective order or other remedy is not obtained, or if the Company is required to waive compliance with the provisions hereof, the Employee will furnish only that portion of such confidential information or trade secrets which, as it he is advised in a written opinion by its his counsel, it he is legally required to furnish.
(b) During his service as an employee The Employee covenants and agrees that for a period of three (3) years from the Company or its subsidiaries and for the two-year period thereafterdate of this Agreement, the Employee shall not, to the detriment of the Company or its subsidiaries, either directly or indirectly, for himself or on behalf of any other person, firm or entity: (i) solicit, hire, employ, engage engage, retain or retain enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the execution of this Agreement was an employee of, or consultant to, the Company Group for the purpose of soliciting or diverting any such employee or consultant from the Group or otherwise interfering with the business relationship of the Group with any of its subsidiaries; the foregoing.
(c) The Employee covenants and agrees that for a period of three (3) years from the date of this Agreement, the Employee shall not, either directly or (ii) encourageindirectly, induce for himself or attempt to encourage on behalf of any other person, firm or induce entity, employ, engage, retain or enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the execution of this Agreement was a supplier or customer of the Company Group for the purpose of diverting any such supplier or customer from the Group or otherwise interfering with the business relationship of the Group with any of the foregoing.
(d) The Employee covenants and agrees that for a period three (3) years from the date of this Agreement, the Employee shall not, either directly or indirectly, alone or as a partner, joint venturer, officer, director, employee, lender, consultant, agent, independent contractor, stockholder or otherwise, or permit any company or business organization directly or indirectly controlled by him or any of its subsidiaries to cease doing business with his affiliates to, engage in any of the businesses actually conducted by the Company or any of its subsidiaries (or to decrease the amount of business such supplier or customer does with any businesses actively explored by the Company or any of its subsidiaries.
(csubsidiaries for the purpose of conducting) During his service as an employee of in any place where the Company or any of its subsidiaries and for conducts business or has conducted business (or has at any time actively explored conducting businesses) during the two-year period thereafter, two years preceding the execution of this Agreement. The passive ownership by the Employee shall notor his affiliates, directly or indirectly, engage in, or serve as of not more than three percent (3%) of the shares of capital stock of any corporation having a principal, partner, joint venturer, member, creditor, manager, trustee, agent, stockholder, director, officer or employee of, or advisor to, class of equity securities actively traded on a national securities exchange or in any other capacity, or in any manner, own, control, finance, manage, operate, or otherwise participate, invest, or have any interest in, or be connected with, any person, firm or entity which offers for sale, sells or otherwise distributes, through catalogs or other direct marketing channels (including, without limitation, the Internet), products substantially similar to, or competitive with, those products offered for sale, sold or otherwise distributed by the Company or its subsidiaries (collectively, the “Company Business”) anywhere in North America or any other country in which the Company Business was conducted or related sales were effected during the preceding two (2) years.
(d) Whether during or after the term of his employment, the Employee over-the-counter market shall not disparagebe deemed, defame or discredit any member in and of itself, to violate the Group or engage in any activity which would have the effect prohibitions of disparaging, defaming or discrediting any member of the Groupthis paragraph.
(e) The Employee acknowledges that the agreements contained herein (including the agreements contained in of this Section 8) 8 are reasonable and necessary for the protection of the members of Company and the Group and are an essential inducement to the Company to enter Company's entering into this Agreement. Accordingly, the Employee shall be bound by the provisions of this Agreement (including the provisions of this Section 8) to the maximum extent permitted by law, it being the intent and spirit of the parties that the foregoing shall be fully enforceable. However, the parties further agree that, if any of the provisions hereof shall for any reason be held to be excessively broad as to duration, geographical scope, property or subject matter, such provision shall be construed by limiting and reducing it so as to be enforceable to the extent compatible with the applicable law as it shall herein pertain.
(f) Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all copies of data, information, know-how and knowledge of any member of the Group including, without limitation, all confidential information, trade secrets, documents, correspondence, notebooks, reports, computer programs, names of all employees and consultants, and all other materials and copies thereof (including computer discs and other electronic media) relating in any way to the business of any member of the Group in any way obtained by the Employee during the period of his employment with the Company. Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all tangible property belonging, leased or licensed to any member of the Group in the possession of the Employee, including, without limitation, telephones, facsimile machines, computers, automobiles and credit cards.
(g) The Employee acknowledges that the services to be rendered under the provisions of this Agreement are of a unique nature and that it would be difficult or impossible to replace such services and that by reason thereof the Employee agrees and consents that if he violates the provisions of this Section 8, the Company, in addition to any other rights and remedies available under this Agreement or otherwise, shall be entitled to an injunction to be issued or specific performance to be required restricting the Employee from committing or continuing any such violation.
Appears in 1 contract
Confidentiality Nonsolicitation Noncompetition. (a) The Employee covenants and agrees that he will not, whether during his service as an employee of the Company or its subsidiaries or in any material respect, at any time thereaftertime, divulgedisclose, communicatedirectly or indirectly, or use make available to the detriment of, H.I.G. Capital, the Company or any of their respective subsidiaries or affiliates (collectively, the “Group”) or any other person, firm corporation, firm, or other entity, or in any manner use for his own benefit, any confidential information or trade secrets relating to the business and operations of Catalina and any of its subsidiaries as of the date of this Agreement (collectively, the "Group"), including, without limitation, business strategies, operating plans, acquisition strategies (including the identities of (and any other information concerning) possible acquisition candidates), pro forma financial information, market analysis, acquisition terms and conditions, personnel information, product information, sources of leads and methods of obtaining new business, know-how, customer lists and relationships, supplier lists and relationships, distribution methods or any other methods of doing and operating the business of the Group, or other non-public proprietary proprietary, trade secret and confidential information relating to the Group. The foregoing confidentiality agreement shall not apply if , except to the communication extent that such disclosure (i) is required in the course of performing his duties as an employee of the Company or its subsidiaries, (ii) is made with the Board of Directors’ Board's written consent, (iiiii) relates to information that is or becomes generally known by the public other than as a result of a breach of this Agreement by the Employeehereof, or (iviii) is required to be disclosed by law or judicial or administrative process; provided, provided that, in the case of clause (iviii), the Employee provides the Company Catalina with prompt prior written notice of such requirement and the terms of and circumstances surrounding such requirement so that the Company Catalina may seek an appropriate protective order or other remedy, or waive compliance with the terms of this Agreement, and the Employee shall provide such cooperation with respect to obtaining a protective order or other remedy as the Company Catalina shall reasonably request. If a protective order or other remedy is not obtained, or if the Company Catalina is required to waive compliance with the provisions hereof, the Employee will furnish only that portion of such confidential information or trade secrets which, as it he is advised in a written opinion by its his counsel, it he is legally required to furnish.
(b) During his service as an employee The Employee covenants and agrees that for a period of three (3) years from the Company or its subsidiaries and for the two-year period thereafterdate of this Agreement, the Employee shall not, to the detriment of the Company or its subsidiaries, either directly or indirectly, for himself or on behalf of any other person, firm or entity: (i) solicit, hire, employ, engage engage, retain or retain enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the execution of this Agreement was an employee of, or consultant to, the Company Group for the purpose of soliciting or diverting any such employee or consultant from the Group or otherwise interfering with the business relationship of the Group with any of its subsidiaries; the foregoing.
(c) The Employee covenants and agrees that for a period of three (3) years from the date of this Agreement, the Employee shall not, either directly or (ii) encourageindirectly, induce for himself or attempt to encourage on behalf of any other person, firm or induce entity, employ, engage, retain or enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the execution of this Agreement was a supplier or customer of the Company or Group for the purpose of diverting any of its subsidiaries to cease doing business with the Company or any of its subsidiaries or to decrease the amount of business such supplier or customer does from the Group or otherwise interfering with the Company or business relationship of the Group with any of its subsidiariesthe foregoing.
(cd) During his service as an employee The Employee covenants and agrees that for a period of three (3) years from the Company or its subsidiaries and for the two-year period thereafterdate of this Agreement, the Employee shall not, either directly or indirectly, engage in, alone or serve as a principal, partner, joint venturer, memberofficer, creditordirector, manageremployee, trusteelender, consultant, agent, stockholderindependent contractor, director, officer stockholder or employee ofotherwise, or advisor permit any company or business organization directly or indirectly controlled by him or any of his affiliates to, or in any other capacity, or in any manner, own, control, finance, manage, operate, or otherwise participate, invest, or have any interest in, or be connected with, any person, firm or entity which offers for sale, sells or otherwise distributes, through catalogs or other direct marketing channels (including, without limitation, the Internet), products substantially similar to, or competitive with, those products offered for sale, sold or otherwise distributed by the Company or its subsidiaries (collectively, the “Company Business”) anywhere in North America or any other country in which the Company Business was conducted or related sales were effected during the preceding two (2) years.
(d) Whether during or after the term of his employment, the Employee shall not disparage, defame or discredit any member of the Group or engage in any activity which would have the effect of disparaging, defaming or discrediting any member of the Groupbusinesses presently conducted by the Group in any place where the Group presently conducts business or has conducted business during the two years preceding the execution of this Agreement. The passive ownership by the Employee or his affiliates, of not more than three percent (3%) of the shares of capital stock of any corporation having a class of equity securities actively traded on a national securities exchange or in the over-the-counter market shall not be deemed, in and of itself, to violate the prohibitions of this paragraph.
(e) The Employee acknowledges that the agreements contained herein (including the agreements contained in of this Section 8) 9 are reasonable and necessary for the protection of the members of Catalina and the Group and are an essential inducement to the Company to enter Catalina's entering into this Agreement. Accordingly, the Employee shall be bound by the provisions of this Agreement (including the provisions of this Section 8) 9) to the maximum extent permitted by law, it being the intent and spirit of the parties that the foregoing shall be fully enforceable. However, the parties further agree that, if any of the provisions hereof shall for any reason be held to be excessively broad as to duration, geographical scope, property or subject matter, such provision shall be construed by limiting and reducing it so as to be enforceable to the extent compatible with the applicable law as it shall herein pertain.
(f) Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all copies of data, information, know-how and knowledge of any member of the Group including, without limitation, all confidential information, trade secrets, documents, correspondence, notebooks, reports, computer programs, names of all employees and consultants, and all other materials and copies thereof (including computer discs and other electronic media) relating in any way to the business of any member of the Group in any way obtained by the Employee during the period of his employment with the Company. Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all tangible property belonging, leased or licensed to any member of the Group in the possession of the Employee, including, without limitation, telephones, facsimile machines, computers, automobiles and credit cards.
(g) The Employee acknowledges that the services to be rendered under the provisions of this Agreement are of a unique nature and that it would be difficult or impossible to replace such services and that by reason thereof the Employee agrees and consents that if he violates the provisions of this Section 8, the Company, in addition to any other rights and remedies available under this Agreement or otherwise, shall be entitled to an injunction to be issued or specific performance to be required restricting the Employee from committing or continuing any such violation.
Appears in 1 contract
Confidentiality Nonsolicitation Noncompetition. (a) As the Chief Executive Officer of NLC LLC since its inception, the Individual recognizes the time and expense incurred in connection with developing proprietary and confidential information in connection with the Company’s business and operations. The Employee Individual agrees that he will not, whether during his service as an employee of the Company or its subsidiaries Term or at any time period thereafter, divulge, communicate, or use to the detriment of, H.I.G. Capital, of the Company or any of their respective subsidiaries or affiliates (collectively, the “Group”) Group or any other person, firm or entity, confidential information or trade secrets relating to the Group, including, without limitation, business strategies, operating plans, acquisition strategies (including the identities of (and any other information concerning) possible acquisition candidates), pro forma financial information, market analysis, acquisition terms and conditions, personnel information, product information, know-how, customer lists and relationships, supplier lists and relationshipslists, or other non-public proprietary and confidential information relating to the Group. The foregoing confidentiality agreement shall not apply if the communication (i) is required in the course of performing his duties as an employee of the Company or its subsidiarieshereunder, (ii) is made with the Board of Directors’ prior written consent, (iii) relates to information that is or becomes generally known by the public other than as a result of a breach of this Agreement by the EmployeeIndividual, or (iv) is required to be disclosed by law or judicial or administrative process; provided, that, in the case of clause (iv), the Employee Individual provides the Company with prompt prior written notice of such requirement and the terms of and circumstances surrounding such requirement so that the Company may seek an appropriate protective order or other remedy, or waive compliance with the terms of this Agreement, and the Employee Individual shall provide such cooperation with respect to obtaining a protective order or other remedy as the Company shall reasonably request. If a protective order or other remedy is not obtained, or if the Company is required to waive compliance with the provisions hereof, the Employee Individual will furnish only that portion of such confidential information or trade secrets which, as it is advised in a written opinion by its counsel, it is legally required to furnish.
(b) During his service as an employee of the Company or its subsidiaries Term and for the two-year period thereafter, the Employee Individual shall not, to the detriment of the Company or its subsidiaries, directly or indirectly, for himself or on behalf of any other person, firm or entity: (i) , solicit, hire, employ, engage or retain any person who at any time during the preceding 12-month period was an employee of, or consultant to, the Company Group or contact any supplier, customer, mortgage broker or employee of, or consultant to, the Group for the purpose of soliciting or diverting any such supplier, customer, mortgage broker, employee or consultant from the Group or otherwise interfering with the business relationship of the Group with any of its subsidiaries; or (ii) encourage, induce or attempt to encourage or induce any person who at any time during the preceding 12-month period was a supplier or customer of the Company or any of its subsidiaries to cease doing business with the Company or any of its subsidiaries or to decrease the amount of business such supplier or customer does with the Company or any of its subsidiariesforegoing.
(c) During his service as an employee of the Company or its subsidiaries Term and for the two-year period thereafter, the Employee Individual shall not, directly or indirectly, engage in, or serve as a principal, partner, joint venturer, member, creditor, manager, trustee, agent, stockholder, director, officer or employee of, or lender, consultant or advisor to, or in any other capacity, or in any manner, own, control, finance, manage, operate, finance, or otherwise participate, invest, or have any interest in, or be connected with, any person, firm or entity which offers for salethat engages, sells directly or otherwise distributesindirectly, through catalogs or other direct marketing channels (includingin any business conducted by the Company within the United Stated of America, without limitation, but only to the Internet), products substantially similar to, or competitive with, those products offered for sale, sold or otherwise distributed extent that any such business is actively engaged in by the Company or its subsidiaries such business is under active consideration by the Company’s Board of Directors pursuant to a written proposal or presentation, in either case as of the day on which the Term ends; provided, however, that the Individual shall be permitted to own as a passive investment up to 1% of the outstanding equity of any publicly-owned corporation, other than the Company (collectively, the “Company Business”) anywhere in North America or any other country in which the Individual’s ownership is not restricted), which is engaged in any such business. For purposes of this Agreement, the business conducted by the Company Business was conducted includes the origination and sale of residential mortgage loans, but only to the extent that any such activity is actively engaged in by the Company or related sales were effected during such activity is under active consideration by the preceding two (2) yearsCompany’s Board of Directors pursuant to a written proposal or presentation, in either case as of the day on which the Term ends.
(d) Whether during or after the term of his employmentthis Agreement, the Employee Individual shall not disparage, defame or discredit any member of the Group or engage in any activity which would have the effect of disparaging, defaming or discrediting any member of the Group.
(e) The Employee Individual acknowledges that his employment by the Company and agreements contained herein (including the agreements contained in of this Section 8) 6) are reasonable and necessary for the protection of the members of the Group Company and are an essential inducement to the Company to enter into this AgreementMerger. Accordingly, the Employee Individual shall be bound by the provisions of this Agreement hereof (including the provisions of this Section 8) 6) to the maximum extent permitted by law, it being the intent and spirit of the parties that the foregoing shall be fully enforceable. However, the parties further agree that, if any of the provisions hereof shall for any reason be held to be excessively broad as to duration, geographical scope, property or subject matter, such provision shall be construed by limiting and reducing it so as to be enforceable to the extent compatible with the applicable law as it shall herein pertain.
(f) Immediately upon termination of the EmployeeIndividual’s employment with services to the Company, the Employee Individual shall deliver to the Company all copies of data, information, know-how and knowledge of any member of the Group including, without limitation, all confidential information, trade secrets, documents, correspondence, notebooks, reports, computer programs, names of all full-time and part-time employees and consultantsconsultants and mortgage brokers, and all other materials and copies thereof (including computer discs and other electronic media) relating in any way to the business of any member of the Group in any way obtained by the Employee Individual during the period of his employment with services to the Company. Immediately upon termination of the EmployeeIndividual’s employment with services to the Company, the Employee Individual shall deliver to the Company all tangible property belonging, leased or licensed to any member of the Group in the possession of the EmployeeIndividual, including, without limitation, telephones, facsimile machines, computers, automobiles and credit cards.
(g) The Employee Individual acknowledges that the services to be rendered under the provisions of this Agreement are of a unique nature and that it would be difficult or impossible to replace such services and that by reason thereof the Employee Individual agrees and consents that if he materially violates the provisions of this Section 86, the Company, in addition to any other rights and remedies available under this Agreement or otherwise, shall be entitled to an injunction to be issued or specific performance to be required restricting the Employee Individual from committing or continuing any such violation.
Appears in 1 contract
Samples: Services Agreement (First NLC Financial Services Inc)
Confidentiality Nonsolicitation Noncompetition. (a) The Employee covenants and agrees that he will not, whether during his service as an employee of the Company or its subsidiaries or in any material respect, at any time thereaftertime, divulgedisclose, communicatedirectly or indirectly, or use make available to the detriment of, H.I.G. Capital, the Company or any of their respective subsidiaries or affiliates (collectively, the “Group”) or any other person, firm corporation, firm, or other entity, or in any manner use for his own benefit, any confidential information or trade secrets relating to the business and operations of Catalina and any of its subsidiaries as of the date of this Agreement (collectively, the "Group"), including, without limitation, business strategies, operating plans, acquisition strategies (including the identities of (and any other information concerning) possible acquisition candidates), pro forma financial information, market analysis, acquisition terms and conditions, personnel information, product information, sources of leads and methods of obtaining new business, know-how, customer lists and relationships, supplier lists and relationships, distribution methods or any other methods of doing and operating the business of the Group, or other non-public proprietary proprietary, trade secret and confidential information relating to the Group. The foregoing confidentiality agreement shall not apply if , except to the communication extent that such disclosure (i) is required in the course of performing his duties as an employee of the Company or its subsidiaries, (ii) is made with the Board of Directors’ Board's written consent, (iiiii) relates to information that is or becomes generally known by the public other than as a result of a breach of this Agreement by the Employeehereof, or (iviii) is required to be disclosed by law or judicial or administrative process; provided, provided that, in the case of clause (iviii), the Employee provides the Company Catalina with prompt prior written notice of such requirement and the terms of and circumstances surrounding such requirement so that the Company Catalina may seek an appropriate protective order or other remedy, or waive compliance with the terms of this Agreement, and the Employee shall provide such cooperation with respect to obtaining a protective order or other remedy as the Company Catalina shall reasonably request. If a protective order or other remedy is not obtained, or if the Company Catalina is required to waive compliance with the provisions hereof, the Employee will furnish only that portion of such confidential information or trade secrets which, as it he is advised in a written opinion by its his counsel, it he is legally required to furnish.
(b) During his service as an employee The Employee covenants and agrees that for a period of three (3) years from the Company or its subsidiaries and for the two-year period thereafterdate of this Agreement, the Employee shall not, to the detriment of the Company or its subsidiaries, either directly or indirectly, for himself or on behalf of any other person, firm or entity: (i) solicit, hire, employ, engage engage, retain or retain enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the execution of this Agreement was an employee of, or consultant to, the Company Group for the purpose of soliciting or diverting any such employee or consultant from the Group or otherwise interfering with the business relationship of the Group with any of the foregoing. Notwithstanding the foregoing provisions of this paragraph (b), the Employee shall not be prohibited from employing, engaging or retaining any individuals who were previously employed at any work location in the Boston, Massachusettes area that was previously operated by Catalina or any of its subsidiaries; then affiliates.
(c) The Employee covenants and agrees that for a period of three (3) years from the date of this Agreement, the Employee shall not, either directly or (ii) encourageindirectly, induce for himself or attempt to encourage on behalf of any other person, firm or induce entity, employ, engage, retain or enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the execution of this Agreement was a supplier or customer of the Company or Group for the purpose of diverting any of its subsidiaries to cease doing business with the Company or any of its subsidiaries or to decrease the amount of business such supplier or customer does from the Group or otherwise interfering with the Company or business relationship of the Group with any of its subsidiariesthe foregoing.
(cd) During his service as an employee The Employee covenants and agrees that for a period of three (3) years from the Company or its subsidiaries and for the two-year period thereafterdate of this Agreement, the Employee shall not, either directly or indirectly, engage in, alone or serve as a principal, partner, joint venturer, memberofficer, creditordirector, manageremployee, trusteelender, consultant, agent, stockholderindependent contractor, director, officer stockholder or employee ofotherwise, or advisor permit any company or business organization directly or indirectly controlled by him or any of his affiliates to, or in any other capacity, or in any manner, own, control, finance, manage, operate, or otherwise participate, invest, or have any interest in, or be connected with, any person, firm or entity which offers for sale, sells or otherwise distributes, through catalogs or other direct marketing channels (including, without limitation, the Internet), products substantially similar to, or competitive with, those products offered for sale, sold or otherwise distributed by the Company or its subsidiaries (collectively, the “Company Business”) anywhere in North America or any other country in which the Company Business was conducted or related sales were effected during the preceding two (2) years.
(d) Whether during or after the term of his employment, the Employee shall not disparage, defame or discredit any member of the Group or engage in any activity which would have the effect of disparaging, defaming or discrediting any member of the Groupbusinesses presently conducted by the Group in any place where the Group presently conducts business or has conducted business during the two years preceding the execution of this Agreement. The passive ownership by the Employee or his affiliates, of not more than three percent (3%) of the shares of capital stock of any corporation having a class of equity securities actively traded on a national securities exchange or in the over-the-counter market shall not be deemed, in and of itself, to violate the prohibitions of this paragraph.
(e) The Employee acknowledges that the agreements contained herein (including the agreements contained in of this Section 8) 9 are reasonable and necessary for the protection of the members of Catalina and the Group and are an essential inducement to the Company to enter Catalina's entering into this Agreement. Accordingly, the Employee shall be bound by the provisions of this Agreement (including the provisions of this Section 8) 9) to the maximum extent permitted by law, it being the intent and spirit of the parties that the foregoing shall be fully enforceable. However, the parties further agree that, if any of the provisions hereof shall for any reason be held to be excessively broad as to duration, geographical scope, property or subject matter, such provision shall be construed by limiting and reducing it so as to be enforceable to the extent compatible with the applicable law as it shall herein pertain.
(f) Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all copies of data, information, know-how and knowledge of any member of the Group including, without limitation, all confidential information, trade secrets, documents, correspondence, notebooks, reports, computer programs, names of all employees and consultants, and all other materials and copies thereof (including computer discs and other electronic media) relating in any way to the business of any member of the Group in any way obtained by the Employee during the period of his employment with the Company. Immediately upon termination of the Employee’s employment with the Company, the Employee shall deliver to the Company all tangible property belonging, leased or licensed to any member of the Group in the possession of the Employee, including, without limitation, telephones, facsimile machines, computers, automobiles and credit cards.
(g) The Employee acknowledges that the services to be rendered under the provisions of this Agreement are of a unique nature and that it would be difficult or impossible to replace such services and that by reason thereof the Employee agrees and consents that if he violates the provisions of this Section 8, the Company, in addition to any other rights and remedies available under this Agreement or otherwise, shall be entitled to an injunction to be issued or specific performance to be required restricting the Employee from committing or continuing any such violation.
Appears in 1 contract
Samples: Termination Agreement and Release (Catalina Lighting Inc)
Confidentiality Nonsolicitation Noncompetition. (a) The Employee covenants and agrees that he will not, whether during at any time, disclose, directly or indirectly, or make available to any person, corporation, firm, or other entity, or in any manner use for his service as an employee own benefit, any confidential information or trade secrets relating to the business and operations of the Company or Company, any of its subsidiaries or at any time thereafterof their respective affiliates, divulgeincluding Sun Catalina and any entities that are acquired or formed by the Company, communicate, or use to the detriment of, H.I.G. Capital, the Company Sun Catalina or any of their respective subsidiaries or affiliates (collectively, the “"Group”) or any other person, firm or entity, confidential information or trade secrets relating to the Group"), including, without limitation, business strategies, operating plans, acquisition strategies (including the identities of (and any other information concerning) possible acquisition candidates), pro forma financial information, market analysis, acquisition terms and conditions, personnel information, product information, sources of leads and methods of obtaining new business, know-how, customer lists and relationships, supplier lists and relationships, distribution methods or any other methods of doing and operating the business of the Group, or other non-public proprietary proprietary, trade secret and confidential information relating to the Group. The foregoing confidentiality agreement shall not apply if , except to the communication extent that such disclosure (i) is required in the course of performing his duties as an employee of the Company or its subsidiaries, (ii) is made with the Board of Directors’ Board's written consent, (iiiii) relates to information that is or becomes generally known by the public other than as a result of a breach of this Agreement by the Employeehereof, or (iviii) is required to be disclosed by law or judicial or administrative process; provided, provided that, in the case of clause (iviii), the Employee provides the Company with prompt prior written notice of such requirement and the terms of and circumstances surrounding such requirement so that the Company may seek an appropriate protective order or other remedy, or waive compliance with the terms of this Agreement, and the Employee shall provide such cooperation with respect to obtaining a protective order or other remedy as the Company shall reasonably request. If a protective order or other remedy is not obtained, or if the Company is required to waive compliance with the provisions hereof, the Employee will furnish only that portion of such confidential information or trade secrets which, as it he is advised in a written opinion by its his counsel, it he is legally required to furnish.
(b) During his service as an employee of The Employee covenants and agrees that, during the Company or its subsidiaries Term and for the two-year a period of two (2) years thereafter, the Employee shall not, to the detriment of the Company or its subsidiaries, either directly or indirectly, for himself or on behalf of any other person, firm or entity: (i) solicit, hire, employ, engage engage, retain or retain enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the Employee's termination of employment was an employee of, or consultant to, the Company Group for the purpose of soliciting or diverting any such employee or consultant from the Group or otherwise interfering with the business relationship of the Group with any of its subsidiaries; the foregoing.
(c) The Employee covenants and agrees that, during the Term and for a period of two (2) years thereafter, the Employee shall not, either directly or (ii) encourageindirectly, induce for himself or attempt to encourage on behalf of any other person, firm or induce entity, employ, engage, retain or enter into a business affiliation with any person who at any time during the preceding 12twelve-month period preceding the Employee's termination of employment was a supplier or customer of the Company Group for the purpose of diverting any such supplier or customer from the Group or otherwise interfering with the business relationship of the Group with any of the foregoing.
(d) The Employee covenants and agrees that, during the Term and for a period of two (2) years thereafter, the Employee shall not, either directly or indirectly, alone or as a partner, joint venturer, officer, director, employee, lender, consultant, agent, independent contractor, stockholder or otherwise, or permit any company or business organization directly or indirectly controlled by him or any of its subsidiaries to cease doing business with his affiliates to, engage in any of the businesses actually conducted by the Company or any of its subsidiaries (or to decrease the amount of business such supplier or customer does with any businesses actively explored by the Company or any of its subsidiaries.
(csubsidiaries for the purpose of conducting) During his service as an employee of in any place where the Company or any of its subsidiaries and for presently conducts business or has conducted business (or has at any time actively explored conducting businesses) during the two-year period thereafter, two years preceding the Employee's termination of employment. The passive ownership by the Employee shall notor his affiliates, directly or indirectly, engage in, or serve as of not more than three percent (3%) of the shares of capital stock of any corporation having a principal, partner, joint venturer, member, creditor, manager, trustee, agent, stockholder, director, officer or employee of, or advisor to, class of equity securities actively traded on a national securities exchange or in any other capacity, or in any manner, own, control, finance, manage, operate, or otherwise participate, invest, or have any interest in, or be connected with, any person, firm or entity which offers for sale, sells or otherwise distributes, through catalogs or other direct marketing channels (including, without limitation, the Internet), products substantially similar to, or competitive with, those products offered for sale, sold or otherwise distributed by the Company or its subsidiaries (collectively, the “Company Business”) anywhere in North America or any other country in which the Company Business was conducted or related sales were effected during the preceding two (2) years.
(d) Whether during or after the term of his employment, the Employee over-the-counter market shall not disparagebe deemed, defame or discredit any member in and of itself, to violate the Group or engage in any activity which would have the effect prohibitions of disparaging, defaming or discrediting any member of the Groupthis paragraph.
(e) The Employee acknowledges that the agreements contained herein (including the agreements contained in of this Section 8) 6 are reasonable and necessary for the protection of the members of Company and the Group and are an essential inducement to the Company to enter Company's entering into this Agreement. Accordingly, the Employee shall be bound by the provisions of this Agreement (including the provisions of this Section 8) 6) to the maximum extent permitted by law, it being the intent and spirit of the parties that the foregoing shall be fully enforceable. However, the parties further agree that, if any of the provisions hereof shall for any reason be held to be excessively broad as to duration, geographical scope, property or subject matter, such provision shall be construed by limiting and reducing it so as to be enforceable to the extent compatible with the applicable law as it shall herein pertain.
(f) Immediately upon termination of the Employee’s 's employment with the Company, the Employee shall deliver to the Company all copies of data, information, know-how data and knowledge of any member information of the Group including, without limitation, all confidential information, trade secrets, documents, correspondence, notebooks, reports, computer programs, names of all employees and consultantsconsultants that are known to the Employee, and all other materials and copies thereof (including computer discs and other electronic media) relating in any way to the business of any member of the Group in any way obtained by the Employee during the period of his employment with the Company. Immediately upon termination of the Employee’s 's employment with the Company, the Employee shall deliver to the Company all tangible property belonging, leased or licensed to any member of the Group in the possession of the Employee, including, without limitation, telephones, facsimile machines, computers, automobiles and credit cards.
(g) The Employee acknowledges that the services to be rendered under the provisions of this Agreement are of a unique nature and that it would be difficult or impossible to replace such services and that by reason thereof the Employee agrees and consents that if he violates the provisions of this Section 86, the Company, in addition to any other rights and remedies available under this Agreement or otherwise, shall be entitled to an injunction to be issued or specific performance to be required restricting the Employee from committing or continuing any such violation.
Appears in 1 contract
