Duty of Consultant. For such time as the Consultant is engaged hereunder, the Consultant shall perform its duties honestly in good faith and with undivided loyalty and shall devote in good faith such time and effort as is necessary or appropriate to carry out such duties. The Consultant agrees to waive any consideration that might otherwise be payable by third parties to him during the Term of this Agreement (as set forth in Section 1), including, but not limited to, Qwest, pursuant to the Master Agent Agreement, as a result of any sales of capacity or routes by such third parties to the Debtors. This Agreement shall not preclude the Consultant from (i) seeking from any party a fee or other compensation in connection with a sale, merger or other corporate transaction involving the Debtors; (ii) making or participating in an offer involving any purchase, merger or other corporate transaction with the Debtors; or (iii) participating in such sales commission programs as may be instituted by the Debtors during the term of this Agreement. The Declaration, dated August 21, 2001, executed by the Consultant, is incorporated herein by reference.
Duty of Consultant. A. During the term of this Agreement the Consultant agrees that it shall refrain from representing any firm directly or indirectly in competition with the Manufacturer without express written consent from the Manufacturer. The Consultant shall further refrain from delivering to any such firm or agent, servant or employee thereof, any Product information, drawings, technical or sales information, market data, or any other similar proprietary information which the Consultant may obtain from the Manufacturer during the course of the performance of the duties as established hereunder. Consultant shall maintain a sales office in the territory and devote such time as may be reasonably necessary to sell and promote Manufacturer's Products and services within the territory. Consultant will conduct all of its business in its own name and in such manner as it may see fit, pay all expenses whatever of its office and activities, and be responsible for the acts and expenses of its employees. Certain sales expenses, if approved by Manufacturer, may be reimbursed to Consultant.
Duty of Consultant. The CONSULTANT will not discriminate against any employee or applicant for employment because of race, color, national origin, ancestry, religion, or sex. The CONSULTANT will take affirmative action to ensure that applicants are employed, and the employees are treated during employment, without regard to their race, color, national origin, ancestry, religion, or sex. Such action shall include, but not be limited to the following: employment, advancement, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONSULTANT shall at all times be in compliance with the requirements of the Federal Americans With Disabilities Act (Public Law 101-336), which prohibits discrimination on the basis of disability. The CONSULTANT agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the DISTRICT setting forth the provisions of this non-discrimination clause.
