Common use of Employee Protections Clause in Contracts

Employee Protections. (a) Nothing in this Agreement or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the “SEC”), any other federal, state or local governmental agency or commission (“Government Agency”) or self-regulatory organization regarding possible legal violations, without disclosure to the Bank. The Bank may not retaliate against the Executive for any of these activities, and nothing in this Agreement requires the Executive to waive any monetary award or other payment that the Executive might become entitled to from the SEC or any other Government Agency or self-regulatory organization. (b) Further, nothing in this Agreement precludes the Executive from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once this Agreement becomes effective, the Executive may not receive a monetary award or any other form of personal relief from the Bank in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf. (c) Pursuant to the Defend Trade Secrets Act of 2016, the parties hereto acknowledge and agree that the Executive shall not have criminal or civil liability under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentence, if the Executive files a lawsuit for retaliation by the Bank for reporting a suspected violation of law, the Executive may disclose the trade secret to the Executive’s attorney and may use the trade secret information in the court proceeding, if the Executive (A) files any document containing the trade secret under seal and (C) does not disclose the trade secret, except pursuant to court order.

Appears in 4 contracts

Samples: Employment Agreement (SOUTH STATE Corp), Employment Agreement (SOUTH STATE Corp), Employment Agreement (SOUTH STATE Corp)

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Employee Protections. (a) Nothing in this Agreement You have the right under federal law to certain protections for cooperating with or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege reporting legal violations to the Securities and Exchange Commission (the “SEC”)) and/or its Office of the Whistleblower, as well as certain other governmental entities and self-regulatory organizations. As such, nothing in this Agreement or otherwise prohibits or limits you from disclosing this Agreement to, or from cooperating with or reporting violations to or initiating communications with, the SEC or any other federal, state or local such governmental agency or commission (“Government Agency”) entity or self-regulatory organization regarding possible legal violationsorganization, and you may do so without disclosure to the Bank. The Bank notifying DST or SS&C. Neither DST nor SS&C may not retaliate against the Executive you for any of these activities, and nothing in this Agreement or otherwise requires the Executive you to waive any monetary award or other payment that the Executive you might become entitled to from the SEC or any other Government Agency governmental entity or self-regulatory organization. (b) Further. Moreover, nothing in this Agreement precludes or otherwise prohibits you from notifying DST or SS&C that you are going to make a report or disclosure to law enforcement. Notwithstanding anything to the Executive from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once contrary in this Agreement becomes effectiveor otherwise, the Executive may not receive a monetary award or any other form of personal relief from the Bank as provided for in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf. (c) Pursuant to the Defend Trade Secrets Act of 20162016 (18 U.S.C. § 1833(b)), the parties hereto acknowledge and agree that the Executive you shall not have criminal be held criminally or civil liability civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (ia) is made (Ai) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney attorney, and (Bii) solely for the purpose of reporting or investigating a suspected violation of law; or (iib) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without Without limiting the preceding sentenceforegoing, if the Executive files you file a lawsuit for retaliation by the Bank DST or SS&C for reporting a suspected violation of law, the Executive you may disclose the trade secret to the Executive’s your attorney and may use the trade secret information in the court proceeding, if the Executive you (Ax) files file any document containing the trade secret under seal seal, and (Cy) does do not disclose the trade secret, except pursuant to court order.

Appears in 2 contracts

Samples: Severance Agreement (DST Systems Inc), Severance Agreement (DST Systems Inc)

Employee Protections. (a) Nothing in this Agreement You have the right under federal law to certain protections for cooperating with or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege reporting legal violations to the Securities and Exchange Commission (the “SEC”)) and/or its Office of the Whistleblower, as well as certain other governmental entities and self-regulatory organizations. As such, nothing in this Agreement or otherwise prohibits or limits you from disclosing this Agreement or the Severance Agreement to, or from cooperating with or reporting violations to or initiating communications with, the SEC or any other federal, state or local such governmental agency or commission (“Government Agency”) entity or self-regulatory organization regarding possible legal violationsorganization, and you may do so without disclosure to notifying the BankCompany. The Bank Company may not retaliate against the Executive you for any of these activities, and nothing in this Agreement or otherwise requires the Executive you to waive any monetary award or other payment that the Executive you might become entitled to from the SEC or any other Government Agency governmental entity or self-regulatory organization. (b) Further. Moreover, nothing in this Agreement precludes or otherwise prohibits you from notifying the Executive from filing Company that you are going to make a charge of discrimination with report or disclosure to law enforcement. Notwithstanding anything to the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once contrary in this Agreement becomes effectiveor otherwise, the Executive may not receive a monetary award or any other form of personal relief from the Bank as provided for in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf. (c) Pursuant to the Defend Trade Secrets Act of 20162016 (18 U.S.C. § 1833(b)), the parties hereto acknowledge and agree that the Executive shall you will not have criminal be held criminally or civil liability civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (ia) is made (Ai) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney attorney, and (Bii) solely for the purpose of reporting or investigating a suspected violation of law; or (iib) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without Without limiting the preceding sentenceforegoing, if the Executive files you file a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive you may disclose the trade secret to the Executive’s your attorney and may use the trade secret information in the court proceeding, if the Executive you (Ax) files file any document containing the trade secret under seal seal, and (Cy) does do not disclose the trade secret, except pursuant to court order.

Appears in 2 contracts

Samples: Severance Agreement (Ranpak Holdings Corp.), Separation Agreement (Ranpak Holdings Corp.)

Employee Protections. (a) Nothing in this Agreement You have the right under federal law to certain protections for cooperating with or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege reporting legal violations to the Securities and Exchange Commission (the “SEC”)) and/or its Office of the Whistleblower, as well as certain other governmental entities and self-regulatory organizations. As such, nothing in the Agreement or otherwise prohibits or limits you from disclosing the Agreement to, or from cooperating with or reporting violations to or initiating communications with, the SEC or any other federal, state or local such governmental agency or commission (“Government Agency”) entity or self-regulatory organization regarding possible legal violationsorganization, and you may do so without disclosure to notifying the BankCompany. The Bank No member of the Company Group may not retaliate against the Executive you for any of these activities, and nothing in this the Agreement or otherwise requires the Executive you to waive any monetary award or other payment that the Executive you might become entitled to from the SEC or any other Government Agency governmental entity or self-regulatory organization. Moreover, nothing in the Agreement or otherwise prohibits you from notifying the Company that you are going to make a report or disclosure to law enforcement. (b) FurtherNotwithstanding anything to the contrary in the Agreement or otherwise, nothing as provided for in this Agreement precludes the Executive from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once this Agreement becomes effective, the Executive may not receive a monetary award or any other form of personal relief from the Bank in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf. (c) Pursuant to the Defend Trade Secrets Act of 20162016 (18 U.S.C. § 1833(b)), the parties hereto acknowledge and agree that the Executive shall you will not have criminal be held criminally or civil liability civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney attorney, and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without Without limiting the preceding sentenceforegoing, if the Executive files you file a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive you may disclose the trade secret to the Executive’s your attorney and may use the trade secret information in the court proceeding, if the Executive you (Ax) files file any document containing the trade secret under seal seal, and (Cy) does do not disclose the trade secret, except pursuant to court order.

Appears in 2 contracts

Samples: Retirement Agreement (Amplify Energy Corp), Separation Agreement (Amplify Energy Corp)

Employee Protections. (a) Nothing a. Notwithstanding anything to the contrary contained herein or in any other confidentiality provision or agreement to which you may become subject to as a result of your employment with the Company, nothing in this Agreement or otherwise limits the Executive’s your ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the “SEC”), ) or any other federal, state or local governmental agency or commission (each, a “Government Agency”) or self-regulatory organization regarding possible legal violations, without disclosure to the BankCompany. The Bank Company may not retaliate against the Executive you for any of these the foregoing activities, and nothing in this Agreement requires the Executive you to waive any monetary award or other payment that the Executive you might become entitled to from the SEC or any other Government Agency or self-regulatory organization. (b) Further, nothing Agency. Nothing in this Agreement agreement precludes the Executive you from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However; provided, however, once this Agreement becomes effective, the Executive may you will not be entitled to receive a monetary award or any other form of personal relief from the Bank Company in connection with any such charge or complaint that the Executive filed you file or is filed on your behalf. Notwithstanding anything to the Executive’s behalfcontrary herein, the Company nonetheless asserts and does not waive its attorney-client privilege over any information appropriately protected by the privilege. (c) b. Pursuant to the Defend Trade Secrets Act of 2016, the parties hereto acknowledge and agree that the Executive shall you will not have criminal or civil liability under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentence, if the Executive files you file a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive you may disclose the trade secret to the Executive’s your attorney and may use the trade secret information in the court proceeding, if the Executive you (Ax) files file any document containing the trade secret under seal and (Cy) does do not disclose the trade secret, except pursuant to court order. Further, in the event that disclosure of Confidential Information was not done in good faith pursuant to the above, you may be subject to substantial damages, including punitive damages and attorneys’ fees.

Appears in 1 contract

Samples: Separation Agreement (Teladoc Health, Inc.)

Employee Protections. (a) Nothing in this Agreement or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the “SEC”), any other federal, state or local governmental agency or commission (“Government Agency”) or self-regulatory organization regarding possible legal violations, without disclosure to the Bank. The Bank may not retaliate against the Executive for any of these activities, and nothing in this Agreement requires the Executive to waive any monetary award or other payment that the Executive might become entitled to from the SEC or any other Government Agency or self-regulatory organization.. ​ ​ (b) Further, nothing in this Agreement precludes the Executive from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once this Agreement becomes effective, the Executive may not receive a monetary award or any other form of personal relief from the Bank in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf.. ​ (c) Pursuant to the Defend Trade Secrets Act of 2016, the parties hereto acknowledge and agree that the Executive shall not have criminal or civil liability under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentence, if the Executive files a lawsuit for retaliation by the Bank for reporting a suspected violation of law, the Executive may disclose the trade secret to the Executive’s attorney and may use the trade secret information in the court proceeding, if the Executive (A) files any document containing the trade secret under seal and (C) does not disclose the trade secret, except pursuant to court order.and

Appears in 1 contract

Samples: Employment Agreement (SouthState Corp)

Employee Protections. (a) Nothing in this Agreement or otherwise limits the Executive’s your ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the "SEC"), any other federal, state or local governmental agency or commission ("Government Agency") or self-regulatory organization regarding possible legal violations, without disclosure to the BankCompany. The Bank Company may not retaliate against the Executive you for any of these activities, and nothing in this Agreement requires the Executive you to waive any monetary award or other payment that the Executive you might become entitled to from the SEC or any other Government Agency or self-regulatory organization. (b) . Further, nothing in this Agreement precludes the Executive you from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once this Agreement becomes effective, the Executive you may not receive a monetary award or any other form of personal relief from the Bank Company in connection with any such charge or complaint that the Executive you filed or is filed on the Executive’s your behalf. (c) . Pursuant to the Defend Trade Secrets Act of 2016, the parties hereto acknowledge and agree that the Executive shall you will not have criminal or civil liability under any federal Federal or state State trade secret law for the disclosure of a trade secret that (iA) is made (Ai) in confidence to a federalFederal, stateState, or local government official, either directly or indirectly, or to an attorney and (Bii) solely for the purpose of reporting or investigating a suspected violation of law; or (iiB) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentence, if the Executive files you file a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive you may disclose the trade secret to the Executive’s your attorney and may use the trade secret information in the court proceeding, if the Executive you (AX) files file any document containing the trade secret under seal and (CY) does do not disclose the trade secret, except pursuant to court order.

Appears in 1 contract

Samples: Transition Agreement (CSX Corp)

Employee Protections. (a) Nothing in this Agreement or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the “SEC”), any other federal, state or local governmental agency or commission (“Government Agency”) or self-regulatory organization regarding possible legal violations, without disclosure to the Bank. The Bank may not retaliate against the Executive for any of these activities, and nothing in this Agreement requires the Executive to waive any monetary award or other payment that the Executive might become entitled to from the SEC or any other Government Agency or self-regulatory organization.. ​ (b) Further, nothing in this Agreement precludes the Executive from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once this Agreement becomes effective, the Executive may not receive a monetary award or any other form of personal relief from the Bank in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf.. ​ ​ ​ (c) Pursuant to the Defend Trade Secrets Act of 2016, the parties hereto acknowledge and agree that the Executive shall not have criminal or civil liability under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentence, if the Executive files a lawsuit for retaliation by the Bank for reporting a suspected violation of law, the Executive may disclose the trade secret to the Executive’s attorney and may use the trade secret information in the court proceeding, if the Executive (A) files any document containing the trade secret under seal and (C) does not disclose the trade secret, except pursuant to court order.and

Appears in 1 contract

Samples: Employment Agreement (SouthState Corp)

Employee Protections. (a) Nothing in this Agreement or otherwise limits shall be construed to prohibit Employee from filing a charge or complaint with or participating in any investigation or proceeding conducted by the Executive’s ability Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission, the Occupational Safety and Health Administration, or any other federal, state, or local governmental regulatory or law enforcement agency with which Employee has a protected right to communicate directly file a complaint and/or participate in an investigation or proceeding (“Government Agency”). However, Employee hereby disclaims and waives any right to share or participate in any monetary award or personal relief (including, but not limited to, reinstatement, back pay, front pay, damages, and attorneys’ fees) resulting from the prosecution of such Government Agency charge or investigation (other than any governmental whistleblower awards), provided this shall not apply to certain claims filed with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the “SEC”), or with regard to any other federal, state or local governmental agency or commission (“Government Agency”) or self-regulatory organization regarding possible legal violations, without disclosure to the Bank. The Bank may claim not retaliate against the Executive for any releasable as a matter of these activities, and nothing in this Agreement requires the Executive to waive any monetary award or other payment that the Executive might become entitled to from the SEC or any other Government Agency or self-regulatory organizationlaw. (b) Further, nothing in this Agreement precludes the Executive from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once this Agreement becomes effective, the Executive may not receive a monetary award or any other form of personal relief from the Bank in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf. (c) Pursuant to the Defend Trade Secrets Act of 2016, the parties Parties hereto acknowledge and agree that the Executive Employee shall not have criminal or civil liability under any federal Federal or state State trade secret law for the disclosure of a trade secret that (iA) is made (Ai) in confidence to a federalFederal, stateState, or local government official, either directly or indirectly, or to an attorney and (Bii) solely for the purpose of reporting or investigating a suspected violation of law; or (iiB) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentence, if the Executive Employee files a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive Employee may disclose the trade secret to the ExecutiveEmployee’s attorney and may use the trade secret information in the court proceeding, if the Executive Employee (AX) files any document containing the trade secret under seal and (CY) does not disclose the trade secret, except pursuant to court order.

Appears in 1 contract

Samples: Separation and General Release Agreement (Global Clean Energy Holdings, Inc.)

Employee Protections. (a) Nothing in this Agreement The Employee has the right under federal law to certain protections for cooperating with or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege reporting legal violations to the Securities and Exchange Commission (the “SEC”)) and/or its Office of the Whistleblower, as well as certain other governmental entities and self-regulatory organizations. As such, nothing in this Agreement or otherwise prohibits or limits the Employee from disclosing this Agreement to, or from cooperating with or reporting violations to or initiating communications with, the SEC or any other federal, state or local such governmental agency or commission (“Government Agency”) entity or self-regulatory organization regarding possible legal violationsorganization, and the Employee may do so without disclosure to notifying the BankCompany. The Bank Neither the Company nor any of its subsidiaries or affiliates may not retaliate against the Executive Employee for any of these activities, and nothing in this Agreement or otherwise requires the Executive Employee to waive any monetary award or other payment that the Executive Employee might become entitled to from the SEC or any other Government Agency governmental entity or self-regulatory organization. (b) Further. Moreover, nothing in this Agreement precludes or otherwise prohibits the Executive Employee from filing notifying the Company that the Employee is going to make a charge of discrimination with report or disclosure to law enforcement. Notwithstanding anything to the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once contrary in this Agreement becomes effectiveor otherwise, the Executive may not receive a monetary award or any other form of personal relief from the Bank as provided for in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf. (c) Pursuant to the Defend Trade Secrets Act of 20162016 (18 U.S.C. § 1833(b)), the parties hereto acknowledge and agree that the Executive shall Employee will not have criminal be held criminally or civil liability civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney attorney, and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without Without limiting the preceding sentenceforegoing, if the Executive Employee files a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive Employee may disclose the trade secret to the Executive’s his or her attorney and may use the trade secret information in the court proceeding, if the Executive Employee (Ax) files any document containing the trade secret under seal seal, and (Cy) does not disclose the trade secret, except pursuant to court order.

Appears in 1 contract

Samples: Separation Agreement (Assurant Inc)

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Employee Protections. (a) Nothing 4.1 Notwithstanding anything to the contrary in this Agreement Agreement, nothing herein or otherwise limits the Executive’s your ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the “SEC”), any other federal, state or local governmental agency or commission (“Government Agency”) or self-regulatory organization regarding possible legal violations, without disclosure to the BankCompany. The Bank Company may not retaliate against the Executive you for any of these activities, and nothing in this the Agreement or otherwise requires the Executive you to waive any monetary award or other payment that the Executive you might become entitled to from the SEC or any other Government Agency or self-regulatory organization. Moreover, nothing in this Agreement or otherwise requires you to notify the Company that you are going to make a report or disclosure to law enforcement. (b) 4.2 Further, nothing in this Agreement precludes the Executive you from filing a charge of discrimination or unfair labor practice with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agencyor labor Government Agency. However, once this Agreement becomes effective, the Executive you may not receive a monetary award or any other form of personal relief from the Bank Company or any other Released Party in connection with any such charge or complaint that the Executive you have filed or is filed on the Executive’s your behalf. (c) Pursuant to the 4.3 The Defend Trade Secrets Act Of 2016 provides immunity in certain circumstances to Company employees, contractors, and consultants for limited disclosures of 2016Company trade secrets. Specifically, Company employees, contractors, and consultants may disclose trade secrets: (a) in confidence, either directly or indirectly, to a Federal, State, or local government official, or to an attorney, “solely for the parties hereto acknowledge purpose of reporting or investigating a suspected violation of law,” or (b) “in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.” Additionally, Company employees, contractors, and agree that consultants who file retaliation lawsuits for reporting a suspected violation of law may also use and disclose related Trade Secrets in the Executive following manner: (c) the individual may disclose the trade secret to their attorney, and (d) the individual may use the information in related court proceeding, as long as the individual files documents containing the trade secret under seal, and does not otherwise disclose the trade secret “except pursuant to court order.” You shall not have criminal be held criminally or civil liability civilly liable under any federal Federal or state State trade secret law for the disclosure of a trade secret that Trade Secret that: (i1) is made (Aa) in confidence to a federalFederal, stateState, or local government official, either directly or indirectly, or to an attorney attorney, and (Bb) solely for the purpose of reporting or investigating a suspected violation of law; or (ii2) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentenceDisclosures to attorneys, if the Executive files a lawsuit for retaliation by the Bank for reporting a suspected violation of lawmade under seal, the Executive may disclose the trade secret to the Executive’s attorney and may use the trade secret information in the court proceeding, if the Executive (A) files any document containing the trade secret under seal and (C) does not disclose the trade secret, except or pursuant to court order are also protected in certain circumstances under 18 U.S.C. 1833. 4.4 Nothing in this Agreement waives your right to testify in an administrative, legislative, or judicial proceeding when you have been required or requested to attend the proceeding pursuant to a court order, subpoena, or written request from an administrative agency or the legislature. Nothing in this Agreement prevents you from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that you have reason to believe is unlawful. 4.5 The protections set forth in this Section 4 constitute the “Employee Protections”.

Appears in 1 contract

Samples: Separation Agreement (Lucid Group, Inc.)

Employee Protections. (a) Nothing The Employee has the right under federal law to certain protections for cooperating with or reporting legal violations to the SEC and/or its Office of the Whistleblower, as well as certain other governmental entities and self-regulatory organizations. As such, nothing in this Agreement or otherwise prohibits or limits the Executive’s ability Employee from disclosing this Agreement to, or from cooperating with or reporting violations to communicate directly with and provide informationor initiating communications with, including documents, not otherwise protected from disclosure by any applicable law the SEC or privilege to the Securities and Exchange Commission (the “SEC”), any other federal, state or local such governmental agency or commission (“Government Agency”) entity or self-regulatory organization regarding possible legal violationsorganization, and the Employee may do so without disclosure to notifying the BankCompany. The Bank Neither the Company nor any of its subsidiaries or affiliates may not retaliate against the Executive Employee for any of these activities, and nothing in this Agreement or otherwise requires the Executive Employee to waive any monetary award or other payment that the Executive Employee might become entitled to from the SEC or any other Government Agency governmental entity or self-regulatory self­regulatory organization. (b) Further. Moreover, nothing in this Agreement precludes or otherwise prohibits the Executive Employee from filing notifying the Company that the Employee is going to make a charge of discrimination with report or disclosure to law enforcement. Notwithstanding anything to the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once contrary in this Agreement becomes effectiveor otherwise, the Executive may not receive a monetary award or any other form of personal relief from the Bank as provided for in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf. (c) Pursuant to the Defend Trade Secrets Act of 20162016 (18 U.S.C. § 1833(b)), the parties hereto acknowledge and agree that the Executive shall Employee will not have criminal be held criminally or civil liability civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney attorney, and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without Without limiting the preceding sentenceforegoing, if the Executive Employee files a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive Employee may disclose the trade secret to the Executive’s her attorney and may use the trade secret information in the court proceeding, if the Executive Employee (Ax) files any document containing the trade secret under seal seal, and (Cy) does not disclose the trade secret, except pursuant to court order.

Appears in 1 contract

Samples: Separation Agreement (Assurant, Inc.)

Employee Protections. (a) Nothing in this Agreement You have the right under federal law to certain protections for cooperating with or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege reporting legal violations to the Securities and Exchange Commission (the “SEC”)) and/or its Office of the Whistleblower, as well as certain other governmental entities and self-regulatory organizations. As such, nothing in the Agreement or otherwise prohibits or limits you from disclosing the Agreement to, or from cooperating with or reporting violations to or initiating communications with, the SEC or any other federal, state or local such governmental agency or commission (“Government Agency”) entity or self-regulatory organization regarding possible legal violationsorganization, and you may do so without disclosure to notifying the BankCompany. The Bank No member of the Company Group may not retaliate against the Executive you for any of these activities, and nothing in this the Agreement or otherwise requires the Executive you to waive any monetary award or other payment that the Executive you might become entitled to from the SEC or any other Government Agency governmental entity or self-regulatory organization. Moreover, nothing in the Agreement or otherwise prohibits you from notifying the Company that you are going to make a report or disclosure to law enforcement. (b) FurtherNotwithstanding anything to the contrary in the Agreement or otherwise, nothing as provided for in this Agreement precludes the Executive from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once this Agreement becomes effective, the Executive may not receive a monetary award or any other form of personal relief from the Bank in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf. (c) Pursuant to the Defend Trade Secrets Act of 20162016 (18 U.S.C. § 1833(b)), the parties hereto acknowledge and agree that the Executive shall you will not have criminal be held criminally or civil liability civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney attorney, and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without Without limiting the preceding sentenceforegoing, if the Executive files you file a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive ,you may disclose the trade secret to the Executive’s your attorney and may use the trade secret information in the court proceeding, if the Executive you (Ax) files file any document containing the trade secret under seal seal, and (Cy) does do not disclose the trade secret, except pursuant to court order.

Appears in 1 contract

Samples: Separation Agreement (Amplify Energy Corp)

Employee Protections. (a) Nothing in this Agreement or otherwise limits the Executive’s ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the “SEC”), any other federal, state or local governmental agency or commission (“Government Agency”) or self-regulatory organization regarding possible legal violations, without disclosure to the Bank. The Bank may not retaliate against the Executive for any of these activities, and nothing in this Agreement requires the Executive to waive any monetary award or other payment that the Executive might become entitled to from the SEC or any other Government Agency or self-regulatory organization. (b) . Further, nothing in this Agreement precludes the Executive from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However, once this Agreement becomes effective, the Executive may not receive a monetary award or any other form of personal relief from the Bank in connection with any such charge or complaint that the Executive filed or is filed on the Executive’s behalf.. ​ (cb) Pursuant to the Defend Trade Secrets Act of 2016, the parties hereto acknowledge and agree that the Executive shall not have criminal or civil liability under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentence, if the Executive files a lawsuit for retaliation by the Bank for reporting a suspected violation of law, the Executive may disclose the trade secret to the Executive’s attorney and may use the trade secret information in the court proceeding, if the Executive (A) files any document containing the trade secret under seal and (C) does not disclose the trade secret, except pursuant to court order.and

Appears in 1 contract

Samples: Employment Agreement (SouthState Corp)

Employee Protections. (a) Nothing a. Notwithstanding anything to the contrary contained herein or in any other confidentiality provision or agreement to which you may become subject to as a result of your employment with the Company, nothing in this Agreement or otherwise limits the Executive’s your ability to communicate directly with and provide information, including documents, not otherwise protected from disclosure by any applicable law or privilege to the Securities and Exchange Commission (the “SEC”), ) or any other federal, state or local governmental agency or commission (each, a “Government Agency”) or self-regulatory organization regarding possible legal violations, without disclosure to the BankCompany. The Bank Company may not retaliate against the Executive you for any of these the foregoing activities, and nothing in this Agreement requires the Executive you to waive any monetary award or other payment that the Executive you might become entitled to from the SEC or any other Government Agency or self-regulatory organization. (b) Further, nothing Agency. Nothing in this Agreement agreement precludes the Executive you from filing a charge of discrimination with the Equal Employment Opportunity Commission or a like charge or complaint with a state or local fair employment practice agency. However; provided, however, once this Agreement agreement becomes effective, the Executive may you will not be entitled to receive a monetary award or any other form of personal relief from the Bank Company in connection with any such charge or complaint that the Executive filed you file or is filed on your behalf. Notwithstanding anything to the Executive’s behalfcontrary herein, the Company nonetheless asserts and does not waive its attorney-client privilege over any information appropriately protected by the privilege. (c) b. Pursuant to the Defend Trade Secrets Act of 2016, the parties hereto acknowledge and agree that the Executive shall you will not have criminal or civil liability under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. In addition and without limiting the preceding sentence, if the Executive files you file a lawsuit for retaliation by the Bank Company for reporting a suspected violation of law, the Executive you may disclose the trade secret to the Executive’s your attorney and may use the trade secret information in the court proceeding, if the Executive you (Ax) files file any document containing the trade secret under seal and (Cy) does do not disclose the trade secret, except pursuant to court order. Further, in the event that disclosure of Confidential Information was not done in good faith pursuant to the above, you may be subject to substantial damages, including punitive damages and attorneys’ fees.

Appears in 1 contract

Samples: Separation Agreement (EPAM Systems, Inc.)

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