EMPLOYEE’S PROMISES. In consideration for the promises and payments contained in the Employment Agreement, Employee agrees as follows:
a. Employee hereby covenants not to xxx and also waives, releases and forever discharges the Company and its divisions, subsidiaries, officers, directors, agents, employees, stockholders, affiliates, attorneys, predecessors and successors from any and all claims, causes of action, damages or costs of any type and liabilities of whatever kind or nature, in law or in equity, that Employee has ever had or may have as of the Effective Date (whether known or not known) (collectively, “Claims”). This waiver and release includes, but is not limited to, claims, causes of action, damages or costs arising under or in relation to Company’s employee handbook and personnel policies, or any oral or written representations or statements made by officers, directors, employees or agents of Company, and also including but not limited to Claims based on and/or arising under any state or federal law regulating wages, hours, compensation or employment, or any claim for breach of contract or breach of the implied covenant of good faith and fair dealing, or any claim for wrongful termination, or any discrimination claim on the basis of race, sex, sexual orientation, gender, age, religion, marital status, national origin, physical or mental disability, medical condition, or under Title VII of the Civil Rights Act of 1964, as amended, The Americans with Disabilities Act, The Family Medical Leave Act, The Equal Pay Act, The Employee Retirement Income Security Act, The Fair Labor Standards Act, The California Fair Employment and Housing Act, The California Constitution, The California Government Code, The California Labor Code, The Industrial Welfare Commission’s Orders, The Worker Adjustment and Retraining Notification Act, the California Labor Code, the California Family Rights Act, Act, the California Wage Orders, the California Private Attorneys General Act of 2004, the California Wage Orders, and the California Business and Professions Code Section 17200, et seq., and any and all other Claims Employee may have under any other federal, state or local Constitution, Statute, Ordinance and/or Regulation; and all other Claims arising under common law including but not limited to tort, express and/or implied contract and/or quasi-contract, arising out of or, in any way, related to Employee’s previous relationship with the Company as an employee, consultant and/or director...
EMPLOYEE’S PROMISES. In exchange for the payments and benefits provided in Paragraph 4, which Employee acknowledges are of value and in excess of anything to which she would be entitled under Company policy or practice, Employee (including Employee’s heirs, assigns, executors, administrators and anyone claiming for or on Employee’s behalf):
a. promises and agrees to release and waive Employee’s right to assert, raise, file, or participate as a class member in any claims against the Company or other Released Parties which have arisen up to and including the date of this Agreement. (“Released Parties” means the Company and its parents, subsidiaries, affiliates, and assigns, plus all of its and their executives, officers, directors, attorneys, employees, agents, and employee benefit plans, plus related companies.) This waiver and release includes but is not limited to: (i) any and all claims alleging unlawful discrimination, harassment, or retaliation based on any protected category under federal, state or local laws, including but not limited to any claims under the Age Discrimination in Employment Act, as amended by the Older Workers’ Benefit Protection Act; (ii) any and all other tort or contract claims whether seeking compensatory, punitive, legal or equitable damages, attorneys’ fees and/or costs of any kind, including, but not limited to, claims for wrongful or retaliatory discharge, breach of contract or public policy, defamation, libel, slander, invasion or breach of privacy, intentional and/or negligent infliction of emotional distress, “whistleblower” retaliation claims, or personal injury; and (iii) any other claim whatsoever up through and including the date Employee signs this Agreement and whether currently known or unknown unless a waiver and release of such claim is expressly prohibited by law (collectively the “Waived and Released Claims”). This means Employee is voluntarily giving up the right to assert, raise, or file any of the Waived and Released Claims against the Company and that the Company shall have an affirmative defense to any such claim, if asserted, raised or filed;
EMPLOYEE’S PROMISES. Employee acknowledges and agrees that; 1) KM and its affiliates are engaged in, among other things, owning and/or operating integrated natural gas assets, products, chemicals and bulk terminals, refined products, natural gas, natural gas liquids and carbon dioxide pipelines, electricity generating assets, crude oil production assets and other midstream energy assets; (the "Business"); 2) the Business is conducted throughout the United States; 3) his work for KM gave and will continue (during the Employment Period) to give him access to Confidential Information, proprietary information and trade secrets of and concerning KM, KM's actual and potential Customers, providers, suppliers, and other business affiliates; 4) his work for KM gave and will continue (during the Employment Period) to give him access to KM's actual and potential Customers, providers, suppliers, and other business affiliates with whom KM has expended substantial efforts to successfully establish goodwill; and 4) the agreements and covenants contained in this Paragraph 4 are essential to protect the Business and the trade secrets, Confidential Information, proprietary information, goodwill and other legitimate interests of KM. Accordingly, Employee agrees and covenants as follows:
EMPLOYEE’S PROMISES. During this thirty-six (36) month period after the date the Employee’s employment with the Company terminates, Employee shall not either himself or together with other persons, directly or indirectly, (i) own, manage, operate, join, control or participate in the ownership, management, operation or control of or become the employee, consultant or independent contractor of any business engaged in the research, development, manufacture, sale, marketing or distribution of stainless steel, titanium, specialty alloys, or metal fabricated parts or components similar to or competitive with those manufactured by the Company as of the date the Employee’s Company employment ends; (ii) offer services to any business that is or has been at any time during a period of three (3) years prior to the Employee’s termination of Company employment a customer, vendor or contractor of the Company; or (iii) solicit any employee of the Company to terminate his or her employment with the Company for purposes of hiring such employee or hire any person who is an employee of the Company.
EMPLOYEE’S PROMISES. Employee acknowledges and agrees that: 1) KM and the KM Releasees are engaged in, among other things, the natural gas pipeline business (the “Business”); 2) the Business is conducted throughout the states of Texas, Oklahoma, Nebraska, Colorado, Illinois, Iowa, Kansas, Wisconsin, Louisiana, Arkansas, New Mexico, Wyoming, and Arizona; 3) the KM Releasees have provided, and shall continue to provide, Employee with Confidential Information, proprietary information and trade secrets of and concerning the KM Releasees, their actual and potential Customers, providers, suppliers, and other business affiliates; 4) Employee’s work for KM has given, and will continue to give, Employee access to actual and potential Customers, providers, suppliers, and other business affiliates with whom the KM Releasees have expended substantial efforts to successfully establish goodwill; and 4) the agreements and covenants contained in this Paragraph 4, including its subparts, are essential to protect the Business and the trade secrets, Confidential Information, proprietary information, goodwill and other legitimate interests of the KM Releasees. Accordingly, Employee agrees and covenants as follows:
EMPLOYEE’S PROMISES. In addition to the release of claims provided for in section 5, Employee promises never to file or prosecute a lawsuit, arbitration, administrative complaint or charge, or other complaint or charge asserting any claims that are released by this Agreement. Employee represents that he has not filed or caused to be filed any lawsuit, arbitration, complaint or charge with respect to any claim this Agreement releases. Employee further agrees to request any government agency or other body assuming jurisdiction of any complaint or charge relating to a released claim to withdraw from the matter or dismiss the matter with prejudice.
EMPLOYEE’S PROMISES. Employee shall not for a period of eighteen (18) months after termination of employment by Employer, either himself or herself or together with other persons, directly or indirectly, (i) own, manage, operate, join, control or participate in the ownership, management, operation or control of or become the employee, consultant or independent contractor of any business engaged in the research, development, manufacture, sale, marketing or distribution of stainless steel, titanium, specialty alloys, or metal fabricated parts or components similar to or competitive with those manufactured by the Employer as of the date the Employee’s employment with Employer ends; (ii) offer services to any business that is or has been at any time during a period of three (3) years prior to the Employee’s termination of employment with Employer a customer, vendor or contractor of the Employer; or (iii) solicit any employee of the Employer to terminate his or her employment with the Employer for purposes of hiring such employee or hire any person who is an employee of the Employer.
EMPLOYEE’S PROMISES. (a) Employee agrees that Employee will not, at any time after the date of this Agreement, during the period of his employment with the Bank or Employer, or after the termination of such employment with the Bank or Employer for any reason, make any unauthorized disclosure, directly or indirectly, of any Confidential Information of the Bank or Employer, or third parties, or make any use thereof, directly or indirectly, except in performance of Employee’s duties for the Bank or Employer. Employee also agrees that Employee shall immediately deliver to the Bank or Employer, as directed, upon the termination of employment or at any other time at the Bank or Employer’s request, without retaining any copies, all documents and other material in Employee’s possession relating, directly or indirectly, to any Confidential Information or other information of the Bank or Employer, or Confidential Information or other information regarding third parties, learned as an employee of the Bank or Employer.
(b) Ancillary to the consideration to be provided pursuant to Section 4.3 and Section 6.2 hereof, including but not limited to the Bank and Employer’s agreement to provide Confidential Information to Employee and Employee’s agreement not to disclose Confidential Information, and in order to protect the Confidential Information, Employee agrees to the non-competition and non-solicitation provisions set forth in this Section 6.3(b)(1)-(4) (the “Non-Competition Obligations”). Employee agrees that, for the Non-Competition Period, Employee will not, except as an employee of the Bank or Employer, in any capacity for Employee or others, directly or indirectly:
(1) compete in, engage in, or contribute knowledge to, anywhere in the geographic area comprised of the fifty (50) mile radius surrounding each of the banking centers of Employer (including, without limitation, those offices that were formerly banking offices of the Bank) or the Bank (collectively, the “Market Area”), a business similar to that of the Bank or Employer, or compete in, engage in, or contribute knowledge to that type of business which the Bank or Employer has plans to engage in, or any business which the Bank or Employer has engaged in during the preceding twelve (12) month period if within the twenty-four (24) months before the termination of Employee’s employment, Employee obtained information regarding the proposed plans or the business in which the Bank or Employer engaged;
(2) take any action to invest in,...
EMPLOYEE’S PROMISES. In exchange for the “Company’s Promises” (defined in Paragraph 1 above), Employee has promised to do the following:
EMPLOYEE’S PROMISES. In addition to the release of claims provided for in Paragraph 2, Employee also agrees to the following:
