Executive’s Acknowledgment. The Executive acknowledges (a) that he has had the opportunity to consult with independent counsel of his own choice concerning this Agreement, and (b) that he has read and understands this Agreement, is fully aware of its legal effect, and has entered into it freely based on his own judgment.
Executive’s Acknowledgment. Executive agrees and acknowledges that in order to assure the Company that it will retain its value and that of the Business as a going concern, it is necessary that Executive not utilize special knowledge of the Business and its relationships with customers to compete with the Company. Executive further acknowledges that:
(a) the Company is and will be engaged in the Business during the Employment Period and thereafter;
(b) Executive will occupy a position of trust and confidence with the Company, and during the Employment Period, Executive will become familiar with the Company’s trade secrets and with other proprietary and Confidential Information concerning the Company and the Business;
(c) the agreements and covenants contained in this Section 6 and Sections 7, 8 and 9 are essential to protect the Company and the confidentiality of its Confidential Information (defined below) and near permanent client relationships as well as goodwill of the Business and compliance with such agreements and covenants will not impair Executive’s ability to procure subsequent and comparable employment; and
(d) Executive’s employment with the Company has special, unique and extraordinary value to the Company and the Company would be irreparably damaged if Executive were to provide services to any person or entity in violation of the provisions of this Agreement.
Executive’s Acknowledgment. The Executive acknowledges (a) that he has had the opportunity to consult with independent counsel of his own choice concerning this Agreement, and (b) that he has read and understands the Agreement, is fully aware of its legal effect, and has entered into it freely based on his own judgment.
Executive’s Acknowledgment. The Executive acknowledges that he has read and understands the foregoing and that the Corporation has advised him that this Agreement substantially alters and supersedes the Executive’s rights at common law. The Executive specifically acknowledges that the Corporation has advised him to seek independent legal advice prior to executing this Agreement.
Executive’s Acknowledgment. Executive agrees and acknowledges that in order to assure the Company that the Company will retain its value as a going concern, it is necessary that Executive undertake not to utilize his special knowledge of the Company’s business and his relationships with customers and suppliers to compete with the Company. Executive further acknowledges that:
(i) Executive is one of a limited number of persons who has developed the Company’s business;
(ii) Executive has occupied a position of trust and confidence with the Company prior to the date of this Agreement and, during such period and Employee’s employment under this Agreement, Employee has acquired and will acquire an intimate knowledge of proprietary and confidential information concerning the Company and its business;
(iii) the agreements and covenants contained in Sections 10(b), (c), (d), (e), (f) and (g) are essential to protect the Company and the goodwill of its business;
(iv) Executive’s employment with the Company has special, unique and extraordinary value to the Company, and the Company would be irreparably damaged if Executive were to provide services to any person or entity or otherwise act in violation of the provisions of this Agreement;
(v) the scope and duration of the restrictive covenants in Section 10(b) are reasonably designed to protect a protected interest of the Company and are not excessive in light of the circumstances; and
(vi) Executive has a means to support himself and his dependents other than by engaging in conduct prohibited by the restrictive covenants in Section 10(b), and the provisions of Sections 10(b) will not impair such ability.
Executive’s Acknowledgment. Executive agrees and acknowledges that in order to assure the Company that it will retain its value as a going concern, it is necessary that Executive undertake not to utilize his special knowledge of the business and his relationships with customers and suppliers to compete with the Company. Executive further acknowledges that:
(i) the Company is and will be engaged in the business;
(ii) Executive will occupy a position of trust and confidence with the Company prior to the date of this agreement and, during such period and Executive's employment under this agreement, Executive has, and will become familiar with the Company's trade secrets and with other proprietary and confidential information concerning the Company;
(iii) the agreements and covenants contained in this Section 8 are essential to protect the Company and the goodwill of the business; and
(iv) Executive's employment with the Company has special, unique and extraordinary value to the Company and the Company would be irreparably damaged if Executive were to provide services to any person or entity in violation of the provisions of this agreement.
Executive’s Acknowledgment. The Executive acknowledges that he has carefully read and considered all of the terms of this Agreement, including particularly the terms of this Section 8 and the preceding Section 7, that each of Premier and the Company has made a substantial investment in Premier's and the Company's business and that the restrictions provided in this Section 8 and the preceding Section 7 are reasonable and necessary for Premier's and the Company's protection. The Executive further acknowledges that damages at law will not be a measurable or adequate remedy for breach of the covenants contained in this Section 8 or in Section 7 and, accordingly the Executive consents to the entry by any court of competent jurisdiction of any order enjoining him from violating any such covenants. The parties hereto further agree that if, in any judicial proceeding, a court should refuse to enforce any covenants set forth in this Section 8 or in Section 7 because of their term or geographical scope, then such covenants shall be deemed to be modified to permit their enforcement to the maximum extent permitted by law. Notwithstanding any other provision herein, the provisions of this Section 8 shall survive termination of employment under this Agreement pursuant to Section 6 hereof and/or termination of this Agreement by reason of a Failure to Renew pursuant to
Executive’s Acknowledgment. The Executive agrees and acknowledges that in order to assure the Company that it will retain its value as a going concern, it is necessary that the Executive undertake not to utilize his special knowledge of the Company’s business of engaging in the development, commercialization, and licensing of advanced thin film solar technologies and intellectual property (the “Business”) and his relationships with those in the Company’s industry, customers and suppliers to compete with the Company. Executive further acknowledges that: (i) the Company is and will be engaged in the Business; (ii) Executive has occupied a position of trust and confidence with the Company prior to the date of this Agreement and, during such period the Executive has, and during the term of this Agreement the Executive will, become familiar with the Company’s trade secrets and with other proprietary and confidential information concerning the Company and the Business; (iii) the agreements and covenants contained in this Section 8 are essential to protect the Company and the goodwill of the Business; and (iv) the Executive’s employment with the Company has special, unique and extraordinary value to the Company and the Company would suffer irreparable harm, for which money damages would not constitute adequate compensation, if Executive were to provide services to any person or entity in violation of the provisions of this Agreement or otherwise violate any of the terms of this Section 8.
Executive’s Acknowledgment. Executive hereby expressly acknowledges and agrees that (i) the restrictions and obligations set forth in and imposed by this Section 7 will not prevent him from obtaining gainful employment in his field of expertise or cause him undue hardship, and (ii) in view and consideration of the substantial benefits he will receive from the Partnership pursuant to this Agreement, the restrictions and obligations imposed on him under this Section 7 are reasonable and necessary to protect the legitimate business interests of the Partnership and its partners and the Crown Pacific Group.
Executive’s Acknowledgment. Executive hereby expressly acknowledges and agrees that (i) the restrictions and obligations set forth in and imposed by this Section 7 will not prevent Executive from obtaining gainful employment in Executive's field of expertise or cause Executive undue hardship, and (ii) in view and consideration of the substantial benefits Executive will receive from the Company pursuant to this Agreement and the Company Agreement, the restrictions and obligations imposed on Executive under this Section 7 are reasonable and necessary to protect the legitimate business interests of the Company and its members and the UST Group.
