Executives Covenants and Agreements Sample Clauses
Executives Covenants and Agreements. (a) Executive agrees to maintain full and complete records of all transactions and of all services performed by Executive on behalf of the Company and to submit this information to the Company in the manner and at the times that the Company may, from time to time, direct.
(b) Executive agrees to devote Executive's entire productive time, ability and attention to the Company's business during the term of this Agreement. Executive further agrees not to, directly or indirectly, render any services of a business, commercial or professional nature to any other person or organization, whether for compensation or otherwise, without the Company's prior written consent.
(c) Executive agrees to abide by and comply with all personnel and company practices and policies applicable to Executive.
(d) Executive shall promptly and completely disclose to the Company and the Company or its customers will own all rights, title and interest to any Inventions made, recorded, written, first reduced to practice, discovered, developed, conceived, authored or obtained by Executive, alone or jointly with others, during the term of Executive's employment with the Company (whether or not such Inventions are made, recorded, written, first reduced to practice, discovered, developed, conceived, authored or obtained during working hours) and for one year after termination of Executive's employment with the Company. Executive agrees to take all such action during the term of Executive's employment with the Company or at any time thereafter as may be necessary, desirable or convenient to assist the Company or its customers in securing patents, copyright registrations, or other proprietary rights in such Inventions and in defending and enforcing the Company's or such customer's rights to such Inventions, including without limitation the execution and delivery of any instruments of assignments or transfer, affidavits, and other documents, as the Company or its customers may request from time to time to confirm the Company's or its customers' ownership of the Inventions. Executive represents and warrants that as of the date hereof there are no works, software, inventions, discoveries or improvements (other than those included in a copyright or patent of application therefor) which were recorded, written, conceived, invented, made or discovered by Executive before entering into this Agreement and which Executive desires to be removed from the provisions of this Agreement.
(e) For purposes of th...
Executives Covenants and Agreements. In addition to any obligations the Executive may have with respect to the following subject matter under and covenant to or policy of the Company in effect on the date of the Employee’s termination of employment, the Executive agrees to the promises set forth in Sections 2.01, 2.02 and 2.03 as follows.
Executives Covenants and Agreements. (a) Executive agrees that he shall not, without the prior written consent of the Board of Directors of the Company, disclose or make available to anyone for use outside the Company's organization at any time, either during his employment with the Company or subsequent to the termination of his employment with the Company for any reason, any Confidential Information, whether or not developed by Executive, except as required in the performance of Executive's duties to the Company or as is otherwise required by law, applicable regulation or any recognized subpoena power. Notwithstanding anything to the contrary contained herein, the foregoing confidentiality obligations of the Executive shall not apply to any information or data that is generally available within the public domain or otherwise publicly accessible through legal means (in no event, in any case, as a result of Executive's breach of his obligations hereunder).
(b) Upon the termination of Executive's employment with the Company for any reason, Executive promptly shall deliver to the Company all correspondence, drawings, blueprints, manuals, letters, notes, notebooks, reports, flow-charts, programs, proposals, price lists, customer lists, company credit cards, company vehicles and any documents concerning the Company's customers or concerning products or processes used by the Company containing or constituting Confidential Information.
(c) Executive covenants and agrees that during the period of Executive's employment hereunder and, if applicable, during the Non-Compete Period, Executive shall not, directly or indirectly (whether as principal, agent, officer, director, employee, consultant, shareholder, or otherwise, whether alone or in association with any other person, corporation or other entity): (i) engage in, own or otherwise operate any supermarket or retail grocery business in the Commonwealth of Virginia; or (ii) solicit or induce, or attempt to solicit or induce, any employee of the Company to leave; it being understood that Executive shall be permitted to own up to 3% of the outstanding capital stock of any publicly-traded company listed on a national securities exchange or quoted on the National Association of Securities Dealers Automated Quotations System. For purposes of this Agreement, "Non-Compete Period" means the one-year period following any termination of Executive's employment by Executive pursuant to Sections 7(a)(iv) or 7(a)(v).
Executives Covenants and Agreements. (a) During the Employment Term, Executive shall not engage in any other business, profession, or occupation for compensation or otherwise which would conflict with the rendition of such services, either directly or indirectly, without the prior written consent of the Company.
(b) Executive agrees to hold and safeguard the Confidential Information in trust for the Company and any parent, subsidiary, or affiliate, and its and their successors and assigns and agrees that he shall not, without the prior written consent of the Company, disclose or make available to anyone for use outside the Company's organization at any time, either during his employment with the Company or thereafter, any of the Confidential Information, whether or not developed by Executive, except as required in the performance of Executive's duties to the
Executives Covenants and Agreements. (a) Executive agrees to hold and safeguard the Confidential Information in trust for the Company, Newco, and their successors and assigns and agrees that he shall not, without the prior written consent of the Board of Directors of the Company or Newco, disclose or make available to anyone for use outside the Company's or Newco's organization at any time, either during his employment with Employer or subsequent to the termination of his employment with Employer for any reason, any of the Confidential Information, whether or not developed by Executive, except as required in the performance of Executive's duties to Employer.
(b) Executive shall disclose promptly to Employer any and all Employer Inventions (as defined below) authorized, conceived or made by Executive during the period of Executive's employment by Employer and related to the business or activities of Employer, and hereby assigns and agrees to assign all his right, title and interest world-wide in all Employer Inventions and in all intellectual property rights based upon Employer Inventions to Employer. Whenever requested to do so by Employer, Executive shall execute any and all applications, assignments or other instruments which Employer shall deem necessary to apply for and obtain letters patent or copyrights of the United States or any foreign country or to otherwise protect Employer's interest therein or to evidence the assignment thereof to Employer. Such obligations shall continue beyond the termination of Executive's employment with Employer for any reason with respect to Employer Inventions authored, conceived or made by Executive during the period of Executive's employment by Employer, and shall be binding upon Executive's assigns, executors, administrators and other legal representatives. In the event that the Company or Newco is unable for any reason to secure Executive's signature to any lawful and necessary document required to apply for or execute any patent, copyright or other applications with respect to any Employer Inventions (including but not limited to any renewals, extensions, continuations, divisions or continuations in part thereof), Executive hereby irrevocably appoints Employer and its duly authorized officers and agents as his agents and attorneys-in-fact to execute and file any such application and to do all other lawfully permitted acts to further the prosecution and issuance of patents, copyrights or other rights relating to such Employer Inventions with the same l...
Executives Covenants and Agreements