Common use of Key Person Events Clause in Contracts

Key Person Events. (a) Without written consent of Lender, the Key Person: (i) ceases full-time employment with Company other than for reason of death or disability; (ii) provides services to a business that is competitive with Company; (iii) improperly uses intellectual property or confidential information of Company for the benefit of any Person other than Company; or (iv) violates any provision of his or her Non-Solicitation and Confidential Information Agreement. (b) If an Event of Default under Section 7.6(a)(i) occurs, Company and Lender will use their commercially reasonable efforts to identify a mutually acceptable replacement Key Person, and Company will cause such replacement Key Person to promptly execute a joinder to this Agreement and to enter into a Non-Solicitation and Confidential Information Agreement in substantially the same form as is delivered by the Key Person pursuant to Section 4.2(a) hereof (if not previously executed by such replacement Key Person). The replacement Key Person will be required to fulfill the duties and obligations of the Key Person set forth in this Agreement. Company will not, without Lender’s prior written consent, hire or compensate a replacement Key Person on terms substantially different from those applicable to the prior Key Person. Additionally, Company shall obtain “key-person” life insurance in the amount required under Section 5.12 hereof within 60 days of the date on which the Key Person is mutually agreed upon by Company and Lender. Failure to obtain such “key-person” life insurance within such 60 day period will constitute an Event of Default under Section 7.2 of this Agreement.

Appears in 1 contract

Samples: Revenue Loan and Security Agreement (NowRx, Inc.)

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Key Person Events. (a) Without written consent of Lender, the Key Person: (i) ceases full-time employment with Company other than for reason of death or disability; (ii) provides services to a business that is competitive with Companya Company Entity; (iii) improperly uses intellectual property or confidential information of a Company Entity for the benefit of any Person other than Companya Company Entity; or (iv) violates any provision of his or her Non-Competition, Non-Solicitation and Confidential Information Agreement. (b) If an Event of Default under Section 7.6(a)(i) occurs, Company and Lender will use their commercially reasonable efforts to identify a mutually acceptable replacement Key Person, and Company will cause such replacement Key Person to promptly execute a joinder to this Agreement and to enter into a Non-Compete, Non-Solicitation and Confidential Information Agreement in substantially the same form as is delivered by the Key Person pursuant to Section 4.2(a) hereof (if not previously executed by such replacement Key Person). The replacement Key Person will be required to fulfill the duties and obligations of the Key Person set forth in this Agreement. Company will not, without Lender’s prior written consent, hire or compensate a replacement Key Person on terms substantially different from those applicable to the prior Key Person. Additionally, Company shall obtain “key-person” life insurance in the amount required under Section 5.12 hereof within 60 days of the date on which the Key Person is mutually agreed upon by Company and Lender. Failure to obtain such “key-person” life insurance within such 60 day period will constitute an Event of Default under Section 7.2 of this Agreement.

Appears in 1 contract

Samples: Revenue Loan and Security Agreement (Splash Beverage Group, Inc.)

Key Person Events. (a) Without written consent of LenderLxxxxx, the Key Person: (i) ceases full-time employment with Company other than for reason of death or disability; (ii) provides services to a business that is competitive with Companya Company Entity; (iii) improperly uses intellectual property or confidential information of a Company Entity for the benefit of any Person other than Companya Company Entity; or (iv) violates any provision of his or her Non-Competition, Non-Solicitation and Confidential Information Agreement. (b) If an Event of Default under Section 7.6(a)(i) occurs, Company and Lender will use their commercially reasonable efforts to identify a mutually acceptable replacement Key Person, and Company will cause such replacement Key Person to promptly execute a joinder to this Agreement and to enter into a Non-Competition, Non-Solicitation and Confidential Information Agreement in substantially the same form as is delivered by the Key Person pursuant to Section 4.2(a) hereof (if not previously executed by such replacement Key Person). The replacement Key Person will be required to fulfill the duties and obligations of the Key Person set forth in this Agreement. Company will not, without LenderLxxxxx’s prior written consent, hire or compensate a replacement Key Person on terms substantially different from those applicable to the prior Key Person. Additionally, Company shall obtain “key-person” life insurance in the amount required under Section 5.12 hereof within 60 days of the date on which the Key Person is mutually agreed upon by Company and Lender. Failure to obtain such “key-person” life insurance within such 60 day period will constitute an Event of Default under Section 7.2 of this Agreement.

Appears in 1 contract

Samples: Revenue Loan and Security Agreement (INVO Bioscience, Inc.)

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Key Person Events. (a) Without written consent of Lender, the Key Person: (i) ceases full-time employment with Company other than for reason of death or disability; (ii) provides services to a business that is competitive with Companya Company Entity; (iii) improperly uses intellectual property or confidential information of a Company Entity for the benefit of any Person other than Companya Company Entity; or (iv) violates any provision of his or her Non-Competition, Non-Solicitation and Confidential Information Agreement. (b) If an Event of Default under Section 7.6(a)(i) occurs, Company and Lender will use their commercially reasonable efforts to identify a mutually acceptable replacement Key Person, and Company will cause such replacement Key Person to promptly execute a joinder to this Agreement and to enter into a Non-Compete, Non-Solicitation and Confidential Information Agreement in substantially the same form as is delivered by the Key Person pursuant to Section 4.2(a) hereof (if not previously executed by such replacement Key Person). The replacement Key Person will be required to fulfill the duties and obligations of the Key Person set forth in this Agreement. Company will not, without Lender’s prior written consent, hire or compensate a replacement Key Person on terms substantially different from those applicable to the prior Key Person. Additionally, Company shall obtain “key-person” life insurance in the amount required under Section 5.12 hereof within 60 sixty (60) days of the date on which the Key Person is mutually agreed upon by Company and Lender. Failure to obtain such “key-person” life insurance within such 60 sixty (60) day period will constitute an Event of Default under Section 7.2 of this Agreement.

Appears in 1 contract

Samples: Revenue Loan and Security Agreement (Sidus Space Inc.)

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