Non-Applicability. Executive is hereby notified that this Section 8 does not apply to any invention for which no equipment, supplies, facility, Confidential Information, or other trade secret information of the Company was used and which was developed entirely on Executive’s own time, unless (i) the invention relates (A) directly to the business of the Company or (B) to the Company’s actual or demonstrably anticipated research or development, or (ii) the invention results from any work performed by Executive for the Company.
Non-Applicability. The obligations of confidentiality shall not apply to information which (i) has entered the public domain or is otherwise publicly available, except where such entry or availability is the result of a party’s breach of this Agreement; (ii) prior to disclosure hereunder was already in the receiving party’s possession without restriction as evidenced by appropriate documentation; (iii) subsequent to disclosure hereunder is obtained by the receiving party on a non- confidential basis from a third party who has the right to disclose such information; or (iv) was developed by the receiving party without any use of any of the Confidential Information as evidenced by appropriate documentation.
Non-Applicability. Executive is hereby notified that this Section 10 does not apply to any Creation for which no equipment, supplies, facility, Confidential Information, or other trade secret information of the Company was used and which was developed entirely on Executive’s own time, unless (i) the Creation relates in any way to (A) the business of the Company, or (B) the Company’s actual or contemplated business, research, or development; or (ii) the Creation results from any work performed by Executive for the Company.
Non-Applicability. It is the City's intention not to pay the educational incentive for any degree which is required for the position held by the employee. Educational incentives shall not be paid for education received on City time. The education incentive shall be removed if the employee is promoted to a position which does not entitle employee to such incentive.
Non-Applicability. Subsections 6(b) and 6(c) do not apply in the event of termination of the employment of the Executive as a result of the death, disability or retirement of the Executive.
Non-Applicability. The restrictions of this Article IX shall not apply to (i) any transaction involving a merger of the Company with an Affiliate solely for the purpose of reincorporating the Company in another jurisdiction or (ii) any transaction involving the sale, assignment, transfer, lease, conveyance or other disposition of assets between or among the Company and any Guarantor or between or among a Guarantor and any other Guarantor. In addition, notwithstanding the foregoing, any Guarantor may merge with or into, consolidate with or amalgamate with the Company or any other Guarantor.
Non-Applicability. The foregoing obligation of non-disclosure shall not apply to Confidential Information to the extent such information:
i. was available in the public domain at the time of disclosure or subsequently becomes publicly available through no fault of the receiving party;
ii. is disclosed to receiving party by a third party who has a right to make such disclosure in a non-confidential manner;
iii. is already known to receiving party prior to disclosure hereunder, as shown by prior written records; or
iv. is independently developed by receiving party without reliance on or incorporation of the disclosing party’s Confidential Information.
Non-Applicability. (a) The representations set out in Clauses 18.1(b) (Status), 18.3 (Non-conflict with other obligations), 18.9 (No Default), 18.10 (No Misleading Information), 18.11 (Financial Statements) and 18.13 (No proceedings pending or threatened) do not apply in relation to:
(i) any member of the Target Group until 180 days after the date when Target became a Subsidiary of the Company; and
(ii) any company (other than a member of the Target Group) becoming a member of the Group until 90 days after the date when that company became a member of the Group.
(b) Notwithstanding the provisions of paragraph (a) above, the representations set out in Clauses 18.1(b) (Status) and 18.3 (Non-conflict with other obligations) (together, for the avoidance of doubt, with all Repeating Representations which are not mentioned in paragraph (a) above and the representation set out in Clause 18.4 (Power and authority)) shall apply immediately in relation to any member of the Group which becomes an Additional Borrower.
Non-Applicability. All statements made by, or on behalf of (acting on instructions and information supplied by any Group company), the Company in connection with any application to the UK Listing Authority for certain information to be omitted from the Prospectus are true and accurate and are not misleading in any respect and all relevant facts have been disclosed to the UK Listing Authority in connection therewith.
Non-Applicability. Educational incentives shall generally not be paid for education on City time. However, if the City sends an employee for training on City time and college-level credits are earned during that training, those credits shall count toward education incentive. The education incentive will be removed if the employee is promoted to a position that does not entitle employees to such incentives.
