Obligations of Optionee. (a) In consideration of the grant, the Optionee, while both actively employed and in the event of Optionee's Termination of Employment for any reason, specifically agrees that within the term of this grant or within three years following the payment of any amounts pursuant to the grant, if later: (i) the Optionee will personally provide reasonable assistance and cooperation to the Company in activities related to the prosecution or defense of any pending or future lawsuits or claims involving the Company; (ii) the Optionee will promptly notify the Company upon receipt of any requests from anyone other than an employee or agent of the Company for information regarding the Company, or if the Optionee becomes aware of any potential claim or proposed litigation against the Company; (iii) the Optionee will refrain from providing any information related to any claim or potential litigation against the Company to any non-Company representatives without either the Company's written permission or being required to provide information pursuant to legal process; (iv) the Optionee will not misuse or, other than in the course of performing his duties, disclose any confidential information or material concerning the Company; and (v) the Optionee will not engage in any activity contrary or harmful to the interests of the Company. In further consideration of the grant, the Optionee specifically agrees that if required by law to provide sworn testimony regarding any Company-related matter: the Optionee will consult with and have Company designated legal counsel present for such testimony (the Company will be responsible for the costs of such designated counsel); the Optionee will confine his testimony to items about which he has knowledge rather than speculation, unless otherwise directed by legal process; and the Optionee will cooperate with the Company's attorneys to assist their efforts, especially on matters the Optionee has been privy to, holding all privileged attorney-client matters in strictest confidence. (b) If the Company reasonably determines that the Optionee has materially violated any of his obligations under this agreement, then this Option shall terminate, effective the date on which such violation began (unless otherwise terminated sooner) and the Company may demand the return of any gain realized by the Optionee from the exercise of all or a portion of this Option and the Optionee hereby agrees to return such amounts upon such demand. If after such demand the Optionee fails to return said amounts, the Optionee acknowledges that the Company has the right to deduct from any amounts the Company owes to the Optionee (including, but not limited to, wages or other compensation), or to commence judicial proceedings against the Optionee, to recover said amounts and any and all of its attorney's fees and costs.
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Samples: Stock Option Agreement (RJR Nabisco Inc), Stock Option Agreement (RJR Nabisco Inc), Stock Option Agreement (Nabisco Inc)
Obligations of Optionee. (a) In consideration of the grant, the Optionee, while both actively employed and in the event of Optionee's Termination of Employment for any reason, specifically agrees that within the term of this grant or within three years following the payment of any amounts pursuant to the grant, if later: (i) the Optionee will personally provide reasonable assistance and cooperation to the Company in activities related to the prosecution or defense of any pending or future lawsuits or claims involving the Company; the
(ii) the Optionee will promptly notify the Company upon receipt of any requests from anyone other than an employee or agent of the Company for information regarding the Company, or if the Optionee becomes aware of any potential claim or proposed litigation against the Company; (iii) the Optionee will refrain from providing any information related to any claim or potential litigation against the Company to any non-Company representatives without either the Company's written permission or being required to provide information pursuant to legal process; (iv) the Optionee will not misuse or, other than in the course of performing his duties, disclose any confidential information or material concerning the Company; and (v) the Optionee will not engage in any activity contrary or harmful to the interests of the Company. In further consideration of the grant, the Optionee specifically agrees that if required by law to provide sworn testimony regarding any Company-related matter: the Optionee will consult with and have Company designated legal counsel present for such testimony (the Company will be responsible for the costs of such designated counsel); the Optionee will confine his testimony to items about which he has knowledge rather than speculation, unless otherwise directed by legal process; and the Optionee will cooperate with the Company's attorneys to assist their efforts, especially on matters the Optionee has been privy to, holding all privileged attorney-client matters in strictest confidence.
(b) If the Company reasonably determines that the Optionee has materially violated any of his obligations under this agreement, then this Option shall terminate, effective the date on which such violation began (unless otherwise terminated sooner) and the Company may demand the return of any gain realized by the Optionee from the exercise of all or a portion of this Option and the Optionee hereby agrees to return such amounts upon such demand. If after such demand the Optionee fails to return said amounts, the Optionee acknowledges that the Company has the right to deduct from any amounts the Company owes to the Optionee (including, but not limited to, wages or other compensation), or to commence judicial proceedings against the Optionee, to recover said amounts and any and all of its attorney's fees and costs.
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Obligations of Optionee. (a) In consideration of the grant, the Optionee, while both actively employed and in the event of Optionee's Termination of Employment for any reason, specifically agrees that within the term of this grant or within three years following the payment of any amounts pursuant to the grant, if later: (i) the Optionee will personally provide reasonable assistance and cooperation to the Company in activities related to the prosecution or defense of any pending or future lawsuits or claims involving the Company; (ii) the Optionee will promptly notify the Company upon receipt of any requests from anyone other than an employee or agent of the Company for information regarding the Company, or if the Optionee becomes aware of any potential claim or proposed litigation against the Company; (iii) the Optionee will refrain from providing any information related to any claim or potential litigation against the Company to any non-Company representatives without either the Company's written permission or being required to provide information pursuant to legal process; (iv) the Optionee will not disclose or misuse or, other than in the course of performing his duties, disclose any confidential information or material concerning the Company; and (v) the Optionee will not engage in any activity contrary or harmful to the interests of the Company. In further consideration of the grant, the Optionee specifically agrees that if required by law to provide sworn testimony regarding any Company-related matter: the Optionee will consult with and have Company designated legal counsel present for such testimony (the Company will be responsible for the costs of such designated counsel); the Optionee will confine his testimony to items about which he has knowledge rather than speculation, unless otherwise directed by legal process; and the Optionee will cooperate with the Company's attorneys to assist their efforts, especially on matters the Optionee has been privy to, holding all privileged attorney-client matters in strictest confidence.
(b) If the Company reasonably determines that the Optionee has materially violated any of his obligations under this agreement, then this Option shall terminate, effective the date on which such violation began (unless otherwise terminated sooner) and the Company may demand the return of any gain realized by the Optionee from the exercise of all or a portion of this Option and the Optionee hereby agrees to return such amounts upon such demand. If after such demand the Optionee fails to return said amounts, the Optionee acknowledges that the Company has the right to deduct from any amounts the Company owes to the Optionee (including, but not limited to, wages or other compensation), or to commence judicial proceedings against the Optionee, to recover said amounts and any and all of its attorney's fees and costs.
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