Common use of Permitted Activities Clause in Contracts

Permitted Activities. Notwithstanding any provision of this Agreement, Executive shall not be prevented from, nor shall Executive be criminally or civilly liable under any federal or state trade secret law for, making a disclosure of trade secrets or other Confidential Information that is: (a) made (1) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, and (2) solely for the purpose of reporting or investigating a suspected violation of applicable law; (b) made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In addition, in the event Executive files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive may (y) disclose a trade secret to Executive's attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each case, if Executive (1) files any document containing such trade secret under seal, and (2) does not otherwise disclose such trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 3 contracts

Samples: Executive Employment Agreement (Universal Security Instruments Inc), Executive Employment Agreement (Universal Security Instruments Inc), Executive Employment Agreement (Universal Security Instruments Inc)

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Permitted Activities. Notwithstanding Nothing in this Agreement is intended to, or does, prohibit Executive from (i) filing a charge or complaint with, providing truthful information to, or cooperating with an investigation being conducted by a governmental agency (such as the Equal Employment Opportunity Commission, another other fair employment practices agency, the National Labor Relations Board, the Department of Labor, or the Securities Exchange Commission (the “SEC”)); (ii) engaging in other legally-protected concerted activities; (iii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any provision legal proceeding; (iv) otherwise making truthful statements as required by law or valid legal process; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of this Agreementreporting or investigating a suspected violation of law. Accordingly, Executive understands that he shall not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionExecutive likewise understands that, in the event Executive he files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive he may (ydisclose the trade secret(s) disclose a trade secret of the Company to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive he (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding In accordance with applicable law, and notwithstanding any other provision of this Agreement, nothing herein prohibits in this Agreement or restricts Executive any of any policies or agreements of the Company from: applicable to Executive (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes his right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires him to provide any inquiry from prior notice to the Company or the Company Group or obtain their prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawfulcommunications.

Appears in 3 contracts

Samples: Employment Agreement (Basic Energy Services, Inc.), Employment Agreement (Basic Energy Services, Inc.), Employment Agreement (Basic Energy Services, Inc.)

Permitted Activities. Notwithstanding any other provision of this Agreement or the Employment Agreement, nothing in this Agreement is intended to, or does, preclude Executive shall or any other individual from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the EEOC, the Securities and Exchange Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Furthermore, notwithstanding the provisions herein, the Executive is hereby notified that the immunity provisions in Section 1833 of title 18 of the United States Code provide that an individual cannot not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under . The Executive likewise understands that, if the whistleblower provisions of applicable law. In addition, in the event Executive files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, the Executive may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if the Executive (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 2 contracts

Samples: Separation Agreement and General Release (Spirit AeroSystems Holdings, Inc.), Separation Agreement and General Release (Spirit AeroSystems Holdings, Inc.)

Permitted Activities. Notwithstanding any other provision of this Agreement or the Employment Agreement, nothing in this Agreement is intended to, or does, preclude Executive shall from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the EEOC, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Furthermore, notwithstanding the provisions herein, the Executive is hereby notified that the immunity provisions in Section 1833 of title 18 of the United States Code provide that an individual cannot not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under . The Executive likewise understands that, if the whistleblower provisions of applicable law. In addition, in the event Executive files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, the Executive may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if the Executive (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 2 contracts

Samples: Separation Agreement (Spirit AeroSystems Holdings, Inc.), Separation Agreement and General Release (Spirit AeroSystems Holdings, Inc.)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to Individual’s waiver in subparagraph l0(a) below, Executive shall nothing in this Agreement is intended to, or does, preclude Individual from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Accordingly, Individual understands that he will not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in sworn testimony, a complaint lawsuit or other complaint, or document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionIndividual likewise understands that, in the event Executive if he files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive he may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive he (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 1 contract

Samples: Separation and Release Agreement (Amergent Hospitality Group, Inc)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to the Individual’s waiver in subparagraph 8(a) below, Executive shall nothing in this Agreement is intended to, or does, preclude the Individual from (i) contacting, filing a charge or complaint with, providing information to, or cooperating with an investigation being conducted by, any governmental or regulatory agency or body (such as the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities Exchange Commission (“SEC”), or any other federal, state, or local governmental agency, commission, or regulatory body); (ii) assisting another in taking any of the actions in clause (i); (iii) making statements or disclosures regarding any sexual assault or sexual harassment dispute in compliance with the Speak Out Act; (iv) responding truthfully to inquiries by governmental or regulatory agencies or bodies; (v) giving truthful testimony or making statements under oath in response to valid legal process (such as a subpoena) in any legal or regulatory proceeding; (vi) engaging in any other legally protected activities; or (vii) pursuant to 18 U.S.C. § 1833(b), disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law, or if the disclosure is made in a document filed under seal in a lawsuit or other proceeding, and a party cannot be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making for such a disclosure of trade secrets or other Confidential Information that is: (a) made (1) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, and (2) solely for the purpose of reporting or investigating a suspected violation of applicable law; (b) made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable lawdisclosure. In addition, in the event Executive files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive may (y) disclose a trade secret to Executive's attorney accordance with applicable law and (z) use the trade secret information in the court proceeding related to such lawsuit, in each case, if Executive (1) files any document containing such trade secret under seal, and (2) does not otherwise disclose such trade secret, except pursuant to court order. Notwithstanding notwithstanding any other provision of this Agreement, nothing herein prohibits in this Agreement or restricts Executive any of the Company’s policies or agreements applicable to the Company from: Individual (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes his right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires him to provide any inquiry from prior notice to the Company or obtain the Company’s prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawfulcommunications.

Appears in 1 contract

Samples: Separation and Release Agreement (Riley Exploration Permian, Inc.)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to the Individual's waiver in subparagraph 7(a) below, Executive nothing in this Agreement precludes the Individual from (i) reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with or providing information to, contacting, or cooperating with an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) providing information about this Agreement to his family members, attorney, or accountant or tax advisor (if any); (iii) making disclosures or giving truthful testimony as required by law or valid legal process (such as by a subpoena or administrative order); or (iv) engaging in any concerted or other legally-protected activities. Individual understands that he shall not be prevented from, nor shall Executive be held criminally or civilly liable under any federal Federal or state State trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (aA) is made (1i) in confidence to a federalFederal, state State, or local government official, either directly or indirectly, or to an attorney, and (2ii) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bB) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In addition, Individual likewise understands that in the event Executive he files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive he may (ydisclose Company's trade secret(s) disclose a trade secret to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive he (1A) files any document containing such the trade secret under seal, ; and (2B) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 1 contract

Samples: Separation and Release Agreement (Noble Energy Inc)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to the Individual’s waiver in subparagraph 8(a) below, Executive shall nothing in this Agreement is intended to, or does, preclude the Individual from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission (“SEC”), or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Accordingly, the Individual understands that he will not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionThe Individual likewise understands that, in the event Executive if he files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive he may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive he (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding In accordance with applicable law and notwithstanding any other provision of this Agreement, nothing herein prohibits in this Agreement or restricts Executive any of the Company’s policies or agreements applicable to the Company from: Individual (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes his right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires him to provide Exhibit 10.1 any inquiry from prior notice to the Company or obtain the Company’s prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawfulcommunications.

Appears in 1 contract

Samples: Separation and Release Agreement (Basic Energy Services, Inc.)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to the Individual’s waiver in subparagraph 8(a) below, Executive shall nothing in this Agreement is intended to, or does, preclude the Individual from (i) contacting, filing a charge or complaint with, providing information to, or cooperating with an investigation being conducted by, any governmental or regulatory agency or body (such as the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities Exchange Commission (“SEC”), or any other federal, state, or local governmental agency, commission, or regulatory body); (ii) assisting another in taking any of the actions in clause (i); (iii) making statements or disclosures regarding any sexual assault or sexual harassment dispute in compliance with the Speak Out Act; (iv) responding truthfully to inquiries by governmental or regulatory agencies or bodies; (v) giving truthful testimony or making statements under oath in response to valid legal process (such as a subpoena) in any legal or regulatory proceeding; (vi) engaging in any other legally protected activities; or (vii) pursuant to 18 U.S.C. § 1833(b), disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law, or if the disclosure is made in a document filed under seal in a lawsuit or other proceeding, and a party cannot be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making for such a disclosure of trade secrets or other Confidential Information that is: (a) made (1) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, and (2) solely for the purpose of reporting or investigating a suspected violation of applicable law; (b) made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable lawdisclosure. In addition, in the event Executive files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive may (y) disclose a trade secret to Executive's attorney accordance with applicable law and (z) use the trade secret information in the court proceeding related to such lawsuit, in each case, if Executive (1) files any document containing such trade secret under seal, and (2) does not otherwise disclose such trade secret, except pursuant to court order. Notwithstanding notwithstanding any other provision of this Agreement, nothing herein prohibits in this Agreement or restricts Executive any of the Company’s policies or agreements applicable to the Company from: Individual (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes her right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires her to provide any inquiry from prior notice to the Company or obtain the Company’s prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulationcommunications. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.f.

Appears in 1 contract

Samples: Separation and Release Agreement (Riley Exploration Permian, Inc.)

Permitted Activities. Notwithstanding any other provision of this Agreement or the Employment Agreement, Executive shall nothing in this Agreement is intended to, or does, preclude you from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Furthermore, notwithstanding the provisions herein, you understand that you will not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionYou likewise understand that, in the event Executive files if you file a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive you may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's your attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive you (1i) files file any document containing such the trade secret under seal, ; and (2ii) does do not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 1 contract

Samples: Resignation Agreement and General Release (Spirit AeroSystems Holdings, Inc.)

Permitted Activities. Notwithstanding any other provision of this Agreement, Executive shall nothing in this Agreement is intended to, or does, preclude you from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Furthermore, notwithstanding the provisions herein, you understand that you will not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionYou likewise understand that, in the event Executive files if you file a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive you may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's your attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive you (1i) files file any document containing such the trade secret under seal, ; and (2ii) does do not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 1 contract

Samples: Retirement Agreement and General Release (Spirit AeroSystems Holdings, Inc.)

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Permitted Activities. Notwithstanding Nothing in this Agreement is intended to, or does, prohibit Executive from (i) filing a charge or complaint with, providing truthful information to, or cooperating with an investigation being conducted by a governmental agency (such as the Equal Employment Opportunity Commission, another other fair employment practices agency, the National Labor Relations Board, the Department of Labor, or the Securities Exchange Commission (the “SEC”)); (ii) engaging in other legally-protected concerted activities; (iii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any provision legal proceeding; (iv) otherwise making truthful statements as required by law or valid legal process; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of this Agreementreporting or investigating a suspected violation of law. Accordingly, Executive understands that he shall not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionExecutive likewise understands that, in the event Executive he files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive he may (ydisclose the trade secret(s) disclose a trade secret of the Company to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive he (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding In accordance with applicable law, and notwithstanding any other provision of this Agreement, nothing herein prohibits in this Exhibit 10.1 Agreement or restricts Executive any of any policies or agreements of the Company from: applicable to Executive (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes his right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires him to provide any inquiry from prior notice to the Company or the Company Group or obtain their prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawfulcommunications.

Appears in 1 contract

Samples: Employment Agreement (Basic Energy Services, Inc.)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to the Individual’s waiver in subparagraph 9(a) below, Executive shall nothing in this Agreement is intended to, or does, preclude the Individual from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission (“SEC”), or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Accordingly, the Individual understands that he will not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionThe Individual likewise understands that, in the event Executive if he files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive he may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive he (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding In accordance with applicable law and notwithstanding any other provision of this Agreement, nothing herein prohibits in this Agreement or restricts Executive any of the Company’s policies or agreements applicable to the Company from: Individual (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes his right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires his to provide any inquiry from prior notice to the Company or obtain the Company’s prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawfulcommunications.

Appears in 1 contract

Samples: Separation and Release Agreement (Chaparral Energy, Inc.)

Permitted Activities. Notwithstanding any other provision of this Agreement, nothing in this Agreement is intended to, or does, preclude Executive shall from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the EEOC, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Furthermore, notwithstanding the provisions herein, the Executive is hereby notified that the immunity provisions in Section 1833 of title 18 of the United States Code provide that an individual cannot not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under . The Executive likewise understands that, if the whistleblower provisions of applicable law. In addition, in the event Executive files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, the Executive may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's her attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if the Executive (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 1 contract

Samples: Separation Agreement and General Release (Spirit AeroSystems Holdings, Inc.)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to Executive’s waiver in Section 9(a) below, nothing in this Agreement is intended to, or does, preclude Executive from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Department of Justice, the Securities and Exchange Commission (“SEC”), or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities. Furthermore, U.S. federal law provides that: (x) an individual shall not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (a) is made (1) in confidence to a federal, state state, or local government official, official (either directly or indirectly, ) or to an attorney, and (2) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (b2) made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or and (cy) protected under the whistleblower provisions of applicable law. In addition, in the event Executive an individual who files a lawsuit for retaliation by the Company an employer for Executive's reporting of a suspected violation of law, Executive law may (y) disclose a the trade secret to Executive's the attorney of the individual and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive the individual (1) files any document containing such the trade secret under seal, ; and (2) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding Nothing in this Agreement prohibits, or creates liability for, any such protected conduct. In accordance with applicable law and notwithstanding any other provision of this Agreement, nothing herein prohibits in this Agreement or restricts any of the Employer’s policies or agreements applicable to Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes his right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires his to provide any inquiry from prior notice to the Employer or obtain the Employer’s prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawfulcommunications.

Appears in 1 contract

Samples: Separation and Release Agreement (Chaparral Energy, Inc.)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to the Individual's waiver in subparagraph 8(a) below, Executive shall nothing in this Agreement is intended to, or does, preclude the Individual from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission ("SEC"), or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Accordingly, the Individual understands that he will not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionThe Individual likewise understands that, in the event Executive if he files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive he may (ydisclose the Company's trade secret(s) disclose a trade secret to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive he (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding In accordance with applicable law and notwithstanding any other provision of this Agreement, nothing herein prohibits in this Agreement or restricts Executive any of the Company's policies or agreements applicable to the Company from: Individual (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes his right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires him to provide any inquiry from prior notice to the Company or obtain the Company's prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawfulcommunications.

Appears in 1 contract

Samples: Separation and Release Agreement (Basic Energy Services, Inc.)

Permitted Activities. Notwithstanding any other provision of this AgreementAgreement but subject to the Individual’s waiver in subparagraph 9(a) below, Executive shall nothing in this Agreement is intended to, or does, preclude the Individual from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission (“SEC”), or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Accordingly, the Individual understands that he will not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionThe Individual likewise understands that, in the event Executive if he files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive he may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's his attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive he (1i) files any document containing such the trade secret under seal, ; Exhibit 10.1 and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding In accordance with applicable law and notwithstanding any other provision of this Agreement, nothing herein prohibits in this Agreement or restricts Executive any of the Company’s policies or agreements applicable to the Company from: Individual (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) impedes his right to communicate with the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration agency about possible violations of fair employment practices federal securities or other laws regarding a possible violation of such laws, or as compelled regulations or requested by lawful process; (ii) responding requires him to provide any inquiry from prior notice to the Company or obtain the Company’s prior approval before engaging in any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawfulcommunications.

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (Basic Energy Services, Inc.)

Permitted Activities. Notwithstanding any other provision of this Agreement or the Employment Agreement, nothing in this Agreement is intended to, or does, preclude Executive shall from (i) contacting, reporting to, responding to an inquiry from, filing a charge or complaint with, communicating with, or otherwise participating in an investigation conducted by, the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, or any other federal, state, or local governmental agency, commission, or regulatory body; (ii) giving truthful testimony or making statements under oath in response to a subpoena or other valid legal process or in any legal proceeding; (iii) otherwise making truthful statements as required by law or valid legal process; (iv) engaging in any concerted or other legally protected activities; or (v) disclosing a trade secret in confidence to a governmental official, directly or indirectly, or to an attorney, if the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law. Furthermore, notwithstanding the provisions herein, Executive understands that Executive will not be prevented from, nor shall Executive be held criminally or civilly liable under any federal or state trade secret law for, making a for the disclosure of a trade secrets or other Confidential Information secret that is: (ai) is made (1A) in confidence to a federal, state state, or local government official, either directly or indirectly, or to an attorney, and (2B) solely for the purpose of reporting or investigating a suspected violation of applicable law; or (bii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (c) protected under the whistleblower provisions of applicable law. In additionExecutive likewise understands that, in the event if Executive files a lawsuit for retaliation by the Company for Executive's reporting of a suspected violation of law, Executive may (ydisclose the Company’s trade secret(s) disclose a trade secret to Executive's ’s attorney and (z) use the trade secret information in the court proceeding related to such lawsuit, in each caseproceeding, if Executive (1i) files any document containing such the trade secret under seal, ; and (2ii) does not otherwise disclose such the trade secret, except pursuant to court order. Notwithstanding any other provision of this Agreement, nothing herein prohibits or restricts Executive or the Company from: (i) initiating communications directly with, cooperating with, providing relevant information, or otherwise assisting in an investigation by (A) the SEC, or any other governmental, regulatory, or legislative body regarding a possible violation of any federal law relating to fraud or any SEC rule or regulation; or (B) the EEOC or any other governmental authority with responsibility for the administration of fair employment practices laws regarding a possible violation of such laws, or as compelled or requested by lawful process; (ii) responding to any inquiry from any such governmental, regulatory, or legislative body or official or governmental authority, including an inquiry about the existence of this Agreement or its underlying facts or circumstances; or (iii) participating, cooperating, testifying, or otherwise assisting in any governmental action, investigation, or proceeding relating to a possible violation of any such law, rule or regulation. Nothing in this Agreement prevents Executive from discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

Appears in 1 contract

Samples: Agreement and General Release (Spirit AeroSystems Holdings, Inc.)

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