Common use of Relief, Remedies, and Enforcement Clause in Contracts

Relief, Remedies, and Enforcement. Executive acknowledges and agrees that a breach of any provision of this Agreement by Executive will cause serious and irreparable injury to the Company that will be difficult to quantify and that money damages alone will not adequately compensate the Company. In the event of a breach or threatened or intended breach of this Agreement by Executive, the Company shall be entitled to injunctive relief, both temporary and final, enjoining and restraining such breach or threatened or intended breach. Executive further agrees that should Executive breach this Agreement, the Company will be entitled to any and all other legal or equitable remedies available to it, including the recovery and return of any amount paid to Executive to enter into this Agreement, the disgorgement of any profits, commissions, or fees realized by Executive, any subsequent employers, any business owned or operated by Executive, or any of Executive’s agents, heirs, or assigns. Executive further agrees that should Executive breach this Agreement, the Performance Share Units (“PSUs”) granted to Executive shall be automatically forfeited without consideration effective as of the date on which such breach first occurs. The foregoing rights and remedies are in addition to any other rights and remedies that may be available to the Company and shall not prevent (and Executive shall not assert that they shall prevent) the Company from bringing one or more actions in any applicable jurisdiction to seek injunctive relief or recover damages as a result of Executive’s breach of this Agreement. Without limiting the foregoing, to the extent permitted under applicable law, any shares that have previously been delivered to Executive or Executive’s beneficiaries or heirs on vesting of the PSUs, and which are still held by Executive or Executive’s beneficiaries or heirs as of the date of such breach, shall immediately be forfeited without consideration. Executive shall also pay the Company all reasonable costs and attorneys’ fees the Company incurred because of Executive’s breach of any provisions of this Agreement.

Appears in 5 contracts

Samples: Performance Share Unit Agreement (Tractor Supply Co /De/), Performance Share Unit Agreement (Tractor Supply Co /De/), Protective Agreement (Tractor Supply Co /De/)

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Relief, Remedies, and Enforcement. Executive acknowledges I acknowledge that ADP is engaged in a highly competitive business, and agrees the covenants and restrictions contained in this Restrictive Covenant Agreement, including the geographic and temporal restrictions, are reasonably designed to protect ADP’s legitimate business interests, including ADP goodwill and client relations, Confidential Information and trade secrets, and the specialized skills and knowledge gained by me and ADP’s other employees during our employment. I acknowledge and agree that a breach of any provision of this Restrictive Covenant Agreement by Executive me will cause serious and irreparable injury damage to the Company ADP that will be difficult to quantify and that money for which a remedy at law for monetary damages alone will may not adequately compensate the Companybe adequate. In the event Accordingly, I agree that if ADP should bring an action to enforce its rights under this Restrictive Covenant Agreement and ADP establishes that I have breached or threatened to breach any of my obligations under this Restrictive Covenant Agreement, ADP shall be entitled, in addition to all remedies otherwise available in law or equity, to a temporary restraining order, a preliminary injunction, and a permanent injunction enjoining such breach or threatened breach in any court of competent jurisdiction without the necessity of posting a surety bond, as well as an equitable accounting of all profits or intended breach benefits arising out of any violation of this Agreement by ExecutiveRestrictive Covenant Agreement, the Company and ADP shall be entitled to injunctive reliefcease to pay or provide any further benefits under the Automatic Data Processing, both temporary Inc. Corporate Officer Severance Plan to me and finalI will, enjoining and restraining upon ten (10) days’ prior written demand by ADP, promptly reimburse ADP any benefits already paid or provided under the Automatic Data Processing, Inc. Corporate Officer Severance Plan to me since the date of such breach or threatened or intended breach. Executive further agrees I also agree that should Executive breach nothing in this Agreement, the Company will Restrictive Covenant Agreement shall be entitled construed to prohibit ADP from pursuing any and all other legal or equitable remedies available to itit for breach of any of the provisions of this Restrictive Covenant Agreement, including the recovery and return of any amount paid to Executive to enter into this Agreement, the disgorgement of any profits, bonuses, equity, commissions, or fees realized by Executiveme, any subsequent employers, any business owned or operated by Executiveme or to which I provide services, or any of Executive’s my agents, heirs, or assigns. Executive I also agree that that the knowledge, skills, and abilities I possess at the time of commencement of my employment are sufficient to permit me to earn a livelihood satisfactory to me without violating any provision of paragraphs four (4) through seven (7) above, for example, by using such knowledge, skills, and abilities, or some of them, in the service of business that is not competitive with ADP. I further agrees that should Executive breach this Agreementagree to pay any and all legal fees, the Performance Share Units (“PSUs”) granted to Executive shall be automatically forfeited including without consideration effective as of the date on which such breach first occurs. The foregoing rights limitation, all attorneys’ fees, court costs, and remedies are in addition to any other rights and remedies that may be available to the Company and shall not prevent (and Executive shall not assert that they shall prevent) the Company from bringing one or more actions related fees and/or costs incurred by ADP in any applicable jurisdiction to seek injunctive relief or recover damages as a result of Executive’s breach of enforcing this Agreement. Without limiting the foregoing, to the extent permitted under applicable law, any shares that have previously been delivered to Executive or Executive’s beneficiaries or heirs on vesting of the PSUs, and which are still held by Executive or Executive’s beneficiaries or heirs as of the date of such breach, shall immediately be forfeited without consideration. Executive shall also pay the Company all reasonable costs and attorneys’ fees the Company incurred because of Executive’s breach of any provisions of this Restrictive Covenant Agreement.

Appears in 2 contracts

Samples: Separation Agreement and Release (Automatic Data Processing Inc), Separation Agreement and Release (Automatic Data Processing Inc)

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Relief, Remedies, and Enforcement. Executive acknowledges I acknowledge that ADP is engaged in a highly competitive business, and agrees the covenants and restrictions contained in this Restrictive Covenant Agreement, including the geographic and temporal restrictions, are reasonably designed to protect ADP’s legitimate business interests, including ADP goodwill and client relations, Confidential Information and trade secrets, and the specialized skills and knowledge gained by me and ADP’s other employees during our employment. I acknowledge and agree that a breach of any provision of this Restrictive Covenant Agreement by Executive me will cause serious and irreparable injury damage to the Company ADP that will be difficult to quantify and that money for which a remedy at law for monetary damages alone will may not adequately compensate the Companybe adequate. In the event Accordingly, I agree that if ADP should bring an action to enforce its rights under this Restrictive Covenant Agreement and ADP establishes that I have breached or threatened to breach any of my obligations under this Restrictive Covenant Agreement, ADP shall be entitled, in addition to all remedies otherwise available in law or equity, to a temporary restraining order, a preliminary injunction, and a permanent injunction enjoining such breach or threatened breach in any court of competent jurisdiction without the necessity of posting a surety bond, as well as an equitable accounting of all profits or intended breach benefits arising out of any violation of this Agreement by ExecutiveRestrictive Covenant Agreement, the Company and ADP shall be entitled to injunctive reliefcease to pay or provide any further benefits under the Automatic Data Processing, both temporary Inc. Corporate Officer Severance Plan to me and finalI will, enjoining and restraining upon ten (10) days’ prior written demand by ADP, promptly reimburse ADP any benefits already paid or provided under the Automatic Data Processing, Inc. Corporate Officer Severance Plan to me since the date of such breach or threatened or intended breach. Executive further agrees I also agree that should Executive breach nothing in this Agreement, the Company will Restrictive Covenant Agreement shall be entitled construed to prohibit ADP from pursuing any and all other legal or equitable remedies available to itit for breach of any of the provisions of this Restrictive Covenant Agreement, including the recovery and return of any amount paid to Executive to enter into this Agreement, the disgorgement of any profits, bonuses, equity, commissions, or fees realized by Executiveme, any subsequent employers, any business owned or operated by Executiveme or to which I provide services, or any of Executive’s my agents, heirs, or assigns. Executive I also agree that that the knowledge, skills, and abilities I possess at the time of commencement of my employment are sufficient to permit me to earn a livelihood satisfactory to me without violating any provision of paragraphs three (3) through seven (7) above, for example, by using such knowledge, skills, and abilities, or some of them, in the service of business that is not competitive with ADP. I further agrees that should Executive breach this Agreementagree to pay any and all legal fees, the Performance Share Units (“PSUs”) granted to Executive shall be automatically forfeited including without consideration effective as of the date on which such breach first occurs. The foregoing rights limitation, all attorneys’ fees, court costs, and remedies are in addition to any other rights and remedies that may be available to the Company and shall not prevent (and Executive shall not assert that they shall prevent) the Company from bringing one or more actions related fees and/or costs incurred by ADP in any applicable jurisdiction to seek injunctive relief or recover damages as a result of Executive’s breach of enforcing this Agreement. Without limiting the foregoing, to the extent permitted under applicable law, any shares that have previously been delivered to Executive or Executive’s beneficiaries or heirs on vesting of the PSUs, and which are still held by Executive or Executive’s beneficiaries or heirs as of the date of such breach, shall immediately be forfeited without consideration. Executive shall also pay the Company all reasonable costs and attorneys’ fees the Company incurred because of Executive’s breach of any provisions of this Restrictive Covenant Agreement.

Appears in 2 contracts

Samples: Separation Agreement and Release (Automatic Data Processing Inc), Separation Agreement and Release (Automatic Data Processing Inc)

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