Common use of Representations; Covenant Not to Xxx Clause in Contracts

Representations; Covenant Not to Xxx. Employee hereby represents and warrants to Company that (a) Employee has not filed, caused or permitted to be filed any pending proceeding (nor has Employee lodged a complaint with any governmental or quasi-governmental authority) against Company, nor has Employee agreed to do any of the foregoing, (b) Employee has not assigned, transferred, sold, encumbered, pledged, hypothecated, mortgaged, distributed, or otherwise disposed of or conveyed to any third party any right or Claim against Company which has been released in this Agreement, and (c) Employee has not directly or indirectly assisted any third party in filing, causing or assisting to be filed, any Claim against Company. In addition, Employee hereby represents and warrants to Company that Employee shall not encourage or solicit or voluntarily assist or participate in any way in the filing, reporting or prosecution by Employee or any third party of a proceeding or Claim against Company based upon or relating to any Claim released by Employee in this Agreement, unless expressly allowed by Paragraph 3(b) and 3(c). If any court has or assumes jurisdiction of any action against the Company or any of its affiliates on behalf of Employee, Employee will request that court to withdraw from or dismiss the matter with prejudice. 6. Who is Bound. The terms of this Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, successors and assigns. 7.

Representations; Covenant Not to Xxx. Employee Xxxxxxxx hereby represents and warrants to Company that (aA) Employee Houghton has not filed, caused or permitted to be filed any pending proceeding (nor has Employee Houghton lodged a complaint with any governmental or quasi-governmental authority) against Companyany of the Released Parties, nor has Employee Houghton agreed to do any of the foregoing, (bB) Employee Houghton has not assigned, transferred, sold, encumbered, pledged, hypothecated, mortgaged, distributed, or otherwise disposed of or conveyed to any third party any right or Claim against Company any of the Released Parties which has been released in this Separation Agreement, and (cC) Employee Houghton has not directly or indirectly assisted any third party in filing, causing or assisting to be filed, any Claim against Companyany of the Released Parties. In additionExcept as set forth in Section 11 below, Employee hereby represents Houghton covenants and warrants to Company agrees that Employee Houghton shall not encourage or solicit or voluntarily assist or participate in any way in the filing, reporting or prosecution by Employee himself or any third party of a proceeding or Claim against Company any of the Released Parties based upon or relating to any Claim released by Employee Houghton in this Separation Agreement, unless expressly allowed by Paragraph 3(b) and 3(c). If any court has or assumes jurisdiction of any action against the Company or any of its affiliates on behalf of Employee, Employee will request that court to withdraw from or dismiss the matter with prejudice. 6. Who is Bound. The terms of this Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, successors and assigns. 7.

Representations; Covenant Not to Xxx. Employee Contractor hereby represents and warrants to Company that (aA) Employee Contractor has not filed, caused or permitted to be filed any pending proceeding (nor has Employee Contractor lodged a complaint with any governmental or quasi-governmental authority) against Companyany of the Released Parties, nor has Employee Contractor agreed to do any of the foregoing, (bB) Employee Contractor has not assigned, transferred, sold, encumbered, pledged, hypothecated, mortgaged, distributed, or otherwise disposed of or conveyed to any third party any right or Claim against Company which any of the Released Parties that has been released in this AgreementRelease, and (cC) Employee Contractor has not directly or indirectly assisted any third party in filing, causing or assisting to be filed, any Claim against Companyany of the Released Parties; (D) Contractor has received all compensation and benefits to which Contractor is entitled as a result of Contractor’s consulting relationship, except as otherwise provided in this Release; and (E) except as otherwise provided in this Release, Contractor is entitled to nothing further from the Released Parties, including reinstatement by Corporation. In additionExcept as set forth below, Employee hereby represents Contractor covenants and warrants to Company agrees that Employee Contractor shall not encourage or solicit or voluntarily assist or participate in any way in the filing, reporting or prosecution by Employee himself or any third party of a proceeding or Claim against Company based upon or relating to any Claim released by Employee in this Agreement, unless expressly allowed by Paragraph 3(b) and 3(c). If any court has or assumes jurisdiction of any action against the Company or any of its affiliates on behalf of Employee, Employee will request that court to withdraw from or dismiss the matter with prejudice. 6. Who is Bound. The terms of this Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, successors and assigns. 7Released Parties.

Representations; Covenant Not to Xxx. Employee hereby represents and warrants to Company that (a) Employee has not filed, caused or permitted to be filed any pending proceeding (nor has Employee lodged a complaint with any governmental or quasi-governmental authority) against Company, nor has Employee agreed to do any of the foregoing, (b) Employee has not assigned, transferred, sold, encumbered, pledged, hypothecated, mortgaged, distributed, or otherwise disposed of or conveyed to any third party any right or Claim against Company which has been released in this Agreement, and (c) Employee has not directly or indirectly assisted any third party in filing, causing or assisting to be filed, any Claim against Company. In addition, Employee hereby represents and warrants to Company that Employee shall not encourage or solicit or voluntarily assist or participate in any way in the filing, reporting or prosecution by Employee or any third party of a proceeding or Claim against Company based upon or relating to any Claim released by Employee in this Agreement, unless expressly allowed by Paragraph 3(b) and 3(c). If any court has or assumes jurisdiction of any action against the Company or any of its affiliates on behalf of Employee, Employee will request that court to withdraw from or dismiss the matter with prejudice. 6. Who is Bound. The terms of this Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, successors and assigns. 7.

Representations; Covenant Not to Xxx. Employee hereby represents and warrants to Company that (a) Employee has not filed, caused or permitted to be filed any pending proceeding (nor has Employee lodged a complaint with any governmental or quasi-governmental authority) against Companyany of the Released Parties, nor has Employee agreed to do any of the foregoing, (b) Employee has not assigned, transferred, sold, encumbered, pledged, hypothecated, mortgaged, distributed, or otherwise disposed of or conveyed to any third party any right or Claim against Company which any of the Released Parties that has been released in this Agreement, and (c) Employee has not directly or indirectly assisted any third party in filing, causing or assisting to be filed, any Claim against Companyany of the Released Parties. In additionExcept as set forth in Section 13 below, Employee hereby represents covenants and warrants to Company agrees that Employee he shall not encourage or solicit or voluntarily assist or participate in any way in the filing, reporting or prosecution by Employee or any third party of a proceeding or Claim claim against Company based upon any of the Released Parties. Employee acknowledges and agrees that he is not only waiving any right he may have to proceed individually, but also as a member of a class or relating to collective action. In the event that Employee receives notice of a class or collective action against any Claim released by of the Released Parties for claims arising before Employee in executes this Agreement, unless expressly allowed by Paragraph 3(b) Employee must “opt out” of and 3(c)may not “opt in” to such action. If Employee further agrees that he is also giving up any court has right he may have to recover any relief, including money damages, from the Released Parties as a member of a class or assumes jurisdiction of any action against the Company or any of its affiliates on behalf of Employee, Employee will request that court to withdraw from or dismiss the matter with prejudice. 6. Who is Bound. The terms of this Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, successors and assigns. 7collective action.