Common use of Restrictive Covenants in Employment and Other Agreements Clause in Contracts

Restrictive Covenants in Employment and Other Agreements. To the fullest extent permitted by the agreements described in this Section 8.01 and applicable Law, B/E shall assign, or cause an applicable member of the B/E Group to assign (including through notification to employees, as applicable), to KLX or a member of the KLX Group, as designated by KLX, all agreements containing restrictive covenants (including confidentiality, non-competition and non-solicitation provisions) between a member of the B/E Group and a KLX Employee, with such assignment to be effective as of the Distribution Date. To the extent that assignment of such agreements is not permitted, effective as of the Distribution Date, each member of the KLX Group shall be considered to be a successor to each member of the B/E Group for purposes of, and a third-party beneficiary with respect to, all agreements containing restrictive covenants (including confidentiality, non-competition and non-solicitation provisions) between a member of the B/E Group and a KLX Employee, such that each member of the KLX Group shall enjoy all the rights and benefits under such agreements (including rights and benefits as a third-party beneficiary), with respect to the business operations of the KLX Group; provided, however, that in no event shall B/E be permitted to enforce such restrictive covenant agreements against KLX Employees for action taken in their capacity as employees of a member of the KLX Group.

Restrictive Covenants in Employment and Other Agreements. To the fullest extent permitted by the agreements described in this Section 8.01 11.5 and applicable Law, B/E Oil States shall assign, or cause an applicable member of the B/E OS Group to assign (including through notification to employees, as applicable), to KLX Civeo or a member of the KLX Civeo Group, as designated by KLXCiveo, all agreements containing restrictive covenants (including confidentiality, non-competition and non-solicitation provisions) between a member of the B/E OS Group and a KLX Civeo Group Employee, with such assignment to be effective as of the Distribution DateEffective Time. To the extent that assignment of such agreements is not permitted, effective as of the Distribution DateEffective Time, each member of the KLX Civeo Group shall be considered to be a successor to each member of the B/E OS Group for purposes of, and a third-party beneficiary with respect to, all agreements containing restrictive covenants (including confidentiality, non-competition and non-solicitation provisions) between a member of the B/E OS Group and a KLX Civeo Group Employee, such that each member of the KLX Civeo Group shall enjoy all the rights and benefits under such agreements (including rights and benefits as a third-party beneficiary), with respect to the business operations of the KLX Civeo Group; provided, however, that in no event shall B/E Oil States be permitted to enforce such restrictive covenant agreements against KLX Civeo Group Employees for action taken in their capacity as employees of a member of the KLX Civeo Group.

Restrictive Covenants in Employment and Other Agreements. (a) To the fullest extent permitted by the agreements described in this Section 8.01 9.5(a) and applicable Law, B/E Delta shall assign, or cause an applicable member of the B/E Delta Group to assign (including through notification to employees, as applicable)assign, to KLX Ultra or a member of the KLX Ultra Group, as designated by KLXUltra, all agreements containing restrictive covenants (including confidentiality, non-competition and non-solicitation provisions) and the assignment of any intellectual property between a member of the B/E Delta Group and a KLX an Ultra Group Employee, with such assignment to be effective as of the Distribution DateEffective Time. To the extent that assignment of such agreements is not permitted, effective as of the Distribution DateEffective Time, each member of the KLX Ultra Group shall be considered to be a successor to each member of the B/E Delta Group for purposes of, and a third-party beneficiary with respect to, all agreements containing restrictive covenants (including confidentiality, non-competition and non-solicitation provisions) and the assignment of any intellectual property between a member of the B/E Delta Group and a KLX an Ultra Group Employee, such that each member of the KLX Ultra Group shall enjoy all the rights and benefits under such agreements (including rights and benefits as a third-party beneficiary), with respect to the business operations of the KLX Ultra Group; provided, however, that in no event shall B/E Delta be permitted to enforce such restrictive covenant agreements against KLX Ultra Group Employees for action taken in their capacity as employees of a member of the KLX Ultra Group.

Restrictive Covenants in Employment and Other Agreements. (a) To the fullest extent permitted by the agreements described in this Section 8.01 8.5(a) and applicable Lawlaw, B/E CHK shall assign, or cause an applicable any member of the B/E CHK Group to assign (including through notification to employees, as applicable)assign, to KLX SSE or a member of the KLX SSE Group, as designated by KLXSSE, all agreements containing restrictive covenants (including confidentiality, confidentiality and non-competition and non-solicitation provisions) between a member of the B/E CHK Group and a KLX SSE Employee or Former SSE Employee, with such assignment to be effective as of the Distribution Date. To the extent that assignment of such agreements is not permitted, effective as of the Distribution Date, each member of the KLX SSE Group shall be considered to be a successor to each member of the B/E CHK Group for purposes of, and a third-party beneficiary with respect to, all agreements containing restrictive covenants (including confidentiality, confidentiality and non-competition and non-solicitation provisions) between a member of the B/E CHK Group and a KLX EmployeeSSE Employee or Former SSE Employee whom SSE reasonably determines have substantial knowledge of the business activities of the SSE Group, such that each member of the KLX SSE Group shall enjoy all the rights and benefits under such agreements (including rights and benefits as a third-party beneficiary), with respect to the business operations of the KLX SSE Group; provided, however, that in no event shall B/E CHK be permitted to enforce such restrictive covenant agreements against KLX SSE Employees or Former SSE Employees for action taken in their capacity as employees of a member of the KLX SSE Group.