Common use of Scope of Disclosure Restrictions Clause in Contracts

Scope of Disclosure Restrictions. Nothing in this Agreement or elsewhere (including, without limitation, in the Surviving Sections) prohibits Xx. X’Xxxxxxx from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies, filing a complaint with government agencies, or participating in government agency investigations or proceedings. Xx. X’Xxxxxxx is not required to notify the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Xx. X’Xxxxxxx’x confidentiality and nondisclosure obligations, Xx. X’Xxxxxxx is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Retirement, Transition, and Release of Claims Agreement (Ruths Hospitality Group, Inc.)

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Scope of Disclosure Restrictions. Nothing Regardless of whether or not this Agreement becomes binding, nothing in this Agreement or elsewhere (including, without limitation, in the Surviving Sections) prohibits Xx. X’Xxxxxxx EXECUTIVE from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies, filing a complaint with government agencies, agencies or participating in government agency investigations or proceedings. Xx. X’Xxxxxxx EXECUTIVE is not required to notify the Company Entegris of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx EXECUTIVE obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Xx. X’Xxxxxxx’x EXECUTIVE’s confidentiality and nondisclosure obligations, Xx. X’Xxxxxxx EXECUTIVE is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Separation Agreement and Release (Entegris Inc)

Scope of Disclosure Restrictions. Nothing Executive understands that nothing in this Agreement or elsewhere (including, without limitation, in prohibits Executive from filing a charge or complaint with the Surviving Sections) prohibits Xx. X’Xxxxxxx from communicating with government agencies about possible violations of Securities and Exchange Commission or any other federal, state, or local laws governmental, regulatory or law enforcement agency (“Government Agencies”). Executive further understands that nothing in this Agreement or elsewhere limits Executive’s ability to, without notice or approval from the Company, communicate with any Government Agencies or otherwise participate in or fully cooperate with any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information to government agenciesa Government Agency, filing a complaint with government agencies, or participating nor does it limit Executive’s right to participate in government agency investigations or proceedings. Xx. X’Xxxxxxx is not required to notify the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx obtained through a communication that was subject to the attorney-client privilegeSecurities and Exchange Commission’s whistleblower program. Further, notwithstanding Xx. X’Xxxxxxx’x Executive’s confidentiality and nondisclosure obligations, Xx. X’Xxxxxxx Executive is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Separation and Release of Claims Agreement (Blue Apron Holdings, Inc.)

Scope of Disclosure Restrictions. Nothing in this Agreement or elsewhere (including, without limitation, in the Surviving Sections) prohibits Xx. X’Xxxxxxx from Ms. Xxxxxxxxx xxxm communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies, filing a complaint with government agencies, or participating in government agency investigations or proceedings. Xx. X’Xxxxxxx is Ms. Xxxxxxxxx xx not required to notify the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx obtained Ms. Xxxxxxxxx xxxained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Xx. X’Xxxxxxx’x confidentiality Ms. Xxxxxxxxx’x xxxfidentiality and nondisclosure obligations, Xx. X’Xxxxxxx is Ms. Xxxxxxxxx xx hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Transition, Separation and Release of Claims Agreement (National CineMedia, Inc.)

Scope of Disclosure Restrictions. Nothing in this Agreement or elsewhere elsewhere, including but not limited to the Release of Claims, prohibits you (includingor the Company’s officers as identified in paragraph 5 below) from participating as a witness in an investigation or proceeding conducted by, without limitationcommunicating with, in providing information directly to, filing a complaint with, the Surviving Sections) prohibits Xx. X’Xxxxxxx from communicating with government agencies about possible violations of Equal Employment Opportunity Commission, the National Labor Relations Board, the Securities and Exchange Commission, or any other any federal, state, or local laws or otherwise providing information to government agencies, filing a complaint with government agencies, or participating in government agency investigations or proceedings. Xx. X’Xxxxxxx is You are not required to notify the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx you obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Xx. X’Xxxxxxx’x your confidentiality and nondisclosure obligations, Xx. X’Xxxxxxx is you are hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Separation Agreement (Mediaco Holding Inc.)

Scope of Disclosure Restrictions. Nothing You understand that nothing in this Agreement letter agreement or elsewhere (including, without limitation, in prohibits you from filing a charge or complaint with the Surviving Sections) prohibits Xx. X’Xxxxxxx from communicating with government agencies about possible violations of Securities and Exchange Commission or any other federal, state, or local laws governmental regulatory or law enforcement agency (“Government Agencies”). You further understand that nothing in this letter agreement or elsewhere limits your ability to, without notice or approval from the Company, communicate with any Government Agencies or otherwise participate in or fully cooperate with any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information to government agenciesa Government Agency, filing a complaint with government agencies, or participating nor does it limit your right to participate in government agency investigations or proceedings. Xx. X’Xxxxxxx is not required to notify the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx obtained through a communication that was subject to the attorney-client privilegeSecurities and Exchange Commission’s whistleblower program. Further, notwithstanding Xx. X’Xxxxxxx’x your confidentiality and nondisclosure obligations, Xx. X’Xxxxxxx is you are hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Employment Agreement (Solid Biosciences Inc.)

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Scope of Disclosure Restrictions. Nothing in this Agreement or elsewhere (including, without limitation, in the Surviving Sections) prohibits Xx. X’Xxxxxxx Xxxx from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies, filing a complaint with government agencies, or participating in government agency investigations or proceedings. Xx. X’Xxxxxxx Xxxx is not required to notify the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx Xxxx obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Xx. X’Xxxxxxx’x Xxxx’x confidentiality and nondisclosure obligations, Xx. X’Xxxxxxx Xxxx is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Separation, Transition, and Release of Claims Agreement (Ruths Hospitality Group, Inc.)

Scope of Disclosure Restrictions. Nothing Executive understands that nothing in this Agreement or elsewhere (including, without limitation, in prohibits Executive from filing a charge or complaint with the Surviving Sections) prohibits Xx. X’Xxxxxxx from communicating with government agencies about possible violations of Securities and Exchange Commission or any other federal, state, or local laws governmental regulatory or law enforcement agency (“Government Agencies”). Executive further understands that nothing in this Agreement or elsewhere limits Executive’s ability to, without notice or approval from the Company, communicate with any Government Agencies or otherwise participate in or fully cooperate with any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information to government agenciesa Government Agency, filing a complaint with government agencies, or participating nor does it limit Executive’s right to participate in government agency investigations or proceedings. Xx. X’Xxxxxxx is not required to notify the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx obtained through a communication that was subject to the attorney-client privilegeSecurities and Exchange Commission’s whistleblower program. Further, notwithstanding Xx. X’Xxxxxxx’x Executive’s confidentiality and nondisclosure obligations, Xx. X’Xxxxxxx Executive is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Separation and Release of Claims Agreement (Blue Apron Holdings, Inc.)

Scope of Disclosure Restrictions. Nothing in this Agreement letter agreement or elsewhere prohibits you from: (including, without limitation, in the Surviving Sectionsi) prohibits Xx. X’Xxxxxxx from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies, : (ii) filing a complaint with government agencies, or participating in government agency investigations or proceedings; (iii) disclosing information required by applicable law, or in confidence to your attorney or professional advisor for the purpose of obtaining professional advice; or (iv) enforcing your rights against the Company. Xx. X’Xxxxxxx is You are not required to notify the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Xx. X’Xxxxxxx you obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Xx. X’Xxxxxxx’x your confidentiality and nondisclosure obligations, Xx. X’Xxxxxxx is you are hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

Appears in 1 contract

Samples: Employment Agreement (Ocular Therapeutix, Inc)

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