Statements by the Executive Sample Clauses

Statements by the Executive or the Corporation. Subject to the requirements of any applicable securities or other laws or as may otherwise be required in the performance of his duties hereunder, the Executive agrees that, during and after the Term of Employment, he shall not at any time make any statement or representation, written or oral, (a) which the Executive knows or should know will, or which he knows or should know is reasonably likely to, impair or adversely affect in any way the reputation, good will, business, customer or supplier relationships, or public relations of the Corporation, any Parent, any Subsidiary any Affiliate, and/or any person or entity which the Executive knows or should know is one of the following: (i) a member of the boards of directors of the Corporation, any Parent, any Affiliate and/or any Subsidiary, (ii) an employee of the Corporation, any Parent, any Affiliate and/or any Subsidiary, (iii) a person or entity who has or has had a legal or beneficial ownership interest in the shares of the Corporation, any Parent, any Subsidiary and/or any Affiliate (an "Owner"), and/or (iv) an owner, employee, director, partner, representative of, and/or adviser to, any such Owner, or (b) which the Executive knows or should know will, or is reasonably likely to, cause to be brought into disrepute the name of the Corporation, any Parent, any Subsidiary, any Affiliate, and/or any person or entity which the Executive knows or should know is one of the following: (i) a member of the boards of directors of the Corporation, any Parent, any Affiliate and/or any Subsidiary, (ii) an employee of the Corporation, any Parent, any Affiliate and/or any Subsidiary, (iii) an Owner, and/or (iv) an owner, employee, director, partner, representative of, and/or advisor to, any such Owner (other than, with respect to both (a) and (b) above, any statement or representation pursuant to or under any order or request issued by (A) a court of competent jurisdiction, (B) any governmental authority, or (C) any recognized subpoena power).
Sample 1
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Statements by the Executive. Subject to the requirements of any applicable securities or other laws, the Executive agrees that during and after the Term of Employment, he shall not at any time make any statement or representation, written or oral, which the Executive knows is false and will materially and adversely affect the reputation or goodwill of the Corporation or Subsidiary.
Sample 1
Statements by the Executive. Subject to the requirements of any applicable securities or other laws or as may otherwise be required in the performance of his duties hereunder, the Executive agrees that, during and after the Term of Employment, he shall not at any time make any statement or representation, written or oral, which the Executive knows or should know will, or which he knows or should know is reasonably likely to, impair or adversely affect in any way the reputation, good will, business, customer or supplier relationships, or public relations of the Corporation, Xxxxxx Products, any Parent, any Subsidiary, any Affiliate, and/or any person or entity which the Executive knows or should know is one of the following: (i) a member of the boards of directors of the Corporation, Xxxxxx Products, any Parent, any Affiliate and/or any Subsidiary, (ii) an employee of the Corporation, Xxxxxx Products, any Parent, any Affiliate and/or any Subsidiary, (iii) a person or entity who has or has had a legal or beneficial ownership interest in the shares of the Corporation, Xxxxxx Products, any Parent, any Subsidiary and/or any Affiliate (an "Owner"), and/or (iv) an owner, employee, director, partner, representative of, and/or adviser to, any such Owner.
Sample 1
Statements by the Executive. The Executive shall not at any time issue any press release or make any public statement about the Company or any Company Affiliate regarding (i) any of the foregoing's financial status, business, services, business methods, compliance with laws, or ethics or otherwise, or (ii) regarding Company partners, personnel, directors, officers, employees, attorneys, agents, including, without limitation, in respect of both clauses (i) and (ii), any statement that is intended or reasonably likely to disparage the Company or any Company Affiliate, or otherwise degrade any Company Affiliate's reputation in the business, industry or legal community in which any such Company Affiliate operates; provided, that, the Executive shall be permitted to (a) make any statement that is required by applicable securities or other laws to be included in a filing or disclosure document, subject to prior notice to the Company thereof, and (b) defend himself against any statement made by the Company or any Company Affiliate that is intended or reasonably likely to disparage the Executive or his spouse or otherwise degrade the Executive's reputation in the business, industry or legal community in which the Executive operates, only if the Executive reasonably believes that the statements made in such defense are not false statements and (c) provide truthful testimony in any legal proceeding.
Sample 1

Related to Statements by the Executive

  • ACKNOWLEDGMENTS BY THE EXECUTIVE The Executive acknowledges that (a) prior to and during the Employment Period and as a part of his employment, the Executive has been and will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on the Employer and its business; (c) because the Executive possesses substantial technical expertise and skill with respect to the Employer’s business, the Employer desires to obtain exclusive ownership of each Employee Invention, and the Employer will be at a substantial competitive disadvantage if it fails to acquire exclusive ownership of each Employee Invention; and (d) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information and to provide the Employer with exclusive ownership of all Employee Inventions.

  • Acknowledgments by the Employee The Employee acknowledges that (a) during the Employment Period and as a part of his employment, the Employee will be afforded access to Confidential Information; (b) public disclosure of such Confidential Information could have an adverse effect on the Employer and its business; (c) since the Employee possesses substantial expertise and skill with respect to the Employer's business, the Employer desires to obtain exclusive ownership of each Employee Invention, and the Employer will be at a substantial competitive disadvantage if it fails to acquire exclusive ownership of each Employee Invention; (d) the Compensation provided to Employee hereunder constitutes good and sufficient consideration for the Employee's agreements and covenants in this Section 7; and (e) the provisions of this Section 7 are reasonable and necessary to prevent the improper use or disclosure of Confidential Information and to provide the Employer with exclusive ownership of all Employee Inventions.

  • Release by the Executive (a) The Executive, on behalf of himself, his agents, heirs, successors, assigns, executors and administrators, in consideration for the termination payments and other consideration provided for under the Employment Agreement, hereby forever releases and discharges the Company, and its successors, its affiliated entities, and, in such capacities, its past and present directors, employees, agents, attorneys, accountants, representatives, plan fiduciaries, successors and assigns from any and all known and unknown causes of action, actions, judgments, liens, indebtedness, damages, losses, claims, liabilities, and demands of whatsoever kind and character in any manner whatsoever arising on or prior to the date of this Release, including but not limited to (i) any claim for breach of contract, breach of implied covenant, breach of oral or written promise, wrongful termination, intentional infliction of emotional distress, defamation, interference with contract relations or prospective economic advantage, negligence, misrepresentation or employment discrimination, and including without limitation alleged violations of Title VII of the Civil Rights Act of 1964, as amended, prohibiting discrimination based on race, color, religion, sex or national origin; the Family and Medical Leave Act; the Americans With Disabilities Act; the Age Discrimination in Employment Act; other federal, state and local laws, ordinances and regulations; and any unemployment or workers’ compensation law, excepting only those obligations of the Company pursuant to Paragraph 5 of the Employment Agreement or otherwise continuing under the Employment Agreement and any claims to benefits under any compensation or benefit plan, program or arrangement in which the Executive was participating as of the date of termination of his employment; (ii) any and all liability that was or may have been alleged against or imputed to the Company by the Executive or by anyone acting on his behalf; (iii) all claims for wages, monetary or equitable relief, employment or reemployment with the Company in any position, and any punitive, compensatory or liquidated damages; and (iv) all rights to and claims for attorneys’ fees and costs except as otherwise provided in the Employment Agreement.

  • Termination by the Executive The Executive may terminate employment hereunder at any time for any reason, including but not limited to, Good Reason. For purposes of this Agreement, “Good Reason” shall mean that the Executive has completed all steps of the Good Reason Process (hereinafter defined) following the occurrence of any of the following events without the Executive’s consent (each, a “Good Reason Condition”):

  • By the Executive The Executive may terminate the Employment at any time with a three-month prior written notice to the Company or by payment of three months’ salary in lieu of notice. In addition, the Executive may resign prior to the expiration of the Agreement if such resignation or an alternative arrangement with respect to the Employment is approved by the Board.

  • Resignation by the Executive Executive may voluntarily resign from his employment with the Company, provided that Executive shall provide the Company with thirty (30) days advance written notice (which notice requirement may be waived, in whole or in part, by the Company in its sole discretion) of his intent to resign. If Executive so terminates his employment with the Company, other than in accordance with Section 4.5, the Company shall have no obligation other than the payment of the Accrued Obligations to the effective date of such termination.

  • Termination by the Executive other than for Good Reason The Executive may terminate this Agreement and Executive’s employment hereunder other than for Good Reason, provided that the Executive gives the Company no less than thirty (30) days prior written notice of such termination.

  • No Set-Off by the Executive The existence of any claim, demand, action or cause of action by the Executive against the Employer whether predicated upon this Agreement or otherwise, shall not constitute a defense to the enforcement by the Employer of any of its rights hereunder.

  • By the Executive Other than for Good Reason The Executive may terminate his employment hereunder at any time upon thirty (30) days’ notice to the Company. In the event of termination of the Executive pursuant to this Section 5(f), the Board may elect to waive the period of notice, or any portion thereof, and, if the Board so elects, the Company will pay the Executive his Base Salary for the first thirty (30) days of the notice period (or for any remaining portion of that period). The Company shall have no further obligation to the Executive, other than for any Final Compensation due to him.

  • Assignment by the Executive This Agreement will inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. If the Executive dies while any amount would still be payable to him hereunder had he continued to live, all such amounts, unless otherwise provided herein, will be paid in accordance with the terms of this Agreement to the Executive’s Beneficiary. If the Executive has not named a Beneficiary, then such amounts will be paid to the Executive’s devisee, legatee, or other designee, or if there is no such designee, to the Executive’s estate, and such designee, or the Executive’s estate will be treated as the Beneficiary hereunder.

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