The Executive acknowledges. (i) that compliance with the restrictive provisions contained in Section 8 is necessary to protect the business and goodwill of the Company and its subsidiaries, and (ii) that a breach of this Agreement will result in irreparable and continuing damage to the Company, for which monetary damages may not provide adequate relief. Consequently, the Executive agrees that in the event of a breach or threatened breach of any of the restrictive covenants described herein, the Company, at its discretion, shall be entitled to seek both: (i) a preliminary and/or permanent injunction in order to prevent such damage, or continuation of such damage, and (ii) monetary damages as determinable. Nothing herein, however, shall be construed to restrict and/or prohibit the Company from pursuing any and all other remedies; the Executive acknowledges that all remedies are cumulative. The Executive specifically acknowledges that the Executive shall account for and pay over to the Company any profits, monies, accruals or other benefits derived or received by the Executive as a result of any transaction constituting a breach of the Restrictive Covenants in Section 8.
The Executive acknowledges. (i) that each of the foregoing subclauses of this clause constitutes an entirely separate and independent restriction on him; and
(ii) while at the date of this Agreement the duration, extent and application of each of the restrictions are considered by the parties no greater than is necessary for the protection of the interests of the Company and any EM Group Company and reasonable in all the circumstances it is acknowledged that restrictions of such a nature may become invalid because of changing circumstances and accordingly if any of the restrictions shall be adjudged to be void or ineffective for whatever reason but would be adjudged to be valid and effective if part of the wording thereof were deleted or the periods thereof reduced or the area thereof reduced in scope they shall apply with such modifications as may be necessary to make them valid and effective.
The Executive acknowledges. (i) the Company has a legitimate business interest in the protection of its Confidential Information (as hereinafter defined); and (ii) the Company's Confidential Information is a valuable asset worthy of and subject to protection by the Company. Accordingly, the Executive covenants that: (i) during the Employment Term and thereafter, the Executive will keep confidential all Confidential Information of the Company which is known to him and, except with the specific prior written consent of the Company or as required to be disclosed by law or the order of any agency, court or other governmental authority, not disclose that Confidential Information to any person except the Company and its employees, accountants, counsel and other designated representatives. "Confidential Information" of the Company means all know-how, trade secrets and other confidential or nonpublic information prepared for, by or on behalf of, or in the possession of the Company, including (i) nonpublic Proprietary Information (as hereinafter defined), (ii) other information derived from reports, investigations, research, studies, work in progress, codes, marketing, sales or service programs, capital expenditure projects, cost summaries, equipment, product or system designs or drawings, pricing or other formulae, contract analyses, financial information, projections, customer lists, agreements with vendors, joint venture agreements, and confidential filings with any agency, court or other governmental authority and (iii) all other concepts, methods, techniques and processes of doing business, ideas or information that can be used in the operation of a business or other enterprise and is sufficiently valuable, or potentially valuable, and secret to afford an actual or potential economic advantage over others. Confidential Information of the Company does not include any information that currently is generally available to and generally known by the public or, through no fault of the Executive, hereafter becomes generally available to and generally known by the public.
The Executive acknowledges that the Group is in a unique and highly specialised business, which is international in scope with a limited number of competitors; § that the Group possess a valuable body of Confidential Information and that the Executive’s knowledge of Confidential Information directly benefits him by enabling him to perform his duties; § that the protection of Confidential Information, customer connections, supplier connections, goodwill, and the stability of the workforce of the Company, the Parent and / or any other Associated Undertakings are business interests requiring protection; and § that the disclosure of any Confidential Information to any actual or potential competitor of the Company, the Parent and / or any other Associated Undertaking would place the Company and / or it's relevant Associated Undertaking(s) at a serious competitive disadvantage and would cause immeasurable (financial and other) damage to the Relevant Business.
The Executive acknowledges that each of the foregoing subclauses of this clause constitutes an entirely separate and independent restriction on him; and
