Xxxxxxxxx Agreement a. Executive executing and delivering to the Bank (and the expiration of any revocation or rescindment period) a severance agreement, including without limitation a waiver and release by Executive of all eligible rights and claims against the Bank, its officers, directors, owners, employees, and others; as well as confidentiality, non-solicitation, and non-disparagement clauses (the Severance Agreement).
Xxxxxxxxx Agreement. For purposes of the Agreement, Trade Secrets include, without limitation, the following: all of the Company’s or Affiliate’s research, technical and business information, whether patentable or not, which is of a confidential, trade secret or proprietary character, and which is either developed by the Executive alone, or with others or by others; all non-public information that the Company or an Affiliate has marked as confidential or has otherwise described to Executive (either in writing or orally) as confidential; all non-public information concerning the Company’s or Affiliate’s products, services, prospective products or services, research, prospects, leases, surveys, seismic data, drilling data, designs, prices, costs, marketing plans, marketing techniques, studies, test data, leasehold and royalty owners, investors, suppliers and contracts; all business records and plans; all personnel files; all financial information of or concerning the Company or an Affiliate; all information relating to the Company’s operating system software, application software, software and system methodology, hardware platforms, technical information, inventions, computer programs and listings, source codes, object codes, copyrights and other intellectual property; all technical specifications; any proprietary information belonging to the Company or an Affiliate; all computer hardware or software manuals of the Company or an Affiliate; all Company or Affiliate training or instruction manuals; all Company or Affiliate electronic data; and all computer system passwords and user codes.
Xxxxxxxxx Agreement. (f) The panel’s final decision or award may include injunctive relief in response to any actual or impending breach of this Agreement or any other actual or impending action or omission of a Party under or in connection with this Agreement.
Xxxxxxxxx Agreement. On or before the IPO Closing Date, Lone Pine shall enter into a severance agreement with its President and Chief Executive Officer, which severance agreement shall, among other things, terminate that certain Severance Agreement dated as of August 11, 2008, as amended, by and between such individual and Forest. Lone Pine intends to enter into severance agreements with each of its other executive officers and certain key Lone Pine Employees as selected by Lone Pine.
Xxxxxxxxx Agreement. (d) Equity Incentive Awards. Executive shall be eligible to participate in the Xxxx Xxxx Resources, Inc. 2018 Long Term Incentive Plan (the “LTIP”) or any other incentive plan sponsored by the Company which provides for equity grants of incentive awards. The terms and conditions of any equity incentive award granted to Executive shall be set forth in the incentive plan document and award agreement governing such award.
Xxxxxxxxx Agreement. Executive for the year containing the Termination Date or (y) the amount of the Annual Bonus paid to the Executive for the year immediately preceding the year containing the Termination Date, and (iii) an additional $40,000 lump sum cash payment for outplacement services. In such event, the Additional Payments described in Section 6(b)(1)(C) following a Change in Control shall be inapplicable for Executive.
Xxxxxxxxx Agreement. (B) If Executive’s eligibility for continued COBRA coverage under the Health Plan ends due to expiration of the “maximum coverage period” under and within the meaning of 26 C.F.R. 54.4980B-7 Q/A-4(b), Executive shall be entitled to continue coverage for himself and his eligible covered dependents (including his spouse), if any, under the Health Plan (Executive and each such covered dependent being referred to herein as a “Qualified Beneficiary”) for the period beginning on the first day following such expiration of eligibility for COBRA coverage and ending on the third anniversary of the Termination Date or the earlier date that Executive becomes eligible to receive group healthcare coverage from a subsequent employer (and Executive agrees to promptly notify the Company of such eligibility) (the “Extended Coverage”), subject to the Company or an Affiliate continuing to sponsor a Health Plan for the benefit of the Company’s employees generally. In order for Executive to be eligible to receive the Extended Coverage on behalf of himself and any other Qualified Beneficiaries, Executive and any other Qualified Beneficiary must first exhaust such individual’s rights to any COBRA coverage available under the Health Plan. The Parties acknowledge that following expiration of the Extended Coverage, neither Executive nor any other Qualified Beneficiary will have any right to elect coverage under the Health Plan. Executive shall, on a monthly after-tax basis, pay to the Company (or its delegate) the COBRA rate, as then effective, for each month during the period of Extended Coverage. For purposes of Code Section 409A, the benefits provided under this Section 6(b)(2)(B) shall be provided as separate monthly in-kind payments of those benefits, and to the extent those benefits are subject to and not otherwise excepted from Section 409A, the provision of in-kind benefits during one calendar year shall not affect in-kind benefits to be provided in any other calendar year.
Xxxxxxxxx Agreement. Executive shall not at any time disclose to any person or entity, or publish, or use for any unauthorized purpose, any Trade Secret, except as the Company directs or under compulsion of law. Executive agrees to give notice to the Company of any attempt to compel disclosure of any Trade Secret within five (5) business days after Executive is informed that such disclosure is being, or will be, compelled. Any such notice shall contain a copy of the subpoena, order or other process used to compel disclosure. The agreements and covenants in this Section 10(b) apply to all Trade Secrets, whether now known or later to become known to Executive. In addition, these provisions shall be in addition to, and not limit or restrict in any way, any other confidentiality agreement or covenant between the Executive and the Company or any of its Affiliates.
Xxxxxxxxx Agreement. Executive assigns to the Company, without further compensation, any and all rights, titles and interest in all such ideas, inventions, computer programs and discoveries in all countries of the world. Executive recognizes that all ideas inventions, computer programs and discoveries of the type described above, conceived or made by Executive alone or with others within 12 months after the Termination Date (voluntary or otherwise), are likely to have been conceived in significant part either while employed by the Company or as a direct result of knowledge Executive had of proprietary information or Trade Secrets. Accordingly, Executive agrees that such ideas, inventions or discoveries shall be presumed to have been conceived during Executive’s period of employment with the Company or its Affiliates, unless and until the contrary is clearly established by the Executive.
Xxxxxxxxx Agreement. Executive’s employment with the Company or (b) with respect to any assets or holdings in which the Company or Affiliate had any interest in the Restricted Territory at any time during the two-year period ending on the earlier of the Termination Date or the date on which such activity occurs.
