Your Ongoing Obligations. 7.1 You agree that any clauses of your Contract that continue following the termination of your employment (including, without limitation, in relation to confidentiality and intellectual property under Clauses 17 and 20 of your Contract) will remain in full force and effect after the Termination Date. In consideration of the Company's undertakings set out in Clause 8 below, you agree:
Your Ongoing Obligations. You acknowledge and agree that the post-employment obligations imposed upon you by the Employment Agreement, including without limitation the obligations imposed upon you by Section 6 of the Employment Agreement, continue in effect according to their terms. In addition, in exchange for the consideration you are receiving from the Companies under this letter agreement, you agree that any obligations imposed upon you by Section 6 of the Employment Agreement that would otherwise expire twenty-four (24) months after the end of your employment with the Companies shall survive and be extended for an additional twelve (12) months thereafter, through and including the 36-month period following the Retirement Date, on the same terms as under the Employment Agreement. In addition to the post-employment obligations imposed upon you by the Employment Agreement and extended pursuant to this letter agreement, you acknowledge and agree that you will continue to be bound by the Company’s Xxxxxxx Xxxxxxx Policy, as if you were an insider, until the date that is six months from your Retirement Date. Also, at the Companies’ reasonable request and upon at least 48 hours’ notice, without further consideration but without expense to you, you will (i) provide complete and truthful information to, and otherwise cooperate fully with, the Companies and any of their respective legal counsel, agents, insurers and representatives in connection with any investigations, litigation or other matters relating to the Companies in which the Companies determine that you may have relevant information, and (ii) for a period of 12 months following your Retirement Date make yourself reasonably available to discuss and consult with the Companies regarding business matters, including without limitation matters with which you were directly and substantially involved while employed by the Companies, and to assist in transitioning your duties as Chief Executive Officer; provided, however, that your obligations under this paragraph will not exceed 20 hours per month. The Companies will reimburse you for reasonable out-of-pocket expenses you incur for services requested under this paragraph. Early Termination Nothing in this letter agreement shall limit the ability of the Companies to terminate your employment during the Transition Period for Cause within the meaning of the Employment Agreement. Notwithstanding anything to the contrary in this letter agreement, the Company shall have no obligation to pr...
Your Ongoing Obligations. 1. During the period of November 30, 2006 – December 31, 2006 (excluding Christmas week), you agree to provide a minimum of 20 hours and up to 40 hours per week of consulting service to the Company at the direction of Jxxxxx Xxxxxx. During Christmas week and the month of January 2007, you agree to provide on call consulting and support to the Company at the direction of Jxxxxx Xxxxxx. You further agree to travel as reasonably needed to customer locations for the purpose of transition of customer relationships. You will be reimbursed your travel expenses incurred in such S1 requested travel in accordance with S1 policy.
Your Ongoing Obligations. 27. In consideration of the Company’s undertakings set out in Clause 28 below, You hereby agree:
Your Ongoing Obligations. You hereby reaffirm your ongoing obligations to the Company, including, without limitation, (i) your restrictive covenant obligations and other ongoing obligations under the Employment Agreement (which include, for the avoidance of doubt Section 8 of the Employment Agreement) and the Restrictive Covenants Agreement; and (ii) any other restrictive covenant obligation you have to the Company and/or any of its affiliates (collectively, the “Restrictive Covenant Obligations”). The Restrictive Covenant Obligations are incorporated herein by reference. Notwithstanding anything to the contrary in the Restrictive Covenants Agreement or other Restrictive Covenant Obligations, you hereby further agree that you are not entitled to or eligible for any garden leave pay or other noncompetition consideration under the Restrictive Covenant Obligations, and that your Restrictive Covenant Obligations (including without limitation your post-employment noncompetition obligations) nevertheless remain in full effect.
Your Ongoing Obligations
